request for proposal (rfp) for the cogeneration and ... · request for proposal (rfp) for the...

Request for Proposal (RFP) For the

Cogeneration and Central Plant Operation, Maintenance and Environmental Compliance

Services

PROPOSAL SUBMITTAL DUE DATE: April 12, 2013 by 2 p.m.

South Orange County Community College District 28000 Marguerite Parkway

Mission Viejo, CA 92692-3635

SOUTH ORANGE COUNTY COMMUNITY COLLEGE DISTRICT RFP #2008

For the Cogeneration and Central Plant Operation and Maintenance Services

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REQUEST FOR PROPOSAL

REQUEST FOR PROPOSALS (RFP) COVER PAGE

South Orange County Community College District (SOCCCD) hereinafter referred to as “District”, is soliciting proposals from qualified firms, hereinafter referred to as “Bidders”, to provide Cogeneration and Central Plant Operation, Maintenance and Environmental Compliance Services. Awarded Contract, hereinafter referred to as “Contract”, will be a fixed price multi-year Contract between the District and selected Bidder. Bidders must meet the minimum qualifications and requirements set forth herein in order to be considered for selection.

This Request for Proposal hereinafter referred to as “RFP” or “Proposal,” is set out in the following format:

SECTION I: Introduction and Instructions to Bidders SECTION II: Proposal Response Requirements SECTION III: Model Contract followed by Attachments and Exhibits

Mandatory Pre-Proposal Conference is March 20, 2013 from 1:00 to 2:00 p.m.

All questions or requests for clarification must be received by April 4, 2013 at 2:00 p.m.

Proposals are due at the date and time specified above. Proposals must be submitted in sealed packages. See complete instructions in Section I – Item E - #1.

All Technical questions and inquiries related to this RFP must be directed to: Louis Sessler, hereinafter referred to as Project Manager (PM) under Bid #2008. See complete instructions in Section I – Item D - #2.

Bidders, All inquiries related to this RFP submittal must be directed to: Brandye D’Lena, Purchasing.

Bidders are not to contact other District or College personnel with any questions or clarifications concerning this RFP. District will provide all official written communication concerning this RFP. Any response other than through District written addendum is unauthorized and will be considered invalid.

I HAVE READ, UNDERSTAND AND AGREE TO ALL STATEMENTS IN THIS REQUEST FOR QUALIFICATIONS, AND TO THE TERMS, CONDITIONS AND ATTACHMENTS REFERENCED HEREIN.

Date: Company Legal Name:_______________________________

*Authorized Signature Name Title

*Authorized Signature Name Title

*If a corporation, this document must be signed by two corporate officers. The first signature must be one of the following: a) Chairman of the Board, b) President, or c) any Vice President. The second signature must be one of the following: a) Secretary, b) Chief Financial Officer; c) any Assistant Secretary, or d) any Assistant Treasurer. In the alternative, a single corporate signature is acceptable when accompanied by a corporate resolution demonstrating the legal authority of the signator to bind the corporation.

RETURN THIS SHEET WITH YOUR RESPONSE

INSTRUCTIONS:

1. SUBMIT 1 ORIGINAL, 6 COPIES OF YOUR PROPOSAL PACKAGE AND 1 SOFT COPY

2. RETURN THIS PAGE SIGNED, WITH PROPOSAL

3. ALL PROPOSALS ARE TO BE IDENTIFIED WITH RFP #2008, AND RETURNED IN A SEALED ENVELOPE OR PACKAGE.

4. FOR FURTHER TECHNICAL INFORMATION,

CONTACT: LOUIS SESSLER

Attn: [email protected] Phone: 949-582-4947

South Orange County Community College District 28000 Marguerite Pkwy Mission Viejo, CA 92692 Attn: Brandye D'Lena Phone: 949582-4678

PROPOSALS MUST BE RECEIVED ON OR BEFORE

April 12, 2013 Date

By 2:00 p.m. Time

Proposal Number: #2008



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TABLE OF CONTENTS

Page No. COVER PAGE ............................................................................................................................................ 2 TABLE OF CONTENTS ........................................................................................................................... 3

SECTION I: INTRODUCTION AND INSTRUCTIONS TO BIDDERS

A. Overview Description ............................................................................................................................. 5 B. Proposed Time Schedule ........................................................................................................................ 5 C. Intent of Request for Proposal ................................................................................................................ 5 D. Instructions to Bidders and Procedures for Submittal ............................................................................ 6 E. Instructions on Protest Procedures ......................................................................................................... 9 F. Evaluation Process and Criteria ............................................................................................................ 10 G. Selection/Award Process ...................................................................................................................... 12 H. Child Support Requirements ................................................................................................................ 12 I. Proposal Submittal Location Map ........................................................................................................ 14

SECTION II: PROPOSAL RESPONSE REQUIREMENTS

Minimum Qualifications ............................................................................................................................. 16

Part 1

1. Letter of Introduction ........................................................................................................................... 17 2. Cover Page ........................................................................................................................................... 17 3. Addenda................................................................................................................................................ 17 4. Validity of Proposal .............................................................................................................................. 17 5. Certificate of Understanding ................................................................................................................ 17 6. Minimum Qualifications Statement ..................................................................................................... 18 7. Certificate of Insurance ........................................................................................................................ 18 8. Child Support Enforcement .................................................................................................................. 18 9. Conflict of Interest ................................................................................................................................ 18 10. Statement of Compliance ..................................................................................................................... 18

Part 2

Company Profile ......................................................................................................................................... 20

Part 3

Bidder’s Qualifications and Proposed Approach ........................................................................................ 21

SECTION III: MODEL CONTRACT

Proposed Model Contract ........................................................................................................................... 32 Attachment A - Scope of Work................................................................................................................... 56 Attachment B – Contractor’s Pricing .......................................................................................................... 66 Attachment C – Staffing Plan ..................................................................................................................... 68 Attachment D – Schedule of Deductions .................................................................................................... 70 Exhibits I – AQMD’s Enforcement Authority ............................................................................................ 72 Exhibit II – SDG&E TOU-8 Rates and Summer Winter Billing – Interconnect Agreement ..................... 77 Exhibits III – Sample Service Levels .......................................................................................................... 78 Exhibits IV – System Schematics ............................................................................................................... 82 Exhibit V – Warranties ............................................................................................................................... 83 Exhibit VI - Child Support Reporting Requirements .................................................................................. 84 Exhibit VII – Condition Assessment .......................................................................................................... 85 Exhibit VIII – Run Time Logs .................................................................................................................... 86 Exhibit IX – AQMD Permits ...................................................................................................................... 87



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I. INTRODUCTION AND INSTRUCTIONS TO BIDDERS



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SECTION I: INTRODUCTION AND INSTRUCTIONS TO BIDDERS

A. OVERVIEW DESCRIPTION

The District is seeking proposals to provide a Contract for complete Operational, Maintenance (O&M), and Environmental Compliance activities associated with the Saddleback College Central Plant (CP) for a period of five (5) years. Bidder will be responsible for all plant maintenance, operation, monitoring, reporting, and for any fines or penalties in the event that the intentional or inadvertent operation of the plant is not in conformance with the parameters set forth by the South Coast Air Quality Management District (SCAQMD), C.A.R.B. and California Energy Commission.

Bidder shall provide a comprehensive proposal for the complete turnkey operation of the existing CP at Saddleback College which shall fully describe their means and methods to produce and distribute electricity, chilled and hot water for Saddleback College. Services to be provided shall include the operation and maintenance of the power generation equipment while achieving compliance with emissions limits specified under the SCAQMD permit and in compliance with all state and/or federal regulatory agencies having jurisdiction; the chilled and hot water systems, the high voltage distribution system inside both the CP and campus Main Power House as well as all power and communication cables between these two buildings. This includes, but is not limited to, the supply support and procurement of all consumables including chemicals, lubricants, remote systems monitoring, equipment warranty monitoring, emissions equipment monitoring and service/calibration, necessary upgrades, preventive maintenance and periodic servicing, fuel management, equipment overhaul and/or repair, and provision of generator-related advice.

B. PROPOSED TIME SCHEDULE

MARCH 05, 2013 RELEASE OF REQUEST FOR PROPOSAL

MARCH 20, 2013 MANDATORY PRE-PROPOSAL CONFERENCE - 1:00 P.M. – 2:00 P.M.

APRIL 04, 2013 WRITTEN (RFIS) QUESTIONS DUE BY 2:00 P.M.

APRIL 12, 2013 PROPOSALS DUE BY 2:00 P.M.

APRIL 15, 2013 EVALUATION OF PROPOSALS

APRIL 22, 2013 FINALIST(S) SELECTION AND NOTIFICATION

APRIL 26, 2013 ORAL PRESENTATIONS

APRIL 30, 2013 PROVIDE INTENT TO AWARD NOTICE

MAY 1, 2013 CONTRACT NEGOTIATION MEETING

MAY 20, 2013 BOARD APPROVAL

MAY 22, 2013 CONTRACT EXECUTION AND NOTICE TO PROCEED

MAY 24, 2013 PRE-CONSTRUCTION MEETING

C. INTENT OF THIS REQUEST FOR PROPOSAL

The intent of this solicitation and resulting Contract is to have a Bidder efficiently and effectively operate and maintain all of the CP systems, see the following sections:

Section I of the RFP provides introductory information and background information, along with the purpose and objectives of the District for issuing the RFP. Section I also provides instructions to prospective Bidders regarding the submittal of proposals in response to the solicitation.



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Section II of the RFP sets forth the Submittal Requirements of the RFP. Bidder must supply all information requested and respond to all questions contained in this Section.

There are three (3) parts to Section II: There are 10 subsections in Part 1, Company Profile is Part 2, and Bidder’s Qualifications and Proposed Approach is Part 3.

Bidder’s proposal will provide all information/responses to Parts 1 and 2, as requested. Bidder’s proposal shall be tabbed and presented in the exact sequential order by subsection, category and subcategory as presented in the solicitation. Any other format may result in a lesser score for Bidder’s proposal than would otherwise be given had the proposal been in the order and format requested.

Section III of the RFP is the Model Contract and contractual terms and conditions. The Scope of Work is found in Attachment A to the Model Contract.

The Model Contract is the contract intended to be finalized and executed by the parties as a result of this RFP. Exceptions to the terms and conditions of the Model Contract must be submitted with Bidder’s proposal and will be the only items considered for discussion during the contract negotiations. Failure to negotiate a contract with the first place team will result in negotiations with the second place team and so on until a contract is executed or all proposals are rejected.

D. INSTRUCTIONS TO BIDDERS AND PROCEDURES FOR SUBMITTAL

Please read the following “Bidder’s Instructions” and “Bidder’s Response Requirements” carefully and check your proposal package immediately upon receipt to ensure that you have all the necessary documents. Information presented in this RFP is provided solely for the convenience of Bidders. It is the responsibility of the Bidders to assure themselves that the information contained in this package is accurate and complete. The College or its advisors provide no assurances pertaining to the accuracy of the data in the RFP. At its own expense and prior to submitting its proposal, bidder shall examine all documents relating to the Project; visit the site and determine the local conditions which may in any way affect the performance of the work, including the general prevailing rates of per diem wages and other relevant cost factors; familiarize itself with all Federal, State and Local laws, ordinances, rules, regulations and codes affecting the performance of the work, including the cost of permits and licenses required for the work; make such surveys and investigations, including investigation of subsurface or latent physical conditions at the site or where work is to be performed, as it may deem necessary for performance of the work at its bid price ; determine the character, quality, and quantities of the work to be performed and the materials and equipment to be provided; and correlate its observations, investigations, and determinations with all requirements of the Project. The Project Documents show and describe the existing conditions as they are believed to have been used in the design of the work and are only provided as information for the bidder. The College is not making any warranties regarding said information. The College shall not be liable for any loss sustained by the successful proposer resulting from any variance between the conditions and design data given in the Project Documents and the actual conditions revealed during the bidder's pre-bid examination or during the progress of the work. Bidder agrees that the submission of a proposal shall be incontrovertible evidence that the bidder has complied with all the requirements of this provision.

1. Proposal Package Delivery: Clearly identified Proposal Packages, regardless of manner of delivery, must be placed in sealed envelopes and received by the District, at the address specified below, at the time and date as specified on the Cover Page. Sealed envelopes must be marked clearly with the RFP number, date and time of the RFP closing. It is Bidder’s responsibility to verify that the closing date on the RFP envelope matches the closing date of the RFP. RFP may be submitted via mail or hand delivered; however the District is not



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responsible for delays in the mail delivery process and therefor recommends that your RFP be hand delivered to:

Re: RFP No. #2008 For Cogeneration and Central Plant Operation Services South Orange County Community College District Health Sciences Building, 3'd Floor, Room HS-357 Purchasing & Facilities Planning Department 28000 Marguerite Parkway

i. DISTRICT REGULAR BUSINESS HOURS ARE:

Monday through Friday 8:00 a.m. to 4:30 p.m.

DISTRICT will be closed on the following college holidays for 2013:

Tuesday, January 01, 2013 New Year’s Day Holiday

Monday, January 21, 2013 Martin Luther King, Jr. — Holiday

Friday, February 15, 2013 Lincoln’s Day — Holiday

Monday, February 18, 2013 Presidents’ Day — Holiday

Friday, March 22, 2013 Friday of Spring Break — Holiday

Monday, May 27, 2013 Memorial Day — Holiday

Thursday, July 04, 2013 Fourth of July — Holiday

Monday, September 02, 2013 Labor Day — Holiday

Monday, November 11, 2013 Veterans Day — Holiday

Thursday, November 28, 2013 Thanksgiving — Holiday

Friday, November 29, 2013 Thanksgiving — Holiday

Monday, December 23, 2013 District/Colleges Closed

Tuesday, December 24, 2013 District/Colleges Closed

Wednesday, December 25, 2013 District/Colleges Closed

Thursday, December 26, 2013 District/Colleges Closed

Friday, December 27, 2013 District/Colleges Closed

Saturday, December 28, 2013 District/Colleges Closed

Sunday, December 29, 2013 District/Colleges Closed

Monday, December 30, 2013 District/Colleges Closed

Tuesday, December 31, 2013 District/Colleges Closed

ii. All Proposals, regardless of the manner of delivery, are due no later than the due date and time specified within this solicitation. Late Proposals will not be accepted. It is the responsibility of the Bidder to ensure that delivery is made to the District Receptionist at the specified address by the due date and time specified. Delivery receipts are available upon request.

a. Mailed Proposals must be received, date and time-stamped on the outside of sealed package, by the District Receptionist prior to 2:00 p.m., at the stated time on the due date.

b. Hand-Delivered Proposals must be given to the District Receptionist; Do not leave proposals at any other department, DELIVER ONLY TO:



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South Orange County Community College District Health Sciences Building, 3'd Floor, Room HS-357 Purchasing & Facilities Planning Department 28000 Marguerite Parkway

c. Receipts are available upon request.

d. Facsimile/faxed or e-mailed Proposals are not allowed.

2. Questions and Addenda: The College has attempted to provide all information necessary for a complete proposal. It is the responsibility of each Bidder to review, evaluate, and, where necessary, request any clarification prior to submission of a Proposal. If any person contemplating submitting a Proposal for the proposed Contract is in doubt as to the true meaning of any part of this RFP or finds discrepancies in or omissions from the specifications, they may submit a written request for clarification to the PM via email. The PM will respond to all questions via email. All questions or requests for interpretations must be received by April 8, 2013 at 2:00 pm. The person submitting the request will be responsible for its prompt and timely submission.

3. A Pre-Proposal meeting will be held on March 20, 2013, at the Saddleback College Central Plant between 1:00 p.m. to 2:00 p.m. Attendance at the meeting is mandatory.

4. Validity of Proposals: Proposals must be valid for a period of at least 180 calendar days from the closing date and time of receipt of Proposals. No proposal may be withdrawn after the submission date.

5. Quantity of Proposals Required: Each Bidder must provide: One (1) original signed copy, and six (6) copies along with (1) soft (electronic) copy of their Proposal. The original signature is to be clearly marked as “ORIGINAL” on the outside cover and contain original ink signatures. All copies should be clearly marked “COPY”.

All Proposals shall be submitted on standard 8.5” x 11” paper. All pages must be numbered and identified sequentially by section. Proposals must be tabbed and indexed in accordance with the information requested in Section II – Proposal Response Requirements. It is imperative that all Bidders responding to this RFP comply exactly with the instructions set forth herein. All responses to this RFP shall be typewritten or word-processed (except where otherwise provided or noted), concise, straightforward, and must fully address each requirement and question. Although not a substitute for a complete written response, additional material, such as technical documents, may be referenced in any response, if the material is included in the additional information section.

6. Proposals are not to be marked as confidential or proprietary. The College may refuse to consider any Proposal so marked. Proposals submitted in response to this RFP may become subject to public disclosure. The College shall not be liable in any way for disclosure of any such records. Additionally, all Proposals shall become the property of the College.

7. Bidder RFP examination: By submitting a Proposal, Bidder represents that it has thoroughly examined the College’s requirements, and is familiar with the services required under this RFP, and that it is qualified and capable of providing the services to achieve the College’s objectives.

8. Proposal submission: Each Bidder must submit its Proposal in strict accordance with all the requirements of this RFP, and compliance must be stated in the Proposal. Deviations, clarifications, and/or exceptions must be clearly identified and listed separately as alternative items for the College’s consideration.



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9. Proposal Rejection: Any proposal may be rejected if it is conditional, incomplete, is not in compliance with the RFP bidding requirements, or deviates from specifications in this RFP. The College reserves the right to waive, at its discretion, any procedural irregularity, immaterial defects, or other improprieties which the College deems reasonably correctable or otherwise not warranting rejection of the proposal. Any waiver will not excuse a proponent from full compliance.

10. Pre-contractual Expenses: Pre-contractual expenses are not to be included in Attachment B – Contractor’s Pricing. Pre-contractual expenses are defined as including, but not limited to, expenses incurred by the Bidder in: a) preparing its proposal in response to this RFP; b) submitting that proposal to the College; c) negotiating with the College any matter related to the Bidder’s proposal; and d) any other expenses incurred by the Bidder prior to the date of award and execution, if any, of the Contract.

11. Negotiations: The College reserves the right to: a) negotiate the final Contract with any Bidder(s); b) withdraw this RFP in whole or in part at any time without prior notice and, furthermore, makes no representations that any Contract will be awarded to any Bidder responding to this RFP; c) award its total requirements to one Bidder or to apportion those requirements among two or more Bidders; or d) reject any proposal if it is conditional, incomplete or deviates significantly from the services requested in this RFP.

In addition, negotiations may or may not be conducted with Bidder; therefore, Proposal submitted should contain Bidder’s most favorable terms and conditions, since the selection and award may be made without discussion with any Bidder.

12. Joint Venture Submittal: Where two or more Bidders desire to submit a single Proposal in response to this RFP, they must do so on a prime/subcontractors basis rather than as a joint venture. The College intends to contract with a single firm but not with multiple firms doing business as a joint venture.

E. INSTRUCTIONS – PROTEST PROCEDURES

In the event a Bidder believes that the College’s solicitation is unfairly restrictive or ambiguous or contains conflicting provisions, or the Bidder believes that any resulting Contract would be commercially impractical to perform, the Bidder must file a written protest with assigned Project Manager.

i. Procedure: All protests shall be typed under protester’s letterhead and submitted in accordance with the provisions stated herein. All protests shall include at a minimum the following information:

a. Name, address and telephone number of the protester; b. Signature of the protester or the protester’s representative; c. Solicitation or Contract number; d. A detailed statement of the legal and/or factual grounds for the protest; and e. The form of relief requested.

ii. Protest of Solicitation Specifications: All protests related to the solicitation specifications must be submitted to assigned Project Manager no later than five (5) business days prior to the close of the solicitation. Protests received after the five (5) business day deadline will not be considered by College.

In the event the protest of solicitation specifications is denied and protester wishes to continue in the solicitation process, they must still submit a response to the solicitation prior to the close of the solicitation in accordance with the solicitation submittal procedures provided in the solicitation.



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iii. Protest of Award of Contract: In protests related to the award of a Contract, the protest must be submitted no later than five (5) business days after the date identified in this RFP for the “Notice of Intent to Award”. Protests relating to a proposed Contract award which are received after the five (5) business day deadline will not be considered by the College.

a. Protest Process

1. In the event of a timely protest, the College shall not proceed with the solicitation or award of the Contract until assigned PM and or District Director of Purchasing renders a decision on the protest.

2. Upon receipt of a timely protest, the assigned Project Manager will within 10 business days of the receipt of the protest, issue a decision in writing which shall state the reasons for the actions taken.

3. The College may, after providing written justification to be included in the procurement file, make the determination that an immediate award of the Contract is necessary to protect the substantial interests of the College. Award of a Contract shall in no way compromise protester’s right to the protest procedures outlined herein.

4. If protester disagrees with the decision, protestor may submit a written notice to the District Director of Purchasing requesting an appeal in accordance with the process stated below.

b. Appeal Process

1. If protester wishes to appeal the decision, protester must submit, within three (3) business days from receipt of the decision, a written appeal to the District Director of Purchasing.

2. Within 15 business days, the District Director of Purchasing will review all materials in connection with the grievance, assess the merits of the protest and provide a written determination that shall contain his or her decision on whether the protest has merit.

3. The District Director of Purchasing’s decision shall be final and there shall be no right to any administrative appeals of this decision.

F. EVALUATION PROCESS & CRITERIA

All proposals will be reviewed by a proposal evaluation committee composed of members of District, Saddleback College staff and one or more consultant none employee members as required.

The evaluation committee’s recommendation will be advisory to the District Director of Purchasing. It is the College’s intent to award the Contract to the most qualified and responsible Proposer who’s Proposal is most advantageous to the District, taking into consideration the applicable evaluation criteria set forth below.

The Distict, at its discretion, reserves the right to waive any procedural irregularity or immaterial defects in proposals which the District deems to not warrant rejection of a proposal. Such waiver shall not relieve Proposer of complying with the terms and conditions of the RFP.

In addition, Bidders may be required to provide additional information as it relates to requested and/or proposed services.

Proposals deemed to meet all minimum RFP requirements will be scored based on the established criteria, which have been weighted and will be assigned points that measure the responsiveness to each identified criterion. The total number of points earned will be tallied for each Proposal, and the Proposals will be rank ordered, based upon the Bidder(s) submitted written materials.



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The evaluation process will be conducted in two (2) phases. All Bidders will be invited to participate in Phase I. Phase I will be an evaluation of the written Proposal, and Phase II will consist of an evaluation of an oral presentation to be performed by the selected finalist(s) bidder(s) proposal.

Phase I – Written

Written Proposals will be evaluated solely on the quality of the responses to all questions and requirements of this RFP. The scores from the written Proposals, based on the criteria provided, will account for 60% of the total score.

The following criteria are listed in random order:

Proposal Outline and Format o Format of Proposal as outlined in Section 1, 2, & 3 o Company Background & Data

Firm Information o Number and location of operating plants, offices and

number of firm’s employees in each plant and office o Safety Record

5%

Key Personnel o Organizational Chart o Proposed Staffing Plan o Qualifications o Professional Certifications

Subcontractors and Service Providers o Experience & Qualifications o Percent mark-up of subcontract cost

25%

Background/Relevant Experience o Qualifications Statement o Relevant References

15%

Approach and Methodology o Start-up o Operations – Power generation and chilled/hot water

supply; Operating Constraints o Maintenance – Cycle and schedule o Response Times o Plant Operating Manual o Subcontractor o Environmental Compliance – Air Emissions

Requirements o Sample Deliverables o Resources to be provided by College

25%

Cost 20%

Financial Viability and Background Data o Audited Balance Sheet and Income Statement (for the

last 2 fiscal years, prepared by a Certificated Public Accountant)

o Pending Litigation o Bankruptcy o Insurance

10%

Experience Rating Modifier (ERM) o At the Districts discretion, a ERM ratings greater than

1.00 may disqualify a bidder

*



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Phase II – Oral Interviews

If selected as a finalist(s), Bidders must be prepared to make their oral presentation within five (5) business days after notification and according to the schedule herein. Bidders must be prepared to discuss all aspects of their Proposal in detail, including technical questions. Bidders will not be allowed to alter or amend its Proposal through the use of the presentation process. The value of Phase II will be 40% of the finalist(s) total score.

If Phase II – Oral Interviews are deemed unnecessary, then Phase I will account for one hundred percent (100%) of the total score.

Oral interviews will be evaluated as follows:

Quality Control Monitoring 25%

Reporting Requirements 25%

Performance Guarantees 25%

Customer Service Performance Standards 25%

If all other factors are determined to be equal, preference shall be given to firms having a bona-fide place of business closest to Saddleback College. The District reserves the right to award tie Bidders by performing a re-solicitation of the tied firms.

G. SELECTION/AWARD PROCEDURES

Upon completion of the evaluation process, the Evaluation Panel will make a recommendation for the issuances of the “Notice of Intent to Award” to all RFP participating bidders. It is the College’s intent to award the Contract to the most qualified and responsible bidder.

The College reserves the right to award the Contract to other than the evaluation committee’s top ranked bidder, to reject any or all proposals, to cause re-soliciting of the proposals, or to take such other course of action as the College deems appropriate at the College’s sole and absolute discretion.

The Model Contract contained in Section III of this RFP is the Contract proposed for execution. It may be modified to incorporate negotiated items and other pertinent terms and conditions set forth in this solicitation, including special conditions and requirements and those added by addendum, necessary attachments, and to reflect the Bidder’s Proposal and qualifications.

Any exceptions to the terms and conditions of the proposed Contract or the statements regarding Bidder’s inability to comply with any of the provisions thereof are to be declared in the Bidder’s Proposal; Section II - Proposal Response Requirements. Any additional exceptions to the terms and conditions made by any Bidder after submission of its Proposal may result in elimination from further consideration.

H. COUNTY OF ORANGE CHILD SUPPORT REQUIREMENTS

In order to comply with the child support enforcement requirements of the County of Orange, within 10 days of notification of selection of award of Contract but prior to official award of Contract, the selected Bidder agrees to furnish to the colleges Project Manager:

1. In the case of an individual Bidder, his/her name, date of birth, Social Security number, and residence address;



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2. In the case of a Bidder doing business in a form other than as an individual, the name, date of birth, Social Security number, and residence address of each individual who owns an interest of 10% or more in the contracting entity;

3. A certification that Bidder has fully complied with all applicable federal and state reporting requirements regarding its employees; and

4. A certification that Bidder has fully complied with all lawfully served Wage and Earnings Assignment Orders and Notices of Assignment and will continue to so comply.

Failure of the Bidder to timely submit the data and/or certifications required may result in the Contract being awarded to another Bidder. In the event a Contract has been issued, failure of the Bidder to comply with all federal, state, and local reporting requirements for child support enforcement or to comply with all lawfully served Wage and Earnings Assignment Orders and Notices of Assignment shall constitute a material breach of the Contract. Failure to cure such breach within 60 calendar days of notice from the College shall constitute grounds for termination of the Contract.

(Upon College request, Bidder shall utilize the forms provided in Section III - Exhibit VI of this solicitation to satisfy this requirement)



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I. PROPOSAL SUBMITTAL LOCATION MAP

South Orange County Community College District Health Sciences Building, 3'd Floor, Room HS-357

Purchasing & Facilities Planning Department 28000 Marguerite Parkway Mission Viejo, CA 92692

DIRECTIONS FROM THE FREEWAY:

From the I-5 freeway, exit at Avery Parkway in Mission Viejo and head east. Once you pass through Marguerite Parkway and up a small hill, you will enter the campus on your left. Turn right on Campus Drive East and follow it around past parking lot 5 to the next boulevard stop. Turn lift and then left again to enter parking lot 13. District offices are located on the 3rd floor of the HS Building shown on the map above at the point of the yellow arrow.



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II. PROPOSAL RESPONSE REQUIREMENTS



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SECTION II: PROPOSAL RESPONSE REQUIREMENTS

Proposals must be prepared simply and economically, providing a straightforward, concise description of capabilities to satisfy the requirements of this RFP. Emphasis should be on completeness and clarity of content with sufficient detail to allow for accurate evaluation and comparative analysis.

Proposals must include an index and tabbed sections (Part 1, Part 2, and Part 3). List questions and your responses and/or attachment as numbered and listed within each section:

Minimum Qualifications

The following are criteria for a Bidder to be considered as an eligible candidate to propose on the requested services described in this RFP.

Bidder must meet or exceed the following requirements (except as noted):

Currently or within the previous three (3) years’, have operated cogeneration plants

Assigned staff must have Waukesha Certification in Gas Engine Technologies GET & VHP Technologies; preferably Waukesha Gold Wrench Certification.

Operating plants within California Energy Commission, C.A.R.B. and SCAQMD regions and guidelines and understand each of their requirements and forms. Assigned staff must have a SCAQMD certified portable analyzer operator certification

Five (5) years of current experience in power generation and central utility plant operations

Prior experience working with parts and service subcontractors who provide certified OEM parts and service for the various equipment at the Saddleback Colleges’ central plant (e.g., Waukesha, Woodward, Beckwith, Schweitzer, Kato, and Cain Industries, EMCO, JCI/York, Parker Boiler, Bell & Gosset, Marley, EAI and Quincy amongst others)

Bidder’s project team shall collectively possess a thorough knowledge of local, state, and federal laws regulating power generation, and operation of central plants.



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Part 1 (Complete this section and submit as Part 1 in the first tabbed section of Proposal Package)

1. Letter of Introduction

All Proposals must be accompanied by an executive summary one page in length.

2. Cover Page

Request for Proposal Cover Page shall be included in this section and must be signed by person(s) with authority to bind the Bidder. If the Bidder is a corporation, then signatures of two specific corporate officers are required for the cover letter and all required signatures throughout the RFP.

The first signature must be one of the following: a) Chairman of the Board; b) President; or c) any Vice President.

The second signature must be one of the following: a) Secretary; b) Chief Financial Officer; c) any Assistant Secretary; or d) any Assistant Treasurer.

A corporate seal but also accompany the signatures

In the alternative, a single corporate signature is acceptable when accompanied by a corporate resolution demonstrating the legal authority of the signator to bind the corporation.

An unsigned or improperly signed Proposal submission is grounds for rejection of the Proposal and disqualification from further participation in this RFP process.

Signature(s) on the cover page shall be notarized.

3. Addenda

Any subsequent issued addenda to this RFP shall be acknowledge in writing and placed in this section.

4. Validity of Proposal

The College requires that all Proposals be valid for at least 180 days. Submissions not valid for at least 180 days will be considered non-responsive. Bidder shall state the length of time for which the submitted proposal shall remain valid below:

Validity of Response (in days) Signature required

5. Certification of Understanding

The College assumes no responsibility for any understanding or representation made by any of its officers or agents during or before the execution of any Contract resulting from this RFP unless:

a. Such understanding or representations are expressly stated in the Contract; and

b. Contract expressly provides that the College therefore assumes the responsibility.

Representations made but not expressly stated and for which liability is not expressly assumed by the College in the Contract shall be deemed only for the information of the Bidder.

By signing below, Bidder certifies that such understanding has been considered in this response.

Signature required



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6. Minimum Qualifications Statement

Bidder hereby certifies that it meets all minimum qualifications and requirements as set forth in this RFP, Section II – Minimum Qualifications.

Signature required

7. Certificate of Insurance

Bidder shall certify their willingness and ability to provide the required insurance coverage and certificates as set forth in Section III - Model Contract by signing below (see General Terms and Conditions, Article P for insurance requirements).

Signature required

If Bidder takes any exception to Article “P - Insurance Provisions”, as set forth in Section III - Model Contract, please see Item 10 - Statement of Compliance in this section.

8. Child Support Enforcement Requirements

Bidder shall certify Bidder’s willingness and ability to provide the required Orange County Child Support Enforcement Reporting Requirements as indicated in Exhibit VI.

Signature required

9. Conflict of Interest

Disclose any financial, business or other relationship with the District which may have an impact, effect or influence on the outcome of the services you propose to provide. Provide a list of current clients, employees, principals or shareholders (including family members) who may have a financial interest in the outcome of services you proposed to provide. Disclose any financial, business or other relationship within the last three (3) years with any firm or member of any firm who may have a financial interest in the outcome of the work. If you believe that no conflict of interest exists or would exist, sign below.

Signature required

10. Statement of Compliance

A statement of compliance with all parts of this RFP or a listing of exceptions and suggested changes must be submitted in response to this RFP. Bidder must certify either “a” or “b” by signing below:

a. This Proposal is in strict compliance with said RFP, including the terms and conditions set forth in the Model Contract and its Attachments, and no exceptions thereto are proposed.

Signature required

OR



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b. This Proposal is in strict compliance with said RFP, including the terms and conditions set forth in the Model Contract and its Attachments, except for those proposed exceptions listed in a separate attachment hereto.

Signature required

Attachments for each proposed exception to this RFP, including, but not limited to Section III – Model Contract, must include:

1. Bidder’s suggested rewording by way of redline/strike-out “track changes” in Word Format 2. Reason(s) for submitting the proposed exception; and 3. Any impact the proposed exception may have on cost, scheduling, or other areas



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Part 2 Company Profile

(Complete this form and submit as Part 2 in the second tabbed section of Proposal)

Company Legal Name:

Company Legal Status (corporation, partnership, sole proprietor etc.):

Business Address:

Telephone Number: (___) Facsimile Number: (___)

Email Address: ____________________________________

Website Address:

Length of time the firm has been in business: Length of time at current location:

Is your firm a sole proprietorship? Yes No

Is your firm a sole proprietorship doing business under a different name: Yes No

If yes, please indicate sole proprietor’s name and the name you are doing business under:

Is your firm incorporated: Yes No

If yes, State of Incorporation:

Federal Taxpayer ID Number

Regular business hours:

Regular holidays and hours when business is closed:

Contact person in reference to this solicitation:


Email Address: Cell or Pager Number: (____)___________

Contact person for Accounts Payable:


Email Address: Cell or Pager Number: (____)___________

Name of Project Manager:


Email Address: Cell or Pager Number: (___)____________

In the event of an emergency or declared disaster, the following information is required;

Name of contact during non-business hours:


Email Address: Cell or Pager Number: (___)_________



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Part 3 Bidder’s Qualifications and Proposed Approach

(Complete this section and submit as Part 3 in the third tabbed section of Proposal)

Bidder must submit with their Proposal the following information. Please have each question answered by appropriate personnel. The accuracy and completeness of this information will be weighted heavily in the considerations of the evaluation of the responses. Do not provide unessential information in this proposal.

In providing your responses to items I – VI listed below, restate each item title in bold face type with your response directly below.

I. Company Background and Data

In this section, Bidder must provide the following information:

1. Company Information: Include a brief overview of the firm’s:

a. Size b. Date of inception c. Office from which services will be provided

i. Include number of employees in office ii. Annual revenue for this office

iii. Address

2. Identify your business structure – corporation, partnership, joint venture, sole proprietorship, etc. and number of years of operation under this structure.

3. If incorporated, furnish state of incorporation and provide name and titles of principle officers, and names of individuals or organizations owning 5% or more of the business, or if sole proprietorship, indicate sole proprietor’s name and the name(s) under which that person is doing or has done business as (DBA) or (AKA), or if partnership, list names of partners and indicate which individuals or organizations hold more than 5% of the business.

4. Provide firm’s W9 form, including a signed Taxpayer Identification Number and Certification and a corporate resolution demonstrating the legal authority of the signature to bind the company.

II. Firm Information

1. Provide the number and location of operating plants, offices and number of firm’s employees in plant and office.

2. Provide Bidder’s safety record and an example of a site-specific safety plan along with an OSHA 300 log.

III. Key Personnel

1. Organizational Chart: Bidder shall provide an organizational chart that reflects the title of key staff and management of each individual assigned to provide the services. If needed, 11” x 17” foldout pages are permissible for the table.

The College understands that the operations staff may need to be hired after award of this Contract. In this case, list the position and minimum qualifications of the staff to be hired. All new hires must be pre-approved by the College. The substitution or addition of other key individuals in any given category or classification shall be allowed only with prior written approval from the College.



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2. Proposed Staffing Plan: Bidder must complete Model Contract - Attachment C – Staffing Plan and submit herein.

Classification/Title

1.

2.

Additional Positions as deemed necessary by Bidder

3. Qualifications:

a. Provide a description of the qualifications of each proposed staff member(s). i. Organization chart

ii. Individual qualifications iii. Position description iv. Fee levels v. Hiring schedule

vi. Training schedule

b. Provide resumes for each of the proposed staff members and include the following:

i. Current and past contracts ii. Type(s) of services performed

iii. Date(s) of service

4. Professional Certifications

Provide copies of applicable licenses, certifications, and associations related to requested services.

IV. Background/Relevant Experience

1. Qualifications Statement: Bidder shall include a summary of their qualifications describing firm’s experience in providing power and chilled/ hot water to large scale publicly accessed facilities with on-site maintenance staff, machinery, and equipment.

a. Statement shall be limited to a maximum of two (2) pages.

b. Has your company ever failed or refused to complete a contract? If yes, please explain.

c. Has your company ever not had a contract renewed at renewal time? If yes, please explain

d. Has your company had a contract terminated within the past three years? Is yes, please explain.

2. Relevant Experience: Provide references for which the Bidder has relevant experience on assignments similar to that set forth in this RFP within the past three (3) years in providing chilled water and power generation (using York Chiller and Waukesha internal combustion engines in California is preferred, but not mandatory). For each reference provided, include:

i. Company name ii. Name, telephone number and email address of a contact person

iii. Brief description of services iv. Contract dates v. Number of staff dedicated to the assignment

vi. Total dollar amount of each contract



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vii. A brief description of client’s business viii. Describe any services Bidder provided or recommendations issued by Bidder that were

noteworthy for the client

V. Subcontractors and Service Providers

a. Provide a complete list of all subcontractors

b. Provide a description of the qualifications of each subcontractor’s staff members

i. Organization chart ii. Qualifications outline for each position

iii. Fee levels iv. Experience v. Relevant certificate

vi. Previous working relationship

c. Provide proposed percent mark-up of subcontractor’s cost

VI. Approach and Methodology

In this section, Bidder must describe its approach to meeting the solicitation’s overall and specific requirements. Bidder shall demonstrate a clear understanding of the nature of the work to be performed under the proposed Contract and its knowledge of the needs and requirements of operating the College’s cogeneration and central plant. Describe recommended methodologies for the any start-up of the plant, establishment of the operating and maintenance program with work order software, the balancing of providing chilled/hot water and the generation of electricity, achieving compliance with the emissions limits, assuring conformance with equipment manufacturers warranty and specified maintenance intervals and requirements to maintain manufacture warranties, the documentation and reporting, preparation of standard operating procedures (SOPs) to operate with optimal efficiency of the plant and to maintain a 95% off peak uptime and a 99.9% on peak and semi peak uptime.

Bidder must describe its approach to meeting the scope of work’s specific requirements. Bidder shall state specific approaches and proposed methodologies that demonstrate a clear understanding of the nature of the work to be performed under the proposed Model Contract. Bidder shall provide in full detail, at a minimum, its proposed approach to meeting the requirements set forth in Section III - Model Contract - Attachment A – Scope of Work.

At the time of the preparation of the RFP, the CP has been in continues operation for 10 years, the first task for the Bidder will be the evaluation of the existing equipment and establish new operating and maintenance programs. The bidder will provide documentation, reporting, and SOPs and equipment manuals so as to operate the plant with optimal efficiency.

1. Plant Takeover and Familiarization: The bidder is to assume that the current maintenance contract vendor will not provide any documentation of the previous 10 years of operation and so shall provide a brief description of how they will train themselves on the operation of the existing equipment and procedures including review of existing equipment, equipment documentation, equipment manuals, warrantees, and emissions guarantees. Any other recommended take over procedures should also be listed here as well.

2. Operation: Bidder will propose a strategy to operate the plant in the most cost effective manner, taking into consideration San Diego Gas and Electric (SDG&E) KWh rate charges by season, SDG&E kW demand charges, natural gas rate charges by season, staffing costs, and associated demands maintenance, environmental compliance, and college calendar along with the colleges’ normal hours of operation.



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Bidder’s proposal must contain a comprehensive operations plan to go along with the staffing plan, that will address the requirements to have 24/7 monitoring and operation of the power generation, chilled/hot water systems, emission control systems, and high voltage distribution. Bidder will take into account the power and chilled/hot water requirements of the College complex throughout the year in addition to the SDG&E rate and demand schedules, and natural gas rate charges by season.

3. Background Information

a. Power Generation:

i. Power generation control is managed through the use of 3 each networked Alan Bradley PLCs with a Wondware “InTouch” front end.

ii. Prior to the gensets actually starting, a “request to start” signal can be sent to the Alan Bradley PLCs from the Wonder Ware GUI. The Alan Bradley PLCs will start up and control the setpoints for the pump outputs and pre-lub system start. After pre-lub is complete, the Alan Bradley PLC provides a Generator Start Permissive for generator operations and enables the manual start button on the front of the PLC and the wonder ware software start.

iii. The Generator main breaker will send a signal to close ready for paralleling operation. Each Generator shall be set to Minimum Output of 250KW (33% of the generator capacity) and the maximum normal output of 750KW (100% of generator capacity). The plant will be required to import a minimum of 5 percent of kW demand from SDG&E during operation and will load follow on a continuous basis. Both engines will be started and synchronized. The utility import load shall be slowly ramped down to a value of 5% of demand and will continue to load follow. When the Load Demand exceeds 1500KW the college will import additional power for the utility as needed.

iv. Bidder shall ensure the gen-sets are operated under adequate loads and in such way as to provide the required electrical power in an economical and efficient manner and so as to promote the longevity of the gen-sets. Operation will include the monitoring and management not only of the gen-sets themselves but also all associated switchgear, synchronization gear, main distribution panels and cabling and connections between gen-sets and distribution panels and the Main Campus Power House; as well as the operation, testing and documentation of the emissions systems. Bidder shall maintain a log of operating hours for every gen-set and associated emissions equipment as required by AQMD, C.A.R.B. as well as shall complete annual California Energy Commission California power plant owners CEC-1304 documentation.

b. Chilled Water Operation:

i. Computrols is the Building Automation System currently controlling the chilled water product and the air conditioning systems and chillers thought-out the College.

ii. For cooling loads less than 350 tons a 380 ton Absorption Chiller will be utilized.

iii. For cooling loads less than 1000 tons a combination of 380 ton Absorption Chiller and a 600 ton Centrifugal Chiller equipped with a VFD drive will be utilized.

iv. For cooling loads 1000 tons or grater a combination of Absorption Chillers and 600 or 1000 ton Centrifugal Chillers will be utilized.

a) Stage one cooling < 380 tons b) Stage two cooling < 1000 tons c) Stage three cooling > 1000 tons



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v. Whenever an Absorption Chiller or a Centrifugal Chiller are operating, the main chilled water pumps operate in unison to maintain a differential pressure across the chilled water supply and return headers in the CP. The differential pressure set point will be reset by differential sensor in the CP.

c. Chilled Water Delivery

i. Design is for 42 to 45 degrees F water temp and 5 Pounds Per Square Inch Differential (psid) at the most remote monitored point and greater than 0 lbs. pressure on the Chilled water return at the central plant to avoid vacuum on the return leg.

d. Hot Water Delivery

i. Design is for 10 to 15 degrees F delta water temp and 5 Pounds Per Square Inch Differential (psid) at the most remote monitored point and greater than 0 lbs. pressure on the hot water return at the central plant to avoid vacuum on the return leg.

e. Hot Water Operations

i. Minimum Utilization of Waste Heat

a) Waste heat from the engines must be used by the chilled water absorption chiller(s).

b) The maximum heat therms must be directed to the hot water look while maintaining the engines operation within the engine manufactures operating specifications

f. Operating Constraints

i. SCAQMD Permit, See Exhibit IX – AQMD Permits.

a) Permit requires emissions monitoring.

ii. Engine Emissions and Emissions Reduction Requirements

a) The engine’s exhaust (before the oxidation catalyst) Nitrogen (NOx), Carbon Monoxide (CO), Volatile Organic Hydrocarbons (VOCs) and Oxygen (O2)

concentrations, and flow rate shall not fluctuate by more than 5%

3. Air Quality Engine Permit Emission Limitations

i. At all times, engine emissions to the atmosphere from each engine system shall not exceed permit limits.

ii. Except during cold start-up, not to exceed 20 minutes

i. Source testing shall be conducted annually and for a minimum of 60 minutes. Testing shall be done for at least 30 minutes during normal operation (actual duty cycle) in addition, testing shall be done for NOX and CO emissions for at least 15 minutes at: An engine’s peak load, or the maximum load that can be practically achieved during eh test, and at actual minimum load, excluding the idle, or the minimum load that can be practically achieved during the test.

ii. The operator shall only use a source testing contractor that is approved by the executive officer under the district’s laboratory approval program (LAP) for the necessary test methods, the operator shall comply with the procedures stated in rule 1110.2(F)(1)(C)(IV) through (VII) – amended 02/01/2008, regarding the submittal of the source test protocol, source testing reports and utilities for sampling and testing equipment.

iii. Maintain a monthly operating engine log that includes:

a. Total hours of operations



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b. Type of gaseous fuel

c. Fuel consumption (cubic feet of gas)

d. Cumulative hours of operation since the last source test required in subparagraph (F)(1)(C) of rule 1110.2 – Amended 02-01-2008

e. Log shall be updated daily and shall be available for inspection at any time

f. See permit for complete requirements

4. Air Quality Boiler Permit Emission Limitations

i. At all times, Boiler emissions to the atmosphere from each boiler system shall not exceed permit limits.

ii. Source testing shall be conducted annually.

iii. The operator shall only use a source testing contractor that is approved by the California Air Resources Board in the required test methods for criteria pollutants to be measured and in compliance with district rule 304 and 217.

iv. Maintain a monthly operating boiler log that includes:

a. Total hours of operations

b. Type of gaseous fuel

c. Fuel consumption (cubic feet of gas)

d. Cumulative hours of operation since the last source test.

e. Log shall be updated daily and shall be available for inspection at any time.

f. See permit for complete requirements

5. Maintenance Objectives:

i. Provide reliable system operation between outages and obtain the highest possible efficiency and economy from all the plant components.

ii. Develop and implement routine maintenance program, inspection program and upgrade program to maximize safety, reliability, efficiency and economy, and adhere to environmental regulations and equipment manufacturers conditions for warranties, guarantees and defined maintenance schedule intervals.

iii. Provide and use OEM parts, avoided parts procurement related delays by maintaining an inventory of parts and equipment on hand to address failures requiring immediate repair.

iv. Performance monitoring to maintain optimum operations, provide warnings of problems in advance and reduce the probability of unscheduled performance limitations or shut downs.

v. Bidder shall explain how they will accomplish the following:

a. Provide preventive and corrective maintenance services designed to ensure safe, reliable, economic and efficient operation of the generators as well as to prolong their useful life. This shall include maintaining all equipment according to their operations manual and the Manufacturer’s recommendations including schedule maintenance intervals. This shall also include the performance of maintenance activities to assure compliance with conditions associated with the manufacturers’ warranties and guarantees. Periodic checks and oil sampling shall be conducted along with servicing required by accumulated operating hours.



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b. Bidder to describe how they will maintain an inventory of parts and equipment on hand to address failures that require immediate repair. Bidder shall also explain how they will avoid parts procurement related delays, and avoid necessary down time to repairs.

c. As part of the Proposal, the bidder shall provide preventive, predictive, and corrective maintenance methodology, procedures and schedules for the following. At a minimum, all work and parts must be Original Equipment Manufacturer (OEM) parts and or manufacture recommended materials for repairs. For all equipment, Bidder must indicate whether maintenance and service will be performed by “in-house” staff or through a third party contract; use the following list as a minimum guide:

i. Engines/Generators

ii. Emissions/Boilers and Engines

iii. Absorption Chillers

iv. Centrifugal Chillers

v. Cooling Towers

vi. Pumps and Variable-frequency Drives (VFD’s), including annual drive test and inspection

vii. Direct Evaporative Coolers

viii. Fans, fan coils, air conditioning units

ix. Sewage ejector pump system

x. Medium voltage paralleling switchgear assembly (CP and Main Power House)

xi. Medium voltage circuit breaker (CP and Main Power House)

xii. Protective relays (CP and Main Power House)

xiii. Synchronization systems

xiv. Main control panel and control circuits

xv. Meters and instruments (CP and Main Power House)

xvi. Batteries and chargers (CP and Main Power House)

xvii. 12 KV Cabling within and between CP and Main Power House

xviii. 12 KV Oil and air cooled transformers

xix. Electronic Systems:

1. Electronic Controls (including PC workstations and laptops)

2. Trace Continuous Emission Monitoring System (CEMS) (including PC workstation, certification and calibration) Future installation!

3. Alan Bradley PLCs for Engine and Pump Management

4. Wonderware InTouch front end (including PC workstation)

5. System software and hardware upgrades shall be performed as recommended by the manufacturer and as they become available. This will include the remote monitoring, CEMS, and all other equipment identified herein. All software licenses shall be shared with the college.



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6. Maintenance of Direct Digital Control (DDC) system field devices is also included. Field devices that are utilized specifically for the power generation and hot/chilled water systems are Bidder’s responsibility. This includes items such as the natural gas meters, cooling system flow meters, valves and actuators, temperature and pressure sensors. Annual and as-needed calibration of sensors must also be performed by Bidder.

6. On Site Staffing and Response Times

a. Bidder shall propose their recommended combination of on-site staff coverage along with times when there are no operators physically at the CP. The college expectation is that there shall be on site personal on campus between the hours of 7am to 4pm Monday through Friday, and that they will attend all regular schedule, and special meetings as required by the Saddleback College Facilities Maintenance Director or designee. Bidder shall be provided with an office space and phone and will provide the college with 24/7 access cell phone numbers for all on site personal. The Bidder shall also preform remote monitoring during all hours, and particularly during times when Bidders’ staff is not present at the plant.

b. Bidder shall state how staff will respond in the event of an abnormal, alarm, or emergency condition.

i. Abnormal – situation where the generation system or a subsystem is operational but requires a technician response.

ii. Alarm – situation where a condition with the generation system or a subsystem has caused a partial shutdown of that equipment.

iii. Emergency – situation where the equipment has failed to operate or is in imminent danger of catastrophic damage if not immediately attended to.

7. Plant Operating Manual

a. After award, a Plant Operating Manual SOPs will need to be prepared by Bidder. For this RFP, prepare a sample operating manual for the plant, or include relevant example from a previous project, which includes the operating criteria, the optimal efficiencies and various conditions, and the monitoring, testing, reporting, documentation requirements.

In addition to the operation, maintenance, and environmental compliance procedures, Bidder shall include the following items in the manual:

i. Spare OEM parts to be stocked

1. For each major equipment item 2. For mechanical support systems 3. For electrical support systems 4. For control and instrument systems

ii. List and estimate of expendable OEM supplies

1. Chemicals for water treatment, oil, coolant… 2. Emissions consumables 3. Gaskets, seals, bearings 4. Pipe and tubing materials 5. EGT Probes, O2 sensors

iii. Subcontracts 1. Work Horse Power 2. EAI-Economic Alternatives, Inc. 3. Dion & Sons Fuels



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4. Total Air Analysis, Inc 5. Support Products Services 6. Trace 7. Others

iv. Other outside services required

1. Water treatment 2. Water analysis 3. Fuel/Oil analyses 4. Environmental testing (can be performed in house by certified personal)

b. Bidder shall provide a list of all equipment they intend to use that is necessary to acquire data transmitted through the generation and chilled water system’s System Control and Data Acquisition (SCADA) in order to monitor the performance of the system. In the event a system fault occurs, the successful Bidder will respond and remedy the fault. This monitoring includes both the CEMS (not currently installed) and the SCADA system outputs.

c. Remote Monitoring: Bidder shall prepare a table of data points that will be broadcast on a continuous basis (including CEMS data) through either Virtual Private Network (VPN) or privet web page.

8. Subcontractor: In this section Bidder should include a plan for utilizing subcontractors to accomplish the requirements of this solicitation.

9. SCAQMD: Provide experience that Bidder has with SCAQMD and how they will maintain compliance with permit requirement (Include copies of engine and boiler permits and Inspection and Monitoring Plan).

10. Sample Deliverables: Bidder shall provide sample deliverables that demonstrate a clear understanding of the nature of the work to be performed under the proposed Model Contract and their relation to the College’s needs. Examples of work completed that can be submitted include, but are not limited to: monthly reports, monthly affidavit reports, testing results, emissions monitoring results, energy usage and efficiency summaries, completed safety assessments, internal audits, reviews, or compliance reports; chemical usage and disposal, hazardous waste manifests, materials usage, parts supplies and inventories, water quality sampling and analysis results, oil quality sampling and analysis.

11. Resources to be provided by College: Bidder must identify and list any requirements for College-furnished equipment, materials, facilities or any other College support that will be necessary to implement and complete this project, other than those listed in Model Contract - Attachment A - Scope of Work. College reserves the right to accept or reject any and all requests/requirements for College-furnished items and assistance. Bidder shall include in this section any office or storage space requirements over and above what is provided in the cogeneration facility.

12. Cost

The bidder shall provide a schedule of values that will include a firm fixed monthly cost from July 1st, 2013 to June 30st, 2023.

A separate table shall be provided with hourly rates, and shall be included and used for any college directed T&M work outside the scope of this agreement when necessary to make repairs to, or replace equipment not specifically covered in this RFP or not in place at the time of this RFP. If no cost of living formula is provided, it shall be assumed that the T&M wage rates provided shall be effective for the duration of the contract. All wage rates for this RFP and for T&M work shall be prevailing wage and the Bidder shall provide upon request certified payroll.



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Any replacement and/or addition of staff must be approved in writing by the College prior to any change.

13. Licenses and Insurance

a. Bidder shall provide copies of the firm’s current licenses, including city.

b. Bidder shall provide a certificate of insurance.

14. Financial Stability

General Description: Bidder shall provide audited financial statements, prepared in accordance with generally accepted accounting principles, reflecting Bidder’s current financial condition. Financial statements must include a balance sheet and income statement for the last two (2) fiscal years, prepared by an independent Certified Public Accountant. Bidder must be prepared to substantiate all information provided. If Bidder submits a reviewed or compiled balance sheet and income statement, the information will be considered unverified and more weight will be given to an audited statement.

a. Summary of Key Financial Data: Using your firm’s last two (2) financial statements, provide the following key financial data in the table below (in thousands):

Year 1 Year Ended:

Year 2 Year Ended:

Cash $ $

Accounts Receivable $ $

Investments $ $

Current Assets $ $

Total Assets $ $

Current Liabilities $ $

Total Liabilities $ $

Stockholder’s Equity $ $

Operating Expenses $ $

Income from Continuing Operations

$ $

Net Income $ $

b. Bankruptcy Information: If Bidder’s company has had a controlling interest in a company in bankruptcy or that has ever been declared bankrupt, Bidder must attach a statement indicating the bankruptcy date, court jurisdiction, trustee’s name and telephone number, amount of liabilities, amount of assets and current status of bankruptcy.

c. Litigation, Liens or Claims: Attach detailed information regarding any prior and pending litigation, liens, or claims involving the Bidder, including any principal officers.

Please state if: a) No action pending; b) No prior action; or c) Information attached.

d. Other Business: Does your company have financial interest in other lines of business? If yes, please provide information regarding other financial interest.

e. Business Acquisitions: For any business structure, provide history of acquisitions, buyouts or mergers with other entities for the past five (5) years.



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f. Regulatory Agency Judgments: Has your company had any cause of action or judgment by any state or Federal regulatory agency and/or details of any investigation against your firm?

Please state if yes, provide detailed information.



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III. MODEL CONTRACT FOR COGENERATION CENTRAL UTILITY PLANT OPERATION SERVICES



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PROPOSED MODEL CONTRACT BETWEEN THE SOUTH ORANGE COUNTY COMMUNITY COLLEGE

AND

_______________________________________________

FOR COGENERATION/CENTRAL PLANT OPERATION, MAINTENANCE AND ENVIRONMENTAL

COMPLIANCE SERVICES

This Agreement, hereinafter referred to as “CONTRACT”, for Cogeneration/Central Plant Operation, Maintenance and Environmental Services as further described herein is made and entered into as of the date fully executed by and between South Orange County Community College District, a political subdivision of the State of California, hereinafter referred to as “District” and ______________________, with a place of business at _______________________________, hereinafter referred to as “CONTRACTOR”, which are sometimes individually referred to as “PARTY” or collectively referred to as “PARTIES.”

RECITALS

WHEREAS, CONTRACTOR responded to a Request for Proposals (RFP) to provide Cogeneration/Central Plant Operation, Maintenance and Environmental Compliance Services, as further set forth herein; and

WHEREAS, CONTRACTOR responded and represented that its proposed services shall meet or exceed the requirements and specifications of the RFP; and

WHEREAS, CONTRACTOR agrees to provide services as more specifically described in the Scope of Work, attached hereto as Attachment A and incorporated herein; and,

WHEREAS, District agrees to pay CONTRACTOR the fees as further set forth in CONTRACTOR’s Pricing, attached hereto as Attachment B and incorporated herein;

NOW, THEREFORE, PARTIES mutually agree as follows:

ARTICLES

General Terms and Conditions:

A. Governing Law and Venue: This CONTRACT has been negotiated and executed in the State of California and shall be governed by and construed under the laws of the State of California. In the event of any legal action to enforce or interpret this CONTRACT, the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California, and the PARTIES hereto agree to and do hereby submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure section 394. Furthermore, PARTIES specifically agree to waive any and all rights to request that an action be transferred for trial to another County.

B. Entire CONTRACT: This CONTRACT, including all Attachments and Exhibits, which are attached hereto and incorporated herein by this reference, when accepted by the CONTRACTOR either in writing or by the shipment of any article or other commencement of performance hereunder, contains the entire CONTRACT between the PARTIES with respect to the matters herein and there are no restrictions, promises, warranties or undertakings other than those set forth herein or referred to herein. No exceptions, alternatives, substitutes or revisions are valid or binding on the District unless authorized by the District in writing. Electronic acceptance of any additional terms, conditions or supplemental contracts by any District employee or agent, including but not limited to installers of software, shall not be valid or binding on the District unless accepted in writing by the District’s Purchasing Agent or his designee.

C. Amendments – Changes/Extra Work: No alteration or variation of the terms of this CONTRACT shall be valid unless made in writing and signed by PARTIES; no oral understanding or CONTRACT



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not incorporated herein shall be binding on either of PARTIES; and no exceptions, alternatives, substitutes or revisions are valid or binding on the District unless authorized by the District in writing.

CONTRACTOR shall make no changes to this CONTRACT without District’s written consent. In the event that there are new or unforeseen requirements, the District with CONTRACTOR’s concurrence has the discretion to request official changes at any time without changing the intent of this CONTRACT.

If the Districts-initiated changes, or changes in laws or government regulations affect price, CONTRACTOR’s ability to deliver services, or the project schedule, CONTRACTOR shall give the District written notice no later than seven calendar days from the date the law or regulation went into effect or the date the change was proposed by the District and CONTRACTOR was notified of the change. Such changes shall be agreed to in writing and incorporated into a CONTRACT amendment. Said amendment shall be issued by the District -assigned Purchasing Agent, shall require the mutual consent of all PARTIES, and may be subject to approval by the Districts’ Board. Nothing herein shall prohibit CONTRACTOR from proceeding with the work as set forth in this CONTRACT.

D. Taxes: Unless otherwise provided herein or by law, price quoted includes California state sales or use tax.

E. Delivery: Time of delivery of goods or services is of the essence in this CONTRACT. The District reserves the right to refuse any goods or services and to cancel all or any part of the goods not conforming to applicable specifications, drawings, samples or description, or services that do not conform to the prescribed Scope of Work. Delivery shall not be deemed to be complete until all goods, or services, have actually been received and accepted in writing by the District.

F. Acceptance/Payment: Unless otherwise agreed to in writing by the District, 1) acceptance shall not be deemed complete unless in writing and until all the goods/services have actually been received, inspected, and tested to the satisfaction of the College, and 2) payment shall be made in arrears after satisfactory acceptance and within 30 calendar days upon the Districts receipt of an approved invoice submitted in accordance with the terms set forth herein, unless otherwise stated. The invoice must be verified and approved by the College’s Manager and is subject to routine processing requirements of the District.

Payments made by the District shall not preclude the right of the District from thereafter disputing any items or services involved or billed under this CONTRACT and shall not be construed as acceptance of any part of the services.

G. Warranty: CONTRACTOR expressly warrants that goods/services covered by this CONTRACT are fit for the particular purpose for which they are intended. Acceptance of this order shall constitute an agreement upon CONTRACTOR’s part to indemnify, defend and hold the District and its indemnities as identified in Article “P”, and as more fully described in Article “P”, harmless from liability, loss, damage and expense, including reasonable counsel fees, incurred or sustained by the District by reason of the failure of the goods/services to conform to such warranties, faulty work performance, negligent or unlawful acts, and non-compliance with any applicable state or federal codes, ordinances, orders, or statutes, including the Occupational Safety and Health Act (OSHA) and the California Industrial Safety Act. Such remedies shall be in addition to any other remedies provided by law.

H. Patent/Copyright Materials/Proprietary Infringement: Unless otherwise expressly provided in this CONTRACT, CONTRACTOR shall be solely responsible for clearing the right to use any patented or copy-righted materials in the performance of this CONTRACT. CONTRACTOR warrants that any software as modified through services provided hereunder will not infringe upon or violate any patent, proprietary right, or trade secret right of any third PARTY. CONTRACTOR agrees that, in accordance with the more specific requirement contained in Article “P”, it shall indemnify, defend and hold the District and the District INDEMNITEES harmless from any and all



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such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including, but not limited to, attorney’s fees, costs and expenses.

I. Assignment or Subcontracting: The terms, covenants, and conditions contained herein shall apply to and bind the heirs, successors, executors, administrators and assigns of the PARTIES. Furthermore, neither the performance of this CONTRACT nor any portion thereof may be assigned or subcontracted by CONTRACTOR without the express written consent of the College. Any attempt by CONTRACTOR to assign, subcontract or transfer the performance or any portion thereof of this CONTRACT without the express written consent of the College shall be invalid and shall constitute a breach of this CONTRACT.

The provisions of this Article are subject to, and subordinate to the limitations of Attachment A - Article III – Use, Rules, Regulations, and Operational Requirements.

a. Transfers: CONTRACTOR shall not transfer, assign, or hypothecate (hereinafter referred to as “Transfer”) any interest of CONTRACTOR in the Project Site without the prior written approval of the College. CONTRACTOR shall give the College 30 days’ prior written notice of all proposed Transfers. CONTRACTOR shall not make any such Transfers for a period longer than the remaining term of the CONTRACT.

If the College approves such Transfers, such approval does not constitute a waiver of any of the terms of the CONTRACT. All Transfer documents shall be consistent with the terms, covenants, and conditions of the CONTRACT, and in the event of any inconsistency, the provisions of this CONTRACT shall govern.

If CONTRACTOR is a corporation, an unincorporated association, or a partnership, Transfers include the acquisition by any person other than CONTRACTOR of any stock or interest in said corporation, unincorporated association, or partnership in the aggregate amount of 51% or more.

The failure by CONTRACTOR to obtain the prior written approval by the College of any Transfer of the CONTRACT or any interest in the Project Site shall constitute a material breach of this CONTRACT by, and shall not confer any rights upon the transferee. Such failure shall be grounds for termination of this CONTRACT for default per Article K - Termination.

b. Conditions of the College Approval: The College agrees that it will not arbitrarily withhold consent to any Transfer, but the College may withhold consent at its sole discretion if any of the following conditions exist:

i. CONTRACTOR, its successors or assigns are in default of any term, covenant or condition of this CONTRACT, whether notice of default has or has not been given by the College.

ii. The prospective assignee or transferee has not agreed in writing to keep, perform and be bound by all the terms, covenants, and conditions of this CONTRACT.

iii. The prospective assignee or transferee is not financially capable or not experienced in performing the obligations of this CONTRACT, as determined by the College.

iv. All the terms, covenants and conditions of Transfer, including the consideration therefore, of any and every kind, have not been revealed in writing to the College.

v. Any construction required of CONTRACTOR as a condition of this CONTRACT has not been completed to the satisfaction of the College.

vi. CONTRACTOR has not provided the College with a copy of all documents relating to the Transfer.

c. Bankruptcy Transaction: If CONTRACTOR assumes this CONTRACT and proposes to assign the same pursuant to the provisions of the UNITED STATES BANKRUPTCY CODE, 11 U.S.C. §§101, et seq., then notice of such proposed assignment shall be given to the College.



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i. The name and address of proposed assignee,

ii. All of the terms and conditions of such offer, and

iii. Adequate assurance to the College of the proposed assignee's future performance under the CONTRACT, including, without limitation, the assurance referred to in the United States Bankruptcy Code, 11 U.S.C. §365(b)(3).

iv. Any person or entity to which this CONTRACT is assigned pursuant to the provisions of the United States Bankruptcy Code, 11 U.S.C. §§101, et seq., shall be deemed without further act or deed to have assumed all of the obligations arising under this CONTRACT on and after the date of such assignment. Any such assignee shall upon demand execute and deliver to the College an instrument confirming such assumption.

J. Non-Discrimination: In the performance of this CONTRACT, CONTRACTOR agrees that it will comply with the requirements of Section 1735 of the California Labor Code and not engage nor permit any subcontractors to engage in discrimination in employment of persons because of the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, or sex of such persons. CONTRACTOR acknowledges that a violation of this provision shall subject CONTRACTOR to all the penalties imposed for a violation of Anti-Discrimination Law or regulation, including but not limited to, Section 1720 et seq. of the California Labor Code.

K. Termination: In addition to any other remedies or rights it may have by law and those set forth in this CONTRACT, the College has the right to terminate this CONTRACT without penalty immediately with cause or after 90 days’ written notice without cause, unless otherwise specified. Cause shall be defined as any breach of CONTRACT, any misrepresentation or fraud on the part of the CONTRACTOR. Exercise by the College of its right to terminate the CONTRACT shall relieve the College of all further obligations. Upon termination of CONTRACT with CONTRACTOR, the College may begin negotiations with a third-party CONTRACTOR to provide services as specified in this CONTRACT.

The right of either PARTY to terminate this CONTRACT hereunder shall not be affected in any way by its waiver of or failure to take action with respect to any previous default.

a. Termination for Default: If CONTRACTOR is in default of any of its obligations under this CONTRACT and has not commenced cure within 10 days after receipt of a written notice of default from the College and cured such default within the time specified in the notice, the College shall immediately be entitled to either commence resolution in accordance with this paragraph or to terminate this CONTRACT by giving written notice to take effect immediately.

the College may terminate this CONTRACT and all of its obligations hereunder with or without prior notice to CONTRACTOR and may exercise all rights of entry for default and breach, if CONTRACTOR fails to perform on any of its obligations under this CONTRACT including but not limited to the following:

i. Failure of CONTRACTOR to maintain the quality of service to the satisfaction of the College as required by Attachment A – Scope of Work in this CONTRACT, after service of a five day notice to correct the condition.

ii. Not providing enough properly skilled workers or proper materials.

iii. Persistently disregarding laws and or ordinances.

iv. Not proceeding with the work as agreed to herein.

v. Substantially violating any provision of this CONTRACT.



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vi. A general assignment for the benefit of creditors and any transfer without the prior written approval by the College.

vii. The voluntary abandonment or discontinuance of service by CONTRACTOR.

viii. The violation by CONTRACTOR of any of the terms of any insurance policy referred to in the CONTRACT.

ix. If CONTRACTOR is found by the FAA, TSA, other government regulatory or successor agency to have violated specified safety standards in the conduct of CONTRACTOR's business.

x. The violation of any written directions of the College.

xi. The appointment of a receiver to take possession of all, or substantially all, the assets of CONTRACTOR located in the Project Site or of CONTRACTOR's rights in the Project Site.

xii. CONTRACTOR discontinues operations for 24 hours or more.

xiii. The failure of CONTRACTOR to obtain from any local, state or federal agency the necessary license or operating permit required for service.

b. Conditions of Project Site Upon Termination or Default: Except as otherwise agreed to herein, upon termination or default of this CONTRACT, CONTRACTOR shall redeliver possession of said Project Site to the College in substantially the same condition that existed immediately prior to CONTRACTOR's entry thereon, reasonable wear and tear, flood, earthquakes, war and any act of war, excepted. References to the termination of the CONTRACT in this CONTRACT shall include termination by reason of expiration.

c. Disposition of Abandoned Personal Property: If CONTRACTOR abandons or quits the CONTRACT or is dispossessed thereof by process of law or otherwise, title to any personal property belonging to CONTRACTOR and left on the Project Site 15 days after such event shall be deemed to have been transferred to the College. The College shall have the right to remove and to dispose of such property without liability therefore to CONTRACTOR or to any person claiming under CONTRACTOR, and shall have no need to account therefore. Personal property left on the Project Site after termination, expiration, or abandonment of the CONTRACT shall not be construed as giving CONTRACTOR possession of the Project Site during the 15 days after termination, expiration or abandonment of the CONTRACT.

d. Termination Claim: After receipt of a termination notice from the College, CONTRACTOR shall submit to the College a termination claim, if applicable. Such claim shall be submitted promptly, but in no event later than 60 days from the effective date of the termination, unless one or more extensions in writing are granted by the College upon written request of CONTRACTOR. Upon termination the College agrees to pay CONTRACTOR for all services performed prior to termination which meet the requirements of CONTRACT, provided, however, that such compensation plus previously paid compensation shall not exceed the total compensation set forth in CONTRACT. Upon termination or other expiration of this CONTRACT, each PARTY shall promptly return to the other PARTY all papers, materials, and other properties of the other held by each for purposes of execution of the CONTRACT. In addition, each PARTY will assist the other PARTY in orderly termination of this CONTRACT and the transfer of all aspects, tangible and intangible, as may be necessary for the orderly, non-disruptive business continuation of each PARTY.

L. Consent to Breach Not Waiver: No term or provision of this CONTRACT shall be deemed waived and no breach excused, unless such waiver or consent shall be in writing and signed by the PARTY claimed to have waived or consented. Any consent by any PARTY to, or waiver of, a breach by the



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other, whether express or implied, shall not constitute consent to, waiver of, or excuse for any other different or subsequent breach.

M. Remedies Not Exclusive: The remedies for breach set forth in this CONTRACT are cumulative as to one another and as to any other provided by law, rather than exclusive; and the expression of certain remedies in this CONTRACT does not preclude resort by either PARTY to any other remedies provided by law.

N. Independent CONTRACTOR: CONTRACTOR shall be considered an independent CONTRACTOR and neither CONTRACTOR, employees nor anyone working for CONTRACTOR under this CONTRACT shall be considered an agent or an employee of the College. Neither the CONTRACTOR, employees nor anyone working for the CONTRACTOR under this CONTRACT shall qualify for workers’ compensation or other fringe benefits of any kind through the College.

O. Performance: CONTRACTOR shall perform all work under this CONTRACT, taking necessary steps and precautions to perform the work to the College’s satisfaction. CONTRACTOR shall be responsible for the professional quality, technical assurance, timely completion and coordination of all documentation and other goods/services furnished by CONTRACTOR under this CONTRACT. CONTRACTOR shall perform all work diligently, carefully, and in a good and workman-like manner; shall furnish all labor, supervision, machinery, equipment, materials, and supplies necessary therefore; shall at its sole expense obtain and maintain all permits and licenses required by public authorities, including those of the College required in its governmental capacity, in connection with performance of the work; and, if permitted to subcontract, shall be fully responsible for all work performed by subcontractors.

P. Indemnification and Insurance:

Indemnification Provisions: CONTRACTOR agrees to indemnify, defend with counsel approved in writing by the District, and hold the District, its elected and appointed officials, officers, employees, agents and those special districts and agencies which the District’s Board acts as the governing Board (“the District INDEMNITEES”) harmless from any claims, demands or liability of any kind or nature, including but not limited to personal injury or property damage, arising from or related to the services, products or other performance provided by CONTRACTOR pursuant to this CONTRACT. If judgment is entered against CONTRACTOR and the District by a court of competent jurisdiction because of the concurrent active negligence of the District or the District INDEMNITEES, CONTRACTOR and the District agree that liability will be apportioned as determined by the court. Neither PARTY shall request a jury apportionment.

Insurance Provisions: CONTRACTOR agrees to purchase all required insurance at CONTRACTOR’s expense and to deposit with the District certificates of insurance, including all endorsements required herein, necessary to satisfy the District that the insurance provisions of this CONTRACT have been complied with and to keep such insurance coverage and the certificates and endorsements therefore on deposit with the College during the entire term of this CONTRACT. This CONTRACT shall automatically terminate at the same time CONTRACTOR’s insurance coverage is terminated. If within 10 business days after termination under this Article CONTRACTOR obtains and provides evidence of the required insurance coverage acceptable to the College this CONTRACT may be reinstated at the sole discretion of the College. CONTRACTOR shall pay the College $3,000 for processing the reinstatement of this CONTRACT. Said $3,000 processing cost may be adjusted annually, in accordance with CPI Index by the College at their sole discretion.

CONTRACTOR agrees that CONTRACTOR shall not operate on the Project Site at any time the required insurance is not in full force and effect as evidenced by a certificate of insurance and necessary endorsements or, in the interim, an official binder being in the possession of the College. In no cases shall assurances by CONTRACTOR, its employees, agents, including any insurance agent, be construed as adequate evidence of insurance. The College will only accept valid certificates of insurance and endorsements, or in the interim, an insurance binder as adequate evidence of



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insurance. CONTRACTOR also agrees that upon cancellation, termination, or expiration of CONTRACTOR’s insurance, the College may take whatever steps are necessary to interrupt any operation from or on the Project Site until such time as the College reinstates the CONTRACT.

If CONTRACTOR fails to provide the College with a valid certificate of insurance and endorsements, or binder at any time during the term of the CONTRACT, the College and CONTRACTOR agree that this shall constitute a material breach of the CONTRACT. Whether or not a notice of default has or has not been sent to CONTRACTOR, said material breach shall permit the College to take whatever steps necessary to interrupt any operation from or on the Project Site, and to prevent any persons, including, but not limited to, members of the general public, and CONTRACTOR’s employees and agents, from entering the Project Site until such time as the College is provided with adequate evidence of insurance required herein. CONTRACTOR further agrees to hold the College harmless for any damages resulting from such interruption of business and possession, including, but not limited to, damages resulting from any loss of income or business resulting from the College's action.

All CONTRACTORs performing work on behalf of CONTRACTOR pursuant to this CONTRACT shall obtain insurance subject to the same terms and conditions as set forth herein for CONTRACTOR. CONTRACTOR shall not allow CONTRACTORs or subcontractors to work if CONTRACTORs have less than the level of coverage required by the College from CONTRACTOR under this CONTRACT. It is the obligation of CONTRACTOR to provide written notice of the insurance requirements to every CONTRACTOR and to receive proof of insurance prior to allowing any CONTRACTOR to begin work within the Project Site. Such proof of insurance must be maintained by CONTRACTOR through the entirety of this CONTRACT and be available for inspection by a the College representative at any reasonable time.

All insurance policies required by this CONTRACT shall declare any deductible or self-insured retention (SIR) in an amount in excess of $25,000 ($5,000 for automobile liability), which shall specifically be approved by the District Office of Risk Management. CONTRACTOR shall be responsible for reimbursement of any deductible to the insurer. Any self-insured retentions (SIRs) or deductibles shall be clearly stated on the Certificate of Insurance.

If CONTRACTOR fails to maintain insurance acceptable to the College for the full term of this CONTRACT, the College may terminate this CONTRACT.

Qualified Insurer: The policy or policies of insurance must be issued by an insurer which meets the minimum insurance company ratings as determined by the most current edition of the Best’s Key Rating Guide/Property-Casualty/United States or www.ambest.com shall be A- (Secure Best’s Rating) and VIII (Financial Size Category). A California admitted carrier is preferred.

If the carrier is a non-admitted carrier in the state of California, District Risk Management retains the right to approve or reject carrier after a review of the company’s performance and financial ratings.

This policy or policies of insurance maintained by CONTRACTOR shall provide the minimum limits and coverage as set forth below:

Coverage Minimum Limits Commercial General Liability with broad form property damage and Contractual liability

$1,000,000 combined single limit per occurrence $2,000,000 aggregate

Automobile Liability including coverage for owned, non-owned and hired vehicles

$1,000,000 combined single limit per occurrence

Workers’ Compensation Statutory Employers’ Liability Insurance $1,000,000 per occurrence

The District shall be added as an additional insured on all insurance policies required by this CONTRACT with respect to work done by CONTRACTOR under the terms of this CONTRACT



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(except Worker’s Compensation/Employers’ Liability). An additional insured endorsement evidencing that the District is an additional insured shall accompany the Certificate of Insurance.

All insurance policies required by this CONTRACT shall be primary insurance, and any insurance maintained by the District shall be excess and non-contributing with insurance provided by these policies. An endorsement evidencing that CONTRACTOR’s insurance is primary and non-contributing shall specifically accompany the Certificate of Insurance for the Commercial General Liability.

All insurance policies required by this CONTRACT shall give the College 30 days’ notice in the event of cancellation. This shall be evidenced by an endorsement separate from the Certificate of Insurance. In addition, the cancellation clause must include language as follows, which edits the pre-printed ACORD certificate.

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT.

All insurance policies required by this CONTRACT shall waive all rights to subrogation against the District and members of the Board, its elected and appointed officials, officers, agents and employees when acting in the scope of their appointment or employment.

Commercial General Liability policy shall contain a severability of interests clause.

CONTRACTOR is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for Workers’ Compensation or be self-insured in accordance with the provisions of that code. CONTRACTOR will comply with such provisions and shall furnish the College satisfactory evidence that CONTRACTOR has secured, for the period of this CONTRACT, statutory Workers’ Compensation insurance and Employers’ Liability insurance with minimum limits of $1,000,000 per occurrence.

Insurance certificates should be forwarded to Saddleback College Maintenance and Operations, 28000 Marguerite Parkway, Mission Viejo, CA 92692.

If CONTRACTOR fails to provide the insurance certificates and endorsements within seven (7) days of notification by District, or designee, award may be made to the next qualified vendor.

The District expressly retains the right to require CONTRACTOR to increase or decrease insurance of any of the above insurance types throughout the term of this CONTRACT. Any increase or decrease in insurance will be as deemed by The District Risk Manager as appropriate to adequately protect the District.

The District shall notify CONTRACTOR in writing of changes in the insurance requirements. If CONTRACTOR does not deposit copies of acceptable certificates of insurance and endorsements with the College incorporating such changes within thirty days of receipt of such notice, this CONTRACT may be in breach without further notice to CONTRACTOR, and the District shall be entitled to all legal remedies.

The procuring of such required policy or policies of insurance shall not be construed to limit CONTRACTOR’s liability hereunder nor to fulfill the indemnification provisions and requirements of this CONTRACT.

Q. Bills and Liens: CONTRACTOR shall pay promptly all indebtedness for labor, materials and equipment used in performance of the work. CONTRACTOR shall not permit any lien or charge to attach to the work or the premises, but if any does so attach, CONTRACTOR shall promptly procure its release and, in accordance with the requirements of Article “P”, indemnify, defend, and hold the



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College harmless and be responsible for payment of all costs, damages, penalties and expenses related to or arising from or related thereto.

R. Changes: See Article C.

S. Change of Ownership: See Article I.

T. Force Majeure: CONTRACTOR shall not be assessed with liquidated damages or unsatisfactory performance penalties during any delay beyond the time named for the performance of this CONTRACT caused by any act of God, war, civil disorder, employment strike or other cause beyond its reasonable control, provided CONTRACTOR gives written notice of the cause of the delay to the College within 36 hours of the start of the delay and CONTRACTOR avails himself of any available remedies.

If either PARTY hereto shall be delayed or prevented from the performance of any act required hereunder by reason of acts of God, restrictive governmental laws or regulations or other cause without fault and beyond the control of the PARTY obligated (financial inability excepted), performance of such act shall be excused for the period of the delay and the period for the performance of any such act shall be extended for a period equivalent to the period of such delay. However, nothing in this Article shall excuse CONTRACTOR from the prompt payment of any fees or other charge required of CONTRACTOR except as may be expressly provided elsewhere in this CONTRACT.

U. Confidentiality: CONTRACTOR agrees to maintain the confidentiality of all the College and the College-related records and information pursuant to all statutory laws relating to privacy and confidentiality that currently exist or exist at any time during the term of this CONTRACT. All such records and information shall be considered confidential and kept confidential by CONTRACTOR and CONTRACTOR’s staff, agents and employees.

V. Compliance with Laws: CONTRACTOR represents and warrants that services to be provided under this CONTRACT shall fully comply, at CONTRACTOR’s expense, with all standards, laws, statutes, restrictions, ordinances, requirements, and regulations (collectively “laws”), including, but not limited to those issued by the District Board Policies in its governmental capacity and all other laws applicable to the services at the time services are provided to and accepted by the College. CONTRACTOR acknowledges that the District is relying on CONTRACTOR to ensure such compliance, and pursuant to the requirements of Article “P”, CONTRACTOR agrees that it shall defend, indemnify and hold the District and the District INDEMNITEES harmless from all liability, damages, costs and expenses arising from or related to a violation of such laws.

W. Freight (F.O.B. Destination): CONTRACTOR assumes full responsibility for all transportation, transportation scheduling, packing, handling, insurance, storage, and other services associated with delivery of all products deemed necessary under this CONTRACT. That includes but is not limited to all next day, second day delivery services required by the College at its discretion to expedite material delivery.

X. Pricing: CONTRACT price, as more fully set forth in Attachment B – CONTRACTOR’s pricing, shall include full compensation for providing all required goods or services in accordance with required specifications, or when applicable, in the scope of services attached to this CONTRACT, and no additional compensation will be allowed therefore, unless otherwise provided for in this CONTRACT.

Y. Waiver of Jury Trial: Each PARTY acknowledges that it is aware of, and has had the opportunity to seek advice of counsel of its choice with respect to its rights to trial by jury, and each PARTY, for itself and its successors, creditors, and assigns, does hereby expressly and knowingly waive and release all such rights to trial by jury in any action, proceeding or counterclaim brought by any PARTY hereto against the other (and/or against its officers, directors, employees, agents, or



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subsidiary or affiliated entities) on or with regard to any matters whatsoever arising out of or in any way connected with this CONTRACT and /or any other claim of injury or damage.

Z. Terms and Conditions: CONTRACTOR acknowledges that it has read and agrees to all terms and conditions included in this CONTRACT.

AA. Headings: The various headings and numbers herein, the grouping of provisions of this CONTRACT into separate clauses and paragraphs, and the organization hereof are for the purpose of convenience only and shall not limit or otherwise affect the meaning hereof.

BB. Severability: If any term, covenant, condition or provision of this CONTRACT is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby.

CC. Calendar Days: Any reference to the word “day” or “days” herein shall mean calendar day or calendar days, respectively, unless otherwise expressly provided.

DD. Attorney’s Fees: In any action or proceeding to enforce or interpret any provision of this CONTRACT, or where any provision hereof is validly asserted as a defense, each PARTY shall bear its own attorney’s fees, costs and expenses.

EE. Interpretation: This CONTRACT has been negotiated at arm’s length and between persons sophisticated and knowledgeable in the matters dealt with in this CONTRACT. In addition, each PARTY has been represented by experienced and knowledgeable independent legal counsel of their own choosing, or has knowingly declined to seek such counsel despite being encouraged and given the opportunity to do so. Each PARTY further acknowledges that they have not been influenced to any extent whatsoever in executing this CONTRACT by any other PARTY hereto or by any person representing them, or both. Accordingly, any rule of law (including California Civil Code Section 1654) or legal decision that would require interpretation of any ambiguities in this CONTRACT against the PARTY that has drafted it is not applicable and is waived. The provisions of this CONTRACT shall be interpreted in a reasonable manner to affect the purpose of the PARTIES and this CONTRACT.

FF. Authority: PARTIES to this CONTRACT represent and warrant that this CONTRACT has been duly authorized and executed and constitutes the legally binding obligation of their respective organization or entity, enforceable in accordance with its terms.

GG. Employee Eligibility Verification: CONTRACTOR warrants that it fully complies with all Federal and State statutes and regulations regarding the employment of aliens and others and that all its employees performing work under this CONTRACT meet the citizenship or alien status requirement set forth in Federal statutes and regulations. CONTRACTOR shall obtain, from all employees performing work hereunder, all verification and other documentation of employment eligibility status required by Federal or State statutes and regulations including, but not limited to, the Immigration Reform and Control Act of 1986, 8 U.S.C. §1324 et seq., as they currently exist and as they may be hereafter amended. CONTRACTOR shall retain all such documentation for all covered employees for the period prescribed by the law. CONTRACTOR shall indemnify, defend with counsel approved in writing by the District, and hold harmless, the District, its agents, officers, and employees from employer sanctions and any other liability which may be assessed against CONTRACTOR or the District or both in connection with any alleged violation of any Federal or State statutes or regulations pertaining to the eligibility for employment of any persons performing work under this CONTRACT.

HH. The College’s Obligations: the College shall provide reasonable means of access to the site. The College shall coordinate the operation of its existing facilities at the Project Site to permit CONTRACTOR to perform the work required under the CONTRACT at times agreeable to the College. CONTRACTOR shall be permitted to control and/or operate all facilities or equipment necessary to perform the services herein described at a time and date approved by the College.



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The College shall be responsible to perform the following tasks:

Supply adequate fuel and water to maintain environmental conditions at the site as specified in the equipment manufacturer’s Operation & Maintenance manuals and Waukesha original installation guidelines.

The College shall maintain all other equipment that is not covered under the terms of this CONTRACT that has direct relation and effect to the safe and proper operation of the Equipment covered under this CONTRACT in accordance with the equipment manufacturer’s Operation & Maintenance manuals.

The College shall maintain all service and maintenance records for the Gensets and other equipment used with respect to this CONTRACT, and have them available to CONTRACTOR as required. Such records include, but are not limited to, all records necessary to maintain the College’s permits with the South Coast Air Quality Management District (SCAQMD) and any other governmental agency.

The College shall provide access to and parking at the site for two (2) CONTRACTOR vehicles.

The College will provide storage space for spare parts.

In the event of an emergency, the College shall cause the immediate shut down operation of the equipment when there is an appreciable risk that continuing operations will result in significant damage to the equipment, cause personal injury or will result in any violation of any applicable permits or laws relating to the operation of the equipment.

The College shall provide CONTRACTOR with all safety information and requirements related to the Project Site.

Additional Terms and Conditions:

1. Scope of Services: This CONTRACT, including Attachments, specifies the contractual terms and conditions by which CONTRACTOR shall provide the services, as described in Attachment A - Scope of Work, under a time and materials CONTRACT, as set forth herein.

2. CONTRACT Term: This CONTRACT shall be effective ?????????? and shall continue for eight (5) five years from that date unless otherwise terminated by the College.

3. Faithful Payment and Performance Bonds: CONTRACTOR will provide to the District a Faithful Payment and Performance Bond in an amount equal to 25 percent the annual CONTRACT amount. Bonds must be submitted to the District on the District provided forms within seven (7) calendar days of award notification and prior to the official CONTRACT award. Prior to the provisions of services under this CONTRACT, CONTRACTOR agrees to purchase the required bond at CONTRACTOR’s expense and to deposit with the District the required bond necessary to satisfy the District requirements and to keep such bond on deposit with the College during the entire term of this CONTRACT. Said bond shall be secured from an admitted surety company authorized to conduct surety insurance in California and satisfactory to District Risk Management and in accordance with the General Conditions.

If any surety upon any bond furnished in connection with this CONTRACT becomes unacceptable to the District, or if any such surety fails to furnish reports as to its financial condition from time to time as requested by the District, CONTRACTOR shall promptly furnish such additional security as may be required by the College from time to time to protect the interests of the District and of persons supplying labor or materials in the prosecution of the work contemplated by this CONTRACT.



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The College shall return bonds to CONTRACTOR after successful completion of all CONTRACTOR’s obligations and services required under the CONTRACT.

4. Adjustments – Scope of Work: No adjustments made to the scope of work will be authorized or paid for without prior written approval of the College.

5. College Security: CONTRACTOR, CONTRACTOR’s employees and CONTRACTOR’s subcontractors must complete a live scan background clearance in order to work on campus on a full time bases.

a. Live Scan: Prior to start of working on the college campus, designated CONTRACTOR personnel who will be working on-site at Saddleback College, and engaged in the performance of work under this CONTRACT must pass Saddleback College’s screening requirements, (estimated fee is $27.00 for fingerprinting). It may take up to two weeks to obtain clearance. CONTRACTOR shall be responsible for all costs associated with the background checks, and abide by all of the security requirements set forth by the College. CONTRACTOR’s designated personnel must successfully complete the Live Scan within 14 days of CONTRACT execution, unless other arrangements have been coordinated by the District or designee in writing.

b. Driving Endorsement: In addition to obtaining Saddleback College keys, CONTRACTOR’s service staff must also purchase parking passes for each vehicle parked on campus. The $25 dollar parking passes must be obtained from the campus police office within 14 days of CONTRACT execution, unless other arrangements have been coordinated by the College or designee in writing.

c. Identification: Saddleback College requires that each contractor’s person be identifiable at all times and display contractor ID.

i. All persons within the operation areas of Saddleback College are required to display, on their person, a contractor ID.

ii. The loss of an ID shall be reported within 24 hours to the Saddleback College Maintenance Department (949) 582-4880.

iii. CONTRACTOR shall submit the names, addresses, and driver’s license numbers for all CONTRACTOR personnel who will be engaged in work under this CONTRACT to the Saddleback College Maintenance department within seven days after award of the CONTRACT or within seven days after the start of any new CONTRACTOR personnel and/or prior to the start of any work.

iv. No worker shall be used in performance of this work that has not passed the Live Scan background check.

6. Child Support Enforcement Requirements: CONTRACTOR is required to comply with the child support enforcement requirements of the County of Orange. Failure of CONTRACTOR to comply with all federal, state, and local reporting requirements for child support enforcement or to comply with all lawfully served Wage and Earnings Assignment Orders and Notices of Assignment shall constitute a material breach of the CONTRACT. Failure to cure such breach within 60 calendar days of notice from the College shall constitute grounds for termination of the CONTRACT.

7. Civil Rights: CONTRACTOR attests that services provided shall be in accordance with the provisions of Title VI and Title VII of the Civil Rights Act of 1964, as amended; Section 504 of the Rehabilitation Act of 1973, as amended; the Age Discrimination Act of 1975 as amended; Title II of the Americans with Disabilities Act of 1990, and other applicable State and federal laws and regulations prohibiting discrimination on the basis of race, color, national origin, ethnic group identification, age, religion, marital status, sex or disability.



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8. Conditions Affecting Work: CONTRACTOR shall be responsible for taking all steps reasonably necessary to ascertain the nature and location of the work to be performed under this CONTRACT and to know the general conditions which can affect the work or the cost thereof. Any failure by CONTRACTOR to do so will not relieve CONTRACTOR from responsibility for successfully performing the work without additional cost to the the District. The District assumes no responsibility for any understanding or representations concerning the nature, location(s) or general conditions made by any of its officers or agents prior to the execution of this CONTRACT, unless such understanding or representations by the District are expressly stated in the CONTRACT.

9. Conflict of Interest – CONTRACTOR’s Personnel: CONTRACTOR shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict with the best interests of the College. This obligation shall apply to CONTRACTOR; CONTRACTOR’s employees, agents, and relatives; sub-tier CONTRACTORs; and third Parties associated with accomplishing work and services hereunder. CONTRACTOR’s efforts shall include, but not be limited to establishing precautions to prevent its employees or agents from making, receiving, providing or offering gifts, entertainment, payments, loans or other considerations which could be deemed to appear to influence individuals to act contrary to the best interests of the District.

10. Conflict of Interest – College Personnel: the District’s Board policy prohibits its employees from engaging in activities involving a conflict of interest. CONTRACTOR shall not, during the period of this CONTRACT, employ any District employee for any purpose.

11. Contingency of Funds: CONTRACTOR acknowledges that funding or portions of funding for this CONTRACT may be contingent upon state budget approval; receipt of funds from, and/or obligation of funds by, the State of California to the District; and inclusion of sufficient funding for the services hereunder in the budget approved by the District’s Board for each fiscal year covered by this CONTRACT. If such approval, funding or appropriations are not forthcoming, or are otherwise limited, the District may immediately terminate or modify this CONTRACT without penalty.

12. Contingent Fees: CONTRACTOR warrants that no person or selling agency has been employed or retained to solicit or secure this CONTRACT upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, except bona fide employees of CONTRACTOR or bona fide established commercial or selling agencies maintained by CONTRACTOR for the purpose of securing business.

For breach or violation of this warranty, the District shall have the right to terminate this CONTRACT in accordance with the termination clause and at its sole discretion to deduct from the CONTRACT price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee from CONTRACTOR.

13. CONTRACT Disputes: PARTIES shall deal in good faith and attempt to resolve potential disputes informally. If the dispute concerning a question of fact arising under the terms of this CONTRACT is not disposed of in a reasonable period of time by CONTRACTOR’s Project Manager and the College, such matter shall be brought to the attention of the District’s Purchasing Agent by way of the following process:

a. CONTRACTOR shall submit to the College a written demand for a final decision regarding the disposition of any dispute between the PARTIES arising under, related to, or involving this CONTRACT, unless the District, on its own initiative, has already rendered such a final decision.

b. CONTRACTOR’s written demand shall be fully supported by factual information, and, if such demand involves a cost adjustment to the CONTRACT, CONTRACTOR shall include with the demand a written statement signed by a senior official indicating that the demand is made in good faith, that the supporting data are accurate and complete, and that the amount requested



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accurately reflects the CONTRACT adjustment for which CONTRACTOR believes the the College is liable.

c. Pending the final resolution of any dispute arising under, related to, or involving this CONTRACT, CONTRACTOR agrees to diligently proceed with the performance of this CONTRACT, including the delivery of goods and/or provision of services. CONTRACTOR’s failure to diligently proceed shall be considered a material breach of this CONTRACT. Any final decision of the District shall be expressly identified as such, shall be in writing, and shall be signed by the District’s Purchasing Agent or his designee. If the District fails to render a decision within 90 days after receipt of CONTRACTOR’s demand, it shall be deemed a final decision adverse to CONTRACTOR’s contentions. The District’s final decision shall be conclusive and binding regarding the dispute unless CONTRACTOR commences action in a court of competent jurisdiction to contest such decision within 90 days following the date of the District’s final decision or one year following the accrual of the cause of action, whichever is later.

14. CONTRACTOR’s Expense: CONTRACTOR will be responsible for all costs related to photo copying, telephone communications, fax communications, and parking while on the College sites during performance of work and services under this CONTRACT. The College will not provide free parking for any service on the College property, except as noted in Article HH.

15. CONTRACTOR’s Personnel: CONTRACTOR warrants that all persons employed to provide service under this CONTRACT have satisfactory past work records indicating their ability to accept the kind of responsibility anticipated under this CONTRACT and possess sufficient experience and/or education to perform the services requested by the College. CONTRACTOR’s employees assigned to this project must meet character standards as demonstrated by background investigation and reference checks, coordinated by the District.

16. CONTRACTOR’s Project Manager and Key Personnel: CONTRACTOR shall appoint a Project Manager to direct CONTRACTOR’s efforts in fulfilling CONTRACTOR’s obligations under this CONTRACT. This Project Manager shall be subject to approval by the College and shall not be changed without the written consent of the College, which consent shall not be unreasonably withheld.

CONTRACTOR’s Project Manager and CONTRACTOR personnel shall be assigned to this project for the duration of this CONTRACT and shall diligently pursue all work and services to meet the project time lines. The College shall have the right to require the removal and replacement of CONTRACTOR’s Project Manager from providing services to the College under this CONTRACT. The College shall notify CONTRACTOR in writing of such action. CONTRACTOR shall accomplish the removal within three (3) business days after written notice by the College. the College shall review and approve the appointment of the replacement for CONTRACTOR’s Project Manager. the College is not required to provide any additional information, reason or rationale in the event it elects to request the removal of CONTRACTOR’s Project Manager from providing services to the College under this CONTRACT.

17. CONTRACTOR’s Power and Authority: CONTRACTOR warrants that it has the full power and authority to grant the rights herein granted and will hold the District hereunder harmless from and against any loss, cost, liability and expense, including reasonable attorney fees, arising out of any breach of this warranty. Further, CONTRACTOR avers that it will not enter into any arrangement with any third party which might abridge any rights of the District under this CONTRACT.

18. CONTRACTOR’s Responsibility: CONTRACTOR shall be responsible for the professional quality, technical assurance, timely completion and coordination of all documentation and other commodities/services furnished by CONTRACTOR under this CONTRACT. CONTRACTOR



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shall perform such professional services as may be necessary to accomplish the work required to be performed under and in accordance with this CONTRACT.

CONTRACTOR shall supply all licenses and permits required to perform this work in accordance with local restrictions and shall pay all fees resulting there from.

19. The College’s Designated Representative: the College shall appoint a Manager, as specified in Article 49 - Notices, to act as liaison between the College and CONTRACTOR during the term of this CONTRACT. The College’s Manager shall coordinate the activities of the College staff assigned to work with CONTRACTOR.

20. Default – Re-Procurement Costs: In case of default by CONTRACTOR, the College may procure services from other sources. If the cost for those services is higher than under this CONTRACT, CONTRACTOR will be responsible for paying the College the difference between CONTRACT cost and price paid, and the College may deduct this cost from any unpaid balance due CONTRACTOR. The price paid by the College shall be the prevailing market price at the time such purchase is made. This is in addition to any other remedies available under this CONTRACT and under law.

21. Duty to Inform: CONTRACTOR shall inform all employees assigned to work at the College and all bargaining units representing said employees, that CONTRACTOR is the sole employer. In addition, CONTRACTOR shall notify all employees and their bargaining units that the District and College are not an employer of CONTRACTOR and has only contracted with CONTRACTOR to provide Cogeneration/Central Utility Plant services at the College. Employees of CONTRACTOR should not expect employment at the College during or beyond the term of this CONTRACT.

22. Equal Employment Opportunity: CONTRACTOR shall comply with U.S. Executive Order 11426 entitled, “Equal Employment Opportunity” as amended by Executive Order 11375 and as supplemented in Department of Labor regulations (41 CFR, Part 60) and applicable State of California regulations as may now exist or be amended in the future. CONTRACTOR shall not discriminate against any employee or applicant for employment on the basis of race, color, national origin, ancestry, religion, sex, marital status, political affiliation or physical or mental condition.

Regarding handicapped persons, CONTRACTOR will not discriminate against any employee or applicant for employment because of physical or mental handicap in regard to any position for which the employee or applicant for employment is qualified. CONTRACTOR agrees to provide equal opportunity to handicapped persons in employment or in advancement in employment or otherwise treat qualified handicapped individuals without discrimination based upon their physical or mental handicaps in all employment practices such as the following: employment, upgrading, promotions, transfers, recruitments, advertising, layoffs, terminations, rate of pay or other forms of compensation, and selection for training, including apprenticeship. CONTRACTOR agrees to comply with the provisions of Sections 503 and 504 of the Rehabilitation Act of 1973, as amended, pertaining to prohibition of discrimination against qualified handicapped persons in all programs and/or activities as detailed in regulations signed by the Secretary of the Department of Health and Human Services effective June 3, 1977, and found in the Federal Register, Volume 42, No. 68 dated May 4, 1977, as may now exist or be amended in the future.

Regarding Americans with disabilities, CONTRACTOR agrees to comply with applicable provisions of Title 1 of the Americans with Disabilities Act enacted in 1990 as may now exist or be amended in the future.

23. Errors and Omissions: All reports, files and other documents prepared and submitted by CONTRACTOR shall be complete and shall be carefully checked by the professional(s) identified by CONTRACTOR as Project Manager and CONTRACTOR personnel attached hereto, prior to submission to the District. CONTRACTOR agrees that the District review is discretionary and CONTRACTOR shall not assume that the District will discover errors and/or omissions. If the



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College discovers any errors or omissions prior to approving CONTRACTOR's reports, files and other written documents, the reports, files or documents will be returned to CONTRACTOR for correction. Should the College or others discover errors or omissions in the reports, files or other written documents submitted by CONTRACTOR after the College approval thereof, the College approval of CONTRACTOR's reports, files or documents shall not be used as a defense by CONTRACTOR in any action between the the District and CONTRACTOR, and the reports, files or documents will be returned to CONTRACTOR for correction.

24. Existing Site Conditions: Information respecting this site of work given in Scope of Work, drawings, and/or specifications has been obtained by the College’s representatives and it’s believed to be reasonably correct, but the College does not warrant either the completeness or accuracy of such information, and it is the responsibility of CONTRACTOR to verify all such information.

25. Expenditure Limit: CONTRACTOR shall notify the College Manager in writing when expenditures against CONTRACT reach 75% of the dollar limit on the CONTRACT. the District will not be responsible for any expenditure overruns and will not pay for work exceeding the dollar limit on the CONTRACT unless an amendment to cover those costs has been issued.

26. Firm Price Quotes: Prices quoted herein shall be firm and fixed for the period of CONTRACT.

27. Gratuities: CONTRACTOR warrants that no gratuities, in the form of entertainment, gifts or otherwise, were offered or given by CONTRACTOR or any agent or representative of CONTRACTOR to any officer or employee of the District with a view toward securing the CONTRACT or securing favorable treatment with respect to any determinations concerning the performance of the CONTRACT. For breach or violation of this warranty, the District shall have the right to terminate CONTRACT, either in whole or in part, and any loss or damage sustained by the District in procuring on the open market any services which CONTRACTOR agreed to supply shall be borne and paid for by CONTRACTOR. The rights and remedies of the District provided in the clause shall not be exclusive and are in addition to any other rights and remedies provided by law or under the CONTRACT.

28. Hazardous Conditions: Whenever CONTRACTOR’s operations create a condition hazardous to traffic or to the public, CONTRACTOR shall provide flagmen and furnish, erect and maintain control devices as are necessary to prevent accidents or damage or injury to the public at CONTRACTOR’s expense and without cost to the College. CONTRACTOR shall comply with the College directives regarding potential hazards.

29. Headings Not Controlling: Headings used in the CONTRACT are for reference purposes only and shall not be considered in construing this CONTRACT.

30. Inspections: the College or its authorized representative shall have the right at all reasonable times to inspect the operation to determine if the provisions of this CONTRACT are being complied with.

31. Interpretation of CONTRACT: In the event of a conflict or question involving the provisions of any part of this CONTRACT, interpretation and clarification as necessary shall be determined by the District’s assigned buyer. If disagreement exists between CONTRACTOR and the District’s assigned buyer in interpreting the provision(s), final interpretation and clarification shall be determined by the District’s Purchasing Agent or his designee.

32. Meet and Confer. The College and CONTRACTOR hereby agree to meet and confer in good faith in order to resolve any difference affecting the work that may arise during the course of this CONTRACT.

33. Ownership of Documents: the College has permanent ownership of all directly connected and derivative materials produced under this CONTRACT by CONTRACTOR. All documents, reports, work product, intellectual property and other incidental or derivative work or materials furnished hereunder shall become, and remain, the sole property of the College, may be used by the



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College as it may require without additional cost to the District, and shall be turned over to the College upon demand. None of the documents, reports and other incidental or derivative work or furnished materials shall be used by CONTRACTOR for any other purpose without the express written consent of the College.

34. Precedence: CONTRACT documents consist of this CONTRACT and attachments. In the event of a conflict between or among the CONTRACT documents, the order of precedence shall be the provisions of the main body of this CONTRACT, i.e., those provisions set forth in the recitals and articles of this CONTRACT, and then the Attachments.

35. Publication: No copies of sketches, schedules, written documents, computer based data, photographs, maps or graphs, including graphic art work, resulting from performance or prepared in connection with this CONTRACT, are to be released by CONTRACTOR and/or anyone acting under the supervision of CONTRACTOR to any person, partnership, company, corporation, or agency, without prior written approval by the College, except as necessary for the performance of the services of this CONTRACT. All press releases, including graphic display information to be published in newspapers, magazines, etc., are to be administered only by the College unless otherwise agreed to by both PARTIES.

36. Relationship of PARTIES: The relationship of the PARTIES hereto is that of the District and CONTRACTOR, and it is expressly understood and agreed that the District does not in any way or for any purpose become a partner of CONTRACTOR in the conduct of CONTRACTOR's business or otherwise, or a joint venture with CONTRACTOR; and the provisions of this CONTRACT and the contracts relating to fees payable hereunder are included solely for the purpose of providing a method by which fee payments are to be measured and ascertained. This CONTRACT is intended for the sole benefit of the PARTIES hereto and their successors, and, unless otherwise provided herein, or by law, no rights are created, or are intended to be created, for the benefit of, or enforceable by, any third parties.

37. Reports/Meetings: CONTRACTOR shall develop reports and any other relevant documents necessary to complete the services and requirements as set forth in this CONTRACT. The College’s Manager and CONTRACTOR’s Project Manager will meet weekly and on reasonable notice to discuss CONTRACTOR’s performance and progress under this CONTRACT. If requested, CONTRACTOR’s Project Manager and other project personnel shall attend all meetings. CONTRACTOR shall provide such information that is requested by the College for the purpose of monitoring progress under this CONTRACT.

38. Right to Audit/Records:

a. Defined: “CONTRACTOR’s records” as referred to in this CONTRACT shall include any and all information, materials, and data of every kind and character in any format, including, but not limited to: records, accounts, financial transactions, books, papers, documents, recordings, notes, daily logs, supervisor reports, receipts, vouchers, memoranda, time sheets, time cards or other employee time tracking methods, payroll registers, payroll records, cancelled payroll checks, certified payroll, employee schedules (or other means of informing employees of their work schedules), any and all other agreements, sources of information and matters that may in the District’s sole discretion have any bearing on or pertain to any matters, rights, duties, or obligations under or covered by the CONTRACT, and any other of CONTRACTOR’s records which may have a bearing on matters of interest to the College in connection with CONTRACTOR’s dealings with the College to the extent necessary to adequately permit evaluation and verification of any or all of the following:

i. Accuracy of amounts billed to the College for services provided by CONTRACTOR.

ii. Compliance with any requirement in this CONTRACT.



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b. Availability: CONTRACTOR’s records shall upon reasonable notice be open to inspection and subject to audit, review, and/or reproduction during normal business working hours at one location within the limits of Saddleback College in the State of California. Such audits may be performed by the College or an outside representative engaged by the District.

the College Manager, upon request of CONTRACTOR and at the College Manager’s sole discretion, may authorize records to be kept in a single location outside the limits of the The College in the State of California, provided CONTRACTOR shall agree to pay all expenses including, but not limited to, transportation, food, and lodging necessary for the College Manager or designee to audit or review CONTRACTOR’s records. Said right shall not be exercised by the College Manager more than once per calendar year.

Upon the request of the College Manager, CONTRACTOR shall promptly provide, at CONTRACTOR's expense, necessary data to enable the College to fully comply with any and every requirement of the State of California or the United States of America for information or reports relating to this CONTRACT and to CONTRACTOR's use of the College. Such data shall include, if required, a detailed breakdown of CONTRACTOR's operations.

CONTRACTOR agrees to include a similar right for the College to audit records and interview staff of any subcontractors related to performance of this CONTRACT.

c. Period: the College or its designee may conduct such audits or inspections throughout the term of this CONTRACT and for a period of three (3) years after final payment or longer if permitted by law.

d. Methodology: the College or designee may, without limitation by CONTRACTOR, conduct verifications including, but not limited to, inspection of records, observation of CONTRACTOR’s employees in or about the College Premises, and verification of information and amounts through interview and/or written communications with CONTRACTOR’s employees or subcontractors.

e. Maintenance: CONTRACTOR shall, at all times during the term of this CONTRACT, keep or cause to be kept true, complete records and accounts of all financial transactions in the operation of all business activities, of whatever nature, conducted in pursuance of the rights granted by the CONTRACT.

f. Retention: All records shall be retained by CONTRACTOR for a period of the balance of the fiscal year in which the record was created, recorded, or otherwise prepared, plus five (5) years regardless of when this CONTRACT expires or CONTRACT terminated.

Should CONTRACTOR cease to exist as a legal entity, CONTRACTOR’s records pertaining to this CONTRACT shall be forwarded to the surviving entity in a merger or acquisition or, in the event of liquidation, to the College.

g. Accounting Year: Accounting year shall be 12 full calendar months and shall follow the District’s Fiscal calendar July 1st to June 30th.

Any portion of a year that is not reconciled, should the accounting year and the anniversary year of the CONTRACT commencement is not is same, shall be accounted for as if it were a complete accounting year.

Once an accounting year is established, it shall be continued through the term of the CONTRACT unless the College Auditor-Controller specifically approves in writing a different accounting year. the College Auditor-Controller shall only approve a change in accounting years in the event of undue hardship being placed on CONTRACTOR, and not because of mere convenience or inconvenience.



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h. Audit or Review Costs: The full cost of any audit or review, as determined by the District, shall be borne by the District. CONTRACTOR shall bear the full cost of any audit or review, in addition to any fee deductions applied from Attachment D – Schedule of Deductions, if any of the following conditions are found to exist as a result of the audit or review:

i. With respect to fees due to CONTRACTOR, an overpayment of more than a one percent difference between (a) the amount due CONTRACTOR as calculated by the audit or review and (b) the amount paid by the District to CONTRACTOR for the identical period determined solely by the District.

ii. CONTRACTOR has failed to maintain adequate and complete records and accounts in accordance with this article. the College Manager or designee shall determine the adequacy of such records.

i. Failure to Maintain Adequate Records: In addition to all other remedies available to the District at law or in equity or under this CONTRACT, in the event that CONTRACTOR fails to maintain and keep records and accounts of its business operations conducted on or from the College and/or source documents relating thereto, or to make the same available to the District for audit or review, or to provide other information to the College regarding fees paid to CONTRACTOR, the College Manager, at the College Manager’s sole discretion, may:

i. Perform such inspections, audits, or reviews itself or through agents or employees as the District and/or its auditors may deem appropriate to confirm the amount of fees paid to CONTRACTOR, and any and all costs and/or expenses incurred by the District in connection therewith shall be promptly reimbursed to the District by CONTRACTOR upon demand.

ii. Provide accounting services and/or a system for recording all operations by CONTRACTOR upon or from the College, and, at the College’s option, maintain personnel on the College to observe and/or record such operations during CONTRACTOR’s business hours.

Costs payable by CONTRACTOR pursuant to this article shall include reimbursement to the District provided services at such rates as the College may, from time to time, in good faith, establish for such services. In the case of services provided by the District's employees, such rates shall be sufficient to reimburse the District for employees’ salaries, including employee taxes and benefits and the District 's overhead or, at the District’s option, may be the rate for such services that would be charged by a qualified third party or parties, approved by the College Manager, if engaged by the District to perform such services.

39. Rules and Regulations: the College may adopt and enforce rules and regulations which CONTRACTOR agrees to observe and obey, with respect to the use of the College and its appurtenances, facilities, improvements, equipment and services.

CONTRACTOR shall comply with all College rules and regulations and shall observe, obey, comply with and not otherwise hinder or obstruct any and all rules, regulations, laws, ordinances, statutes or orders of any governmental authority, whether Federal, State, or local, lawfully exercising authority over the College or the activities thereon, including compliance with DSA, AHJ, College Police, security rules, regulations and plans, Cal OSHA, the California Regional Water Quality Control Board – Santa Ana Region, and the SCAQMD.

To the fullest extent authorized by law, CONTRACTOR shall be liable to the District for any and all claims, demands, damages, fines or penalties of any nature whatsoever which may be imposed upon the College due to CONTRACTOR's violation of any governmental rules, regulations or standards as now or may hereafter be promulgated or enacted, including, but not limited to, the payment of any fines or penalties for any breach of security, arising directly or indirectly by the act,



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omission, negligence, abuse or carelessness on the part of CONTRACTOR, its employees, subtenants, agents or suppliers.

The District shall not be liable to CONTRACTOR for any diminution or deprivation of possession, or of its rights hereunder, on account of the exercise of such right or authority as in this section provided, nor shall CONTRACTOR be entitled to terminate the whole or any portion of the rights granted herein by reason of the exercise of such right or authority, unless the exercise thereof shall so interfere with CONTRACTOR's use and occupancy of the Project Site so as to constitute a termination in whole or in part of this CONTRACT by operation of law in accordance with the laws of the State of California.

CONTRACTOR shall immediately notify the College Police Department at 949-582-4585 of any fire, emergency, accident or reportable spill or release of fuel or Hazardous Substances. In addition the CONTRACTOR shall notify the Facilities Maintenance Department as soon as possible at 949-582-4880, and shall be required to reportable spills or releases for those that require notification to a government entity by any fire code or Environmental law as defined herein in Article “28” – Hazardous Conditions.



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40. Stop Work: the College may, at any time, by written stop work order to CONTRACTOR, require CONTRACTOR to stop all or any part of the work called for by this CONTRACT for a period of 90 working days after the stop work order is delivered to CONTRACTOR and for any further period to which PARTIES may agree. The stop work order shall be specifically identified as such and shall indicate it is issued under this clause. Upon receipt of the stop order, CONTRACTOR shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the stop work order during the period of work stoppage. Within a period of 90 working days after a stop work order is delivered to CONTRACTOR or within any extension of that period to which PARTIES shall have agreed, the College shall either:

a. Cancel the stop work order; or

b. Terminate CONTRACT immediately in whole or in part in writing as soon as feasible. the College is not required to provide 30 day’s notice of the termination of the CONTRACT to CONTRACTOR if a stop work has been issued.

41. Title to Data: All materials, documents, data or information obtained from the College data files or any the College medium furnished to CONTRACTOR in the performance of this CONTRACT will at all times remain the property of the College. Such data or information may not be used or copied for direct or indirect use by CONTRACTOR after completion or termination of this CONTRACT without the express written consent of the College. All materials, documents, data or information, including copies, must be returned to the College at the end of this CONTRACT.

42. Validity: If any term, covenant, condition, or provision of this CONTRACT is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby.

43. Waiver of Rights: The failure of the College or CONTRACTOR to insist upon strict performance of any of the terms, covenants or conditions of this CONTRACT shall not be deemed a waiver of any right or remedy that the College or CONTRACTOR may have, and shall not be deemed a waiver of the right to require strict performance of all the terms, covenants and conditions of the CONTRACT thereafter, nor a waiver of any remedy for the subsequent breach or default of any term, covenant or condition of this CONTRACT. Any waiver, in order to be effective, must be signed by the PARTY whose right or remedy is being waived.

44. Craft Labor Time Records: CONTRACTOR shall keep full, true and accurate records of the names and actual hours worked by the respective workers and laborers employed under this CONTRACT in accordance with California Labor Code and shall allow access to and provide upon request certified payroll to the College, its agents or representatives and to any person having the authority to inspect the same as contemplated under the provisions of said California Labor Code, or when requested by the College.

45. Prevailing Wage (Labor Code §1773): Pursuant to the provisions of Section 1773 of the Labor Code of the state of California, CONTRACTOR shall comply with the general prevailing rates of per diem wages and the general prevailing rates for holiday and overtime wages in this locality for each craft, classification, or type of worker needed to execute this CONTRACT. Rates are available from the Director of the Department of Industrial Relations at the following website: http://www.dir.ca.gov/dlrs/DPreWageDetermination.htm. CONTRACTOR shall post a copy of such wage rates at the job site and shall pay the adopted prevailing wage rates. CONTRACTOR shall comply with the provisions of Sections 1775 and 1813 of the Labor Code.

46. Wages Rates: CONTRACTOR shall post a copy of wage rates at the job site and shall pay the adopted prevailing wage as a minimum. CONTRACTOR shall comply with the provisions of Part 7, Chapter n of the California Labor Code including Section 1773, 1774, 1775, 1776 and 1813 of the Labor Code.



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47. Wage Rate Penalty: Pursuant to the provisions of Section 1773 of the Labor Code of the state of California, CONTRACTOR shall forfeit to the District, as a penalty, the sum of Twenty-five ($250.00) dollars for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for work done under this CONTRACT, by CONTRACTOR or by subcontractors, in violation of the provisions of this CONTRACT. This shall be in addition to any imposed fees, penalties or fines imposed by the enforcement of the California Labor Code by other agencies.

48. Withholding of Wage Differentials: the College may withhold form CONTRACTOR as much of any accrued payments as may be necessary to pay laborers, craft workmen and mechanics employed on the Project any difference between the rate of wages required to be paid pursuant to California law and the rate of wages actually paid to such laborers, craft workmen and mechanics.

49. Notices: Any and all notices, requests demands and other communications contemplated, called for, permitted, or required to be given hereunder shall be in writing, except through the course of the the College’s Manager and CONTRACTOR’s Project Manager routine exchange of information and cooperation during the terms of the work and services. Any written communications shall be deemed to have been duly given upon actual in-person delivery, if delivery is by direct hand, or upon delivery on the actual day of receipt or no greater than four (4) calendar days after being mailed by US certified or registered mail, return receipt requested, postage prepaid, whichever occurs first. The date of mailing shall count as the first day. All communications shall be addressed to the appropriate PARTY at the address stated herein or such other address as the PARTIES hereto may designate by written notice from time to time in the manner aforesaid.

The College: Saddleback College/Facilities Attn: Facilities Maintenance Director 28000 Marguerite Parkway Mission Viejo, CA 92692-3635

cc: Saddleback College/Purchasing Attn: Facilities Maintenance & Energy Projects Manager 28000 Marguerite Parkway Mission Viejo, CA 92692-3635 CONTRACTOR: TBD



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IN WITNESS WHEREOF, PARTIES hereto have executed this CONTRACT on the dates shown below their respective signatures below.

*************************************************************************************

TBD*

DO NOT SIGN AT THIS TIME

Signature Print Name Title Date

DO NOT SIGN AT THIS TIME

Signature Print Name Title Date

* If CONTRACTOR is a corporation, signatures of two specific corporate officers are required as further set forth.

The first corporate officer signature must be one of the following: 1) Chairman of the Board; 2) President; or 3) any Vice President.

The second corporate officer signature must be one of the following: a) Secretary; b) Assistant Secretary; c) Chief Financial Officer; or d) Assistant Treasurer.

In the alternative, a single corporate signature is acceptable when accompanied by a corporate resolution demonstrating the legal authority of the signature to bind the company.

The College AUTHORIZED SIGNATURE: Signature Print Name Title Date APPROVED AS TO FORM _____________________________________ XXXNAMEXXX Date Board Approved on: Date _____________________



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ATTACHMENT A SCOPE OF WORK

I. INTRODUCTION

Services to be provided shall include the operation and maintenance of: Power generation equipment while achieving/maintaining compliance with emissions limits specified under the SCAQMD permit, See Exhibit IX – AQMD Permits. Chilled and Hot water production and systems maintenance. Repair and maintenance of High and Medium voltage power distribution systems inside both the Central Plant (CP) and Main Power House (SDG&E point of connection) and between these two buildings. All power generation related infrastructure (i.e. Cable, cable testing, communication cabling, fiber, battery charging circuits, interlocks…) between the Central Plant (CP) and Main Power House. This includes, but is not limited to the supply, support, procurement, remote systems monitoring, equipment monitoring, emissions equipment, emissions monitoring and service, necessary upgrades, preventive maintenance and periodic servicing, fuel management, equipment overhaul, maintenance, repair, replacement, the completion of all required forms including the California Energy Commissions’ CEC-1304, and complete central plant operation. See Exhibit VII – Condition Assessment for a partial list of existing equipment and a current condition assessment of each item listed.

II. CP DESCRIPTION

The CP currently provides 1.5 Megawatts of electrical power, and at award or shortly after award of this RFP, a chilled water capacity of 2000 tons. The plant was designed with an “n+1” philosophy and the college expectation is that the philosophy shall be carried through the duration of this agreement. Any one of the major components, such as a generator, chiller, or main pump, can be out of commission at any time and the plant will still be able to provide electrical demand and adequate chilled water, with SDG&E utility supplied power.

The plant has a tie into San Diego Gas and Electric (SDG&E) for 12kV electrical service, metered at Time of Use – ALTOU-Industrial rate schedule. A copy of a sample billings are contained in Exhibit II.

The CP includes the following major components:

1. Power Generation and Distribution

a. Two (2) Waukesha L7042GSI VHP, 750 kW, 12kV Natural Gas generator sets b. Three (3) Alan Bradley PLC Controls c. Wonderware InTouch graphical user interface and computers d. Engine Control Switches (ECS) e. Paralleling Switchgear and transfer switches f. Synchronizing panels and interlocks

2. Chemical Treatment

a. Chemical controller and chemical feed system

3. Emissions Control and Monitoring

a. Two (2) emission control systems from Emission Compliant Controls Corporation consisting of:

i. Silencers and catalyst ii. ECOM J2KN Pro Gas Analyzer

iii. Probes

4. Chilled Water Production

a. One (1) York 600 ton Centrifugal Chiller b. One (1) York 1000 ton Centrifugal Chiller



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c. One (1) Thermax 375 ton LT38T High Efficiency, PROCHILL®, Hot water fired Absorption chiller

d. One (1) 400 ton Single Effect, Hot Water Absorption Chiller to be install before or just after the award of this agreement; all repair and maintenance and operation costs must be included with this RFP response

e. Pumps, Control Valves, and Variable-Frequency Drives (VFDs) f. Refrigerant Monitoring/Alarm system g. Chemical controller and feed system (Wallchem) h. Cooling tower chemical treatment i. Cooling tower water filtration sand filter j. Thermal Energy Storage, TES tank (currently inactive, requires testing and monitoring for

future use) i. Pumps

ii. Dehumidifier iii. Bottled Salt Medium

5. Heat Rejection

a. Two (2) Marley 108719003-NC Stainless Steel Cooling Towers b. Two (2) Cane engine exhaust heat exchangers c. Two (2) Engine jacket water plate heat exchangers d. Two (2) Engine auxiliary water heat exchangers e. Jacket Water Radiators f. Pumps, Control Valves, and VFDs

6. Engine Room Space Cooling

a. Four (4) Roof mounted Direct Evaporative Coolers b. Two (2) Roof mounted Exhaust Fans

7. Electrical Switchgear and Chiller Room Cooling

a. Six (6) Exhaust Fans

8. Building automation system

a. Computrols

b. Complete BacNet, N2 or Modbus integration of all future or replacement equipment to Computrols

9. Sewage Ejection Pump Station

a. Dual pump sump system. Central Plant does not have gravity sewer drainage.

10. Fire Alarm

Notifier (maintained by the college)

11. The major sub-systems that make up the CP are as follows:

a. Chilled Water System:

i. The purpose of the chilled water system is to provide chilled water to the college campus air handling units and related systems.

ii. The CP Chilled Water (CHW) system is a primary-secondary loop arrangement.

iii. The chilled water system consists of absorption and centrifugal chillers as described in II-3 above. The 600 ton centrifugal chiller and all chilled water pumps are VFD driven and controlled by the Computrols Energy Management System.



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1. The absorption chillers act as a pre-cooler for the centrifugal chillers and are pipe in a “series’ configuration upstream of the centrifugal chillers. When campus wide thermal load permits, the absorption chiller(s) can satisfy the chilled water production requirements.

2. During thermal loads in excess of 375 tons, the 600 ton centrifugal chiller will run in series when the load permits with the absorption chiller to satisfy the campus wide thermal load.

b. Condenser Water System

The purpose of the Condenser Water System is to provide cooling water for the absorption and centrifugal chiller condensers.

c. Engine Waste Heat Rejection System/Hot Water Production

1. Engine jacket water and exhaust heat are captured with plate exchangers and Cane exhaust heat capture systems and is used in conjunction with the gas fired boilers when necessary to heat the campus wide hot water loop, thereby satisfying the colleges’ need for building heat, domestic hot water and pool heating.

2. The Hot Water System is a closed loop water system.

d. Electronic Control Systems

i. The purpose of the electronic control systems is to manage both chilled/hot water production as well as controlling pressures and flow.

e. Building Automation System

i. The Computrols Energy Management System provides campus wide control of all HVAC systems.

In addition to the components and sub-systems contained within the CP site, all of the 12 kV electrical cables, switches, oil and air cooled transformers in and between both the CP and Main Power house are a part of the maintenance responsibilities of the successful bidder, and required to be included in your RFP response.

III. DESCRIPTION OF REFRESH EQUIPMENT AND SYSTEMS BY YEAR

Include in your RFP response, all costs for the maintenance, repair and or replacement of the systems and or equipment as outlined below, in addition to all other previously outlined requirements.

This refresh shall be accomplished as described below and is required to be included the RFP response.

1. Year One (1) Required Equipment Refresh:

i. Refresh with most recent Wonderware InTouch GUE software and Wonderware Toolkit as necessary to upgrade to the most recent version.

ii. Update graphics and programing as necessary to allow for the viewing and control of all systems at the desktop and via remote access. Provide provisions for the college to remote access to all systems.

iii. Provide MODBus connection of all Engine PLC points to the Building Management System

iv. Replace two (2) desktop computers and four (4) monitors with new to be Windows 8 or better as recommended by Wonderware, program and load all new required software.



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v. Replace one (1) laptop computer with new laptop computer Windows 8 or better as recommended by Wonderware; to include software, programing and remote access and necessary 232 ports and cabling to connect to all plant equipment.

vi. Provide all necessary hardware and software to connect the Thermax Absorption chiller via MODBus or communication protocol as defined by Computrols, to the colleges’ energy management system.

vii. Install 24 new 6.90.23 Type K thermocouple in each of engine 1 and engine 2 heads and all rails, wiring harness, wiring brackets, conduit and miscellaneous parts to provide monitoring of exhaust manifold temperatures. Provide all programing, PLC I/O cards and mounting supports necessary to install additional cards to interface the new thermocouples to the existing PLC systems and as necessary to acheeve continues temperatures monitoring of the thermocouples on both engines.

viii. Re-install a new Waukesha detonation monitoring system to replace removed system.

ix. Paint all outdoor condenser piping and clearly label supply and returns

2. Year Two (2) Required Equipment Refresh:

i. Install start-up and commission three (3) new secondary CHW pumps to replace the three (3) existing Bell & Gossett 2285 pumps (new pump size shall be engineered based on the contractor engineering study which shall be submitted to the college for review and comment prior to installation.)

ii. Install start-up and commission two (2) new CHW pumps to replace the two (2) existing WEG pumps (new pump size shall be engineered based on the contractor engineering study which shall be submitted to the college for review and comment prior to installation.)

iii. Install start-up and commission new HW pumps to replace all existing HW pumps (new pump size shall be engineered based on the contractor engineering study which shall be submitted to the college for review and comment prior to installation.)

iv. Install start-up and commission a new CHW filtration system to include epoxy coated tank, backwash controller (connection to EMS), pump filter media and all other labor, material and equipment required to provide a complete operational system.

v. Install, start-up and commission two (2) new gas fired boilers to replace the two (2) existing parker 54547 boilers

vi. Install, start-up and commission one (1) new filter pump to replace the one (1) existing Bell & Gossett pump (size new pumps to meet the required demand)

3. Year Three (3) Required Equipment Refresh:

i. Replace the two (2) Chan units

ii. Replace the two (2) air compressors to include air dryers

4. Year Four (4) Required Equipment Refresh:

i. Epoxy Coat Floors in both the chiller and engine rooms

5. Year Four (5) Required Equipment Refresh:

i. Replace two (2) desktop computers and four (4) monitors with new to be equipped with the latest Windows and as recommended by Wonderware, program and load all new required software.



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ii. Replace one (1) laptop computer with new laptop computer with the latest Windows and as recommended by Wonderware, program and load all new required software and confirm remote connection.

IV. OPERATIONAL COST OPTIMIZATION

The generators are currently designed to operate on a 24/7 basis, the College understands that the successful bidder will need to familiarize themselves with the normal operation of the Central Plant before making recommendations for the most efficient and economical way to operate the plant.

Therefore, CONTRACTOR will run the CP, as currently operationed, for a period of one (12) months to allow the CONTRACTOR time to analyze the characteristics of the CP operations including seasonal shifts, and determine if there are changes to the plant control scheme, equipment operational parameters that will result in a decrease of purchased utilities, and or an increase to plant efficiencies or reduced operating cost to the college. Following the twelve (12) month evaluation period, twice each year, in March and September, CONTRACTOR can formally propose recommended changes that might result in a net cost reduction in KWh and KW demand costs to the College. Items that can be considered for operational modification include, but are not exclusive to:

1. Generator shutdown 2. Generator loading / unloading sequencing 3. Generator load levels reset by time of day or date 4. Chilled and or Hot Water supply temperature set points or differential pressures, set point resets 5. Air Handler discharge temperature set point resets

Any changes which could involve conditions that could result in the CP operating outside of SCAQMD permit specifications or that violate any Federal, State, or local environmental ordinances, will not be considered, and should not be recommended.

Changes mutually agreed to by the College and CONTRACTOR will need to be in place and tested prior to May 1st. Changes that produce undesirable operating conditions will not be allowed.

CONTRACTOR shall prepare a monthly report and affidavit showing detailed cost summaries for energy production and fuel usage. These documents will contain data related to monthly KW production, monthly KW SDG&E Import, SoCal Gas Import, and monthly natural gas usage and KWh the college is spending for energy, see EXHIBIT VIII – Run Time Logs for sample documents.

V. PARTS AND CONSUMABLE SUPPLIES

1. CONTRACTOR shall recommend stock levels of all critical OEM spare parts and consumable items necessary to maintain the central plant equipment and generator sets for a period of 12 months of continues usage; this recommendation shall be based on actual data from past usage, or when past usage data is not available, the CONTRACTORS’ best practices and experience. The college shall review the recommendations and approve them prior to the contractors’ procurement. The contractor is responsible for purchasing all necessary supplies, parts, tools, consumables and any other items necessary for the operation of the Central Plant. OEM parts will be used unless approved by the college prior to procurement and only if the OEM parts are unavailable. Any part or supplies not available in OEM shall be submitted to the College for review and approval prior to procurement and substitution.

2. CONTRACTOR must monitor stock levels and replenish parts and supplies taking into account realistic procurement and transportation lead times, so as to avoid a condition of a zero balance of any normally stocked item. The parts and supplies to be managed include but are not limited to; filters, acids, coolants and lubricants and any other supplies and/or parts that could reasonably be expected to fail within one year, such as hoses, belts, clamps, fuel injectors, switches, cables,



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connectors, gaskets, EGT sensors, seals, bearings, etc. CONTRACTOR's supply management shall be consistent with the College policies and procedures for requesting, receiving, storing, inventorying and issuing of supplies. The College will provide storage space for these spare parts and at the Colleges discretion may require the CONTRACTOR to increase stock levels to a level the College find adequate.

VI. PERFORMANCE MONITORING AND TESTING

The CONTRACTOR shall perform continuous monitoring and testing as required by manufacture recommendations and schedule intervals. The CONTRACTOR shall use the college work order system and create within the work order system a complete data base to allow for the creation and tracking of preventative maintenance tasks

Centrifugal Chiller maintenance, test, tube bundle cleaning, oil sampling/testing, refrigerant sampling/testing, inspection of Belzona coating and visual inspections shall be performed at a minimum every 12 months. Eddie Current testing shall be performed at a minimum every 24 months.

Absorption Chiller maintenance, refrigerant purge, test, tube bundle cleaning, brine sampling/testing visual inspection and inspection of coating shall be performed at a minimum of every 12 months or as required by equipment manufacture. Eddie Current testing shall be performed at a minimum every 24 months.

Cogeneration heat exchange equipment shall be continuously monitored for performance and opened and visually inspected at a minimum of every 12 month to verify that there is no scaling in the plate exchangers and no cracking in the Chane heat exchange units, bypass baffles and controls which could affect performance.

VII. MONITORING PROGRAM

A monitoring program shall be established after the CONTRACTORS’ 6 month analyzation of the central plants current operational characteristics as defined above and in Attachment “A” VI Operational Cost Optimization. This will compare the performance of major equipment and overall system with performance and a CONTRACTOR defined operational standard. This comparison will be the basis for analyses of deviations and proposals for remedies. A reference test standard shall be defined and plant performance testing shall be initiated to test performance in comparison with a standard. CONTRACTOR may develop a reporting format or utilize one provided by the College.

1. Test items and test duration: Monitoring device calibration shall be performed annually. Testing shall be performed annually. The list of monitoring and test items shall be included in the proposal and follow the general testing standard and recommendations provided by suppliers.

2. Measuring points and location: Prior to performance monitoring, the availability of the measuring equipment shall be verified and calibrated to an acceptable tolerance. A list of measuring points will be provided by CONTRACTOR in order to conduct the monitoring and testing during the operation period. CONTRACTOR may develop a list by referring to the information provided in the manuals and collaboration with the College’s Project Manager. The list of measuring points shall include a list of all instruments that are available at site and are useful for the monitoring, and detailed drawings in order to study the location of measurements and the possibility to install portable devices during the monitoring. Instrumentation and measurement uncertainty: An uncertainty analysis shall be performed prior to the test. The performance test code always establishes a limit for each required measurement uncertainty. A post-test uncertainty analysis should be performed to assure that the actual test has met the requirement of test code. The overall test uncertainty will be calculated in accordance with defined procedure and by the specified standard.



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3. Computation of results: Determine the power output and heat rate at specified conditions. Recorded data used for computation of the results is the average value of the readings during a single test run. Instrument and other corrections may be necessary to apply before using these data.

4. Result evaluation: The results of the monitoring will be used in calculating the different parameters such as fuel flow and efficiency. All results will be adjusted based on correction curves. These correction curves are normally included in the obligation of the supplier to submit, but, if not available, they can to some extent be replaced by standard correction curves from different standards. During performance monitoring, an overall check of the status of actual measuring shall be made before any decision on more detailed measuring is taken. Only if recorded measurements indicate differences and/or uncertainties in values, a more detailed measuring program shall be elaborated for a renewed calculation of efficiency.

Deviations in the efficiency can normally be deduced from deviations in important parameters. These parameters also give an indication of the source of deviation. Therefore, very accurate measurements and detailed calculations taking all possible parameters, e.g. according to European Standard DIN 1942, are not required. Normally, readings from the fixed installed instruments are sufficient and the result will be approximate figures for efficiency.

VIII. WARRANTY

1. Monitoring

a. CONTRACTOR will recommend methods to monitor the performance of the gensets, ensuring the operating temperatures, oil pressure, and any other measurement data (as necessary) are within the expected range of normal and shall perform all periodic checks and preventive maintenance, and shall perform periodic servicing that shall be at the minimum as defined by equipment manufacturer or more if required. In such cases, when servicing is performed under a manufacturer's warranty or a separate vendor's contract, the CONTRACTOR shall monitor and serve as a liaison for Saddleback College and shall make and keep records of such servicing. CONTRACTOR shall provide all consumable supplies necessary for servicing. CONTRACTOR shall forecast to Saddleback College when such servicing will be required and shall make and keep appropriate records of when the servicing has been completed.

b. CONTRACTOR will sub-contract to a York/JCI for the test for the periodic monitoring and inspection of all the chillers, ensuring the operating temperatures, oil pressure, and any other measurement data (as necessary) are within the expected range of normal and shall perform all periodic checks and preventive maintenance, and shall perform periodic servicing that shall be at the minimum as defined by equipment manufacturer or more if required. In such cases, when servicing is performed under a manufacturer's warranty or a separate vendor's contract, the CONTRACTOR shall monitor and serve as a liaison for Saddleback College and shall make and keep records of such servicing. CONTRACTOR shall provide all consumable supplies necessary for servicing. CONTRACTOR shall forecast to Saddleback College when such servicing will be required and shall make and keep appropriate records of when the servicing has been completed.

c. After award, CONTRACTOR shall monitor applicable equipment warrantees, ensuring no warranty provisions are violated and shall coordinate with Saddleback College, any warranty claims with the equipment vendor. CONTRACTOR shall ensure that all operation and services of warranted equipment is in agreement with the applicable warranty provisions.

2. Anticipated Warranty Coverage Periods

a. Cooling Towers and pumps 2013-2014* b. 400 ton absorption chiller 2013-2014*



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c. Absorption chiller pump 2013-2014* d. Sand filter and air compressor 2013-2014* e. Chemical feed systems and equipment 2013-2014*

*These systems and equipment will be installed as a part of the new Science Building and shall be in place at or around the time this RFP is awarded. As defined above, the CONTRACTOR shall be responsible for coordinating all warranty issues through the coverage period. At the conclusion of the warranty period the CONTRACTOR shall assume full responsibility for the maintenance and repair of all systems and equipment per the manufactures recommendations.

IX. REPORTING REQUIREMENTS

1. CONTRACTOR shall list, as outlined above, reports that will be generated, including their frequencies, to include operating logs, forecasts of gen-set service, reports of repairs needed and completed, service logs, fuel consumption reports, recommendations for other than OEM parts and components and/or consumables, monthly KW production, monthly KW SG&E Import, monthly SoCal Gas natural gas usage, etc.

2. CONTRACTOR shall work under direction of the Saddleback College Manager or his designee. CONTRACTOR shall report immediately to the Saddleback College Manager any unplanned shutdowns, electrical emergency or potential safety hazards or failures and follow-up this notification in writing as soon as possible.

3. CONTRACTOR shall notify the Saddleback College Manager and/or Central Plant Main Administrator at 949-582-4880 or Ext. 4880 from a college phone of any equipment malfunction within three (1) hour of the CONTRACTOR’s observation/alarm notification of the equipment failure.

X. QUALITY CONTROL

CONTRACTOR shall provide a schedule to meet with the College Manager, or designated representative. Mutual effort shall be made to resolve any and all problems identified. The College will monitor the CONTRACTOR's performance in each functional area under this CONTRACT and reserves the rights to use whatever additional surveillance procedures are deemed appropriate. If the CONTRACTOR fails to perform according to the performance standards, a Notification of CONTRACT Deficiency or CONTRACT Deficiency Report will be issued by the College Manager. CONTRACTOR shall explain, in writing, why the performance standards were not adhered to and how recurrence of the problem will be prevented in the future.

The College reserves the right to have an independent third party audit CONTRACTOR operations and prepare and/or review reports and documentation. CONTRACTOR shall be responsible for all Quality Assurance/Quality Control (QA/QC) reporting and for all other reports required by SCAQMD, and all other authorities having jurisdiction, and shall be responsible for all fines or penalties levied by SCAQMD, California Energy Commission, C.A.R.B. or any other agency having jurisdiction.

XI. TRAINING

1. CONTRACTOR will provide all staff to be posted at the Saddleback College CP with training in the following disciplines at a minimum; the college must approve any exceptions in writing. All requests shall be accompanied by a training schedule which outlines the areas of deficiency and the upcoming schedule training and completion dates.

a. Waukesha Certification in Gas Engine Technologies GET & VHP Technologies; preferably Waukesha Gold Wrench Certification.

b. Thermax Absorption chiller c. York factory centrifugal chiller training d. 70E electrical safety



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e. Medium voltage (12 KV) system and safety training f. Emissions testing and certification

2. CONTRACTOR will propose a training schedule for the CONTRACTOR’s staff that does not have sufficient training in a designated discipline prior to deployment, unless an exception is approved in writing by the college.

3. If the CONTRACTOR does not have staff with the above minimum qualifications, they may provide subcontractors with the necessary qualifications. The College reserves final approval of any such subcontractor and its staff. If for any reason the College feels that the proposed subcontractor or its staff is not acceptable the CONTRACTOR shall seek another subcontractor until the College approves the selection. The College shall not be responsible for any levies, fines, or penalties related to withholding approval of any subcontractor the College does not find acceptable. The College will not withhold approval of any subcontractor without cause.



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XII. SYSTEM SCHEMATICS are included in Exhibit IV.

XIII. COLLEGE’S OBLIGATIONS

The College shall provide reasonable means of access to the site. The College shall coordinate the operation of its existing facilities at the Project Site to permit CONTRACTOR to perform the work required under the CONTRACT. CONTRACTOR shall be permitted to control and/or operate all facilities or equipment necessary to perform the services herein described at a time and date approved by the College 7 days prior to commencement of work.

The College shall be responsible to provide the following:

1. During the term of this CONTRACT, the College shall not perform any maintenance on the equipment or otherwise modify the equipment or any equipment related to the Project Site in any way that would alter, modify or change the configuration or operation of the equipment as originally installed without providing the CONTRACTOR with 30 days written notice.

2. In the event of an emergency, the College shall allow the CONTRACTOR to immediately shut down operation of equipment when there is an appreciable risk that continuing operations will result in significant damage to the equipment, cause personal injury or will result in any violation of any applicable permits or laws relating to the operation of the equipment. This will not relieve the CONTRACTOR of any terms of this agreement including but not limited to fines or penalties levied as a result of said shutdown.

3. The College assumes primary responsibility in notifying CONTRACTOR in the event of an emergency. If an emergency occurs after CONTRACTOR’s normal business hours, the College shall contact the CONTRACTOR on the After Hours Response Line number provided by the CONTRACTOR. If an emergency occurs during normal working hours, then the College shall contact CONTRACTOR’s on site personal.

4. Fire Alarm System components and operation.

5. Computrols system components and operation.

6. Daily custodial cleaning of the restroom. CONTRACTOR will be responsible for the removal and disposal of all trash and debris.

7. Landscaping and Landscaping Maintenance

8. Two CONRACTOR parking spaces

9. Work space for CONTRACTOR provided and maintained computers

10. Internet access

11. College Phone



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ATTACHMENT B CONTRATOR’s PRICING

I. COMPENSATION

This is a FIRM FIXED PRICE, CONTRACT between the District and CONTRACTOR for services defined in Attachment A - Scope of Work and all Exhibits and Addenda. Labor rates will be paid according to negotiated rates but not less than prevailing wage, and subcontracts and parts shall be paid for and provided to the college by the CONTRACTOR.

CONTRACTOR For parts and/or services not in the CONTRACTOR’s scope, the CONTRACTOR must approve all line item costs in writing to the College Manager prior all expenditures. The College reserves the right to subcontract and/or buy parts and/or services directly (without paying a mark-up or pass-through fee to the CONTRACTOR) any College facilities.

CONTRACTOR agrees to accept the specified compensation as set forth in this CONTRACT as full remuneration for performing all services and furnishing all staffing, labor, insurance and bonds, vehicles, equipment, tools, materials, overhead, travel, any reasonably unforeseen difficulties which may arise or be encountered in the execution of the services, etc., until acceptance by College.

CONTRACTOR shall only be compensated as set forth herein below for work accepted by the College and performed in accordance with the Scope of Work under an authorized Purchase Order. The District shall have no obligation to pay any sum in excess of total CONTRACT firm fixed amount specified, unless authorized by amendment in accordance with Article “C” – Amendments.

II. FEES AND CHARGES

CONTRACTOR to provide hourly rate sheet for all staff for possible future Change Orders. CONTRACTOR to provide hourly rate sheet for all subcontractors for possible future Change Orders. CONTRACTOR to update the hourly rate sheets annually.

III. WITHHOLDINGS

The District shall retain the right to withhold all payments should any provision of this CONTRACT not be deemed to be completed in a satisfactory manner or in accordance with this CONTRACT by the College. If payment is withheld, the College Manager shall notify CONTRACTOR in writing of the reason(s), and what action is required before payment will be made. Otherwise, the District shall make payment within 30 days after receipt and approval by of the invoice by the College.

IV. INVOICING

a. Request for Payment: CONTRACTOR is to provide an invoice for the period of service to the Saddleback College Manager for approval and processing.

i. Payment application shall match the Schedule of Values provided by the CONTRACTOR with their RFP response broken down by month and year.

ii. As a part of the Scheduled of Values or as a separate attached document, the contractor shall provide a brief outline of major work planed for each payment application.

iii. Each pay application submitted by the contractor shall include lean releases from each contractor and supplier who has performed work or provided materials to the site even if the subcontractor or supplier has not filed a preliminary lean or lean prior to College receipt of payment application.

iv. Each pay application shall include certified payroll for the billing period.



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b. Request for Payment Forms: Request for Payment form shall be divided according to the tasks set forth in the Attachment A to the CONTRACT. Responsibility for providing an acceptable invoice to the College for payment rests with CONTRACTOR. Incomplete or incorrect invoices are not acceptable and will be returned to CONTRACTOR for correction. A proper invoice shall include all appropriate documentation and information as may be required elsewhere in this CONTRACT.

c. Frequency: CONTRACTOR shall request payment for work performed once per month with required supporting documentation and to the reasonable satisfaction of the College.

d. Status Report: A Scope of Work status report shall be submitted at the same time as submission of each Request for Payment. This status report shall include a written narrative of work performed during the invoicing period.

e. Payment: the District shall be responsible for remitting payment within 30 calendar days of the date of receipt of an invoice in a format acceptable to the College, and verified and approved by the College.

f. Services: Billing shall cover services and/or goods not previously invoiced

g. Hourly Rate: Required elements to invoice for the hourly rate include the following: Timesheets of the staff showing hours worked and the person’s name and classification/title.

h. Classifications/Titles: CONTRACTOR’s employee’s name and classification/title must agree to the title stipulated in Attachment B and Attachment C of the CONTRACT.

i. Reimbursable: There are no reimbursable items as a part of this RFP.

j. Disclaimer: Payments made by the District shall not preclude the right of the College from thereafter disputing any items or services involved or billed under this CONTRACT and shall not be construed as acceptance of any part of the goods or services.



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ATTACHMENT C Staffing Plan

(Add additional lines if needed)

1. Key Personnel Staff to perform CONTRACT duties (attach a separate sheet if additional space is necessary)

Name Classification/Title

2. Alternate staff - Subcontractor(s) (for use only if primary staff are not available) (attach a separate sheet if additional space is necessary)

Name Classification/Title

Substitution or addition of CONTRACTOR’s key personnel in any given category or classification shall be allowed only with prior written approval of the College Manager.

CONTRACTOR may reserve the right to involve other personnel, as their services are required. The specific individuals will be assigned based on the need and timing of the service/class required. Assignment of additional key personnel shall be subject to the College Manager approval. The College has final approval of any other personal including subcontractors and reserves the right to have any of CONTRACTOR personnel or subcontractor removed per Article 16 – CONTRACTOR’s Project and Key Personnel.



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3. Alternate staff – Preferred College Subcontractor(s)

a. Below is a list of College preferred Subcontractors

College Preferred Companies Classification / Trade / Focus Hampton Tedder Medium Voltage Electrical testing, inspection

and repair EAI – Economic Alternatives, Inc. Water treatment services Support Product Services Catalyst Maintenance and Cleaning Support Product Services Emission analyzer testing & calibration ECCC – Emission Compliant Controls Corp. Engine Maintenance and Repair Waukesha – Pearce Industries, Inc. Engine Maintenance, Repair and Parts Total Air Analysis Source Testing CPR Industries Inc. Compressor parts and repair JCI/York Complete chiller services Parker Boiler Boiler testing, inspection and repair Condenser & Chiller Services, Inc. Eddy current analysis

b. In accordance with Article I - “Assignment or Subcontracting”, in the space provided, provide complete list of Subcontractor(s) that the CONTRACTOR anticipates will be providing services or performing services specified in this CONTRACT.

Proposed Sub-Contractors Classification / Trade / Focus Medium Voltage Electrical testing, inspection

and repair Water treatment services Engine Maintenance and Repair Cat service / Emission analyzer testing &

calibration Source Testing Complete chiller services Boiler testing, inspection and repair



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ATTACHMENT D SCHEDULE OF DEDUCTIONS

The table below lists base tasks and frequencies for a deduction from an invoice for the failure to complete a scope of work task. The costs identified below serve as base amounts and can be adjusted upwards or downwards based upon the severity of the impact of the incomplete work*#.

TASK FREQUENCY COST Preventative Maintenance on (2) Waukesha Natural Gas Generators/Panel Controls/Engine Controls/Switchgear

Per manufacturer's scheduled recommendations

$2,000 per piece of equipment Each instance

Preventative Maintenance on (1) Carrier 1000 Ton York Centrifugal Chillers



Preventative Maintenance on (1) Carrier 600 Ton York Centrifugal Chillers



Preventative Maintenance on (1) Thermax 380 Ton Absorption Chillers



Preventative Maintenance on (1) Future 400 Ton Absorption Chillers



Preventative Maintenance on Two Cooling Towers (2) Cain exhaust heat exchangers/(2) water jacket plate heat exchangers/(2) auxiliary coolant controller and pumps



Preventative Maintenance on (4) Evaporative Coolers/(2) Exhaust Fans/(1) single room air conditioner in CONTRACTOR office


$500 per piece of equipment Each instance

Preventative Maintenance on Electronic control systems (Waukesha, Alan Bradley PLC, VFDs, SCADA System)


$500 per piece of equipment Each instance

Inadequate records available for SCAQMD inspection and or failure to report “Out of Compliance” to SCAQMD Each instance

$1,000 each instance, plus all fines

Failure to stock routine parts in inventory leading to system inoperability Each instance Variable up to $1,000.00Failure to notify Saddleback College of adverse operation conditions as outlined in Section VII, Reporting Requirements, Item 4. Each instance $200Fine from SCAQMD due to emission violations which can be attributed to Contractor’s negligence in plant maintenance or operation. Each instance 100% of total fine

Excessive utility power demand due to unavailability of equipment which can be attributed to Contractor’s negligence. Each instance

Cost differential between SDG&E billed demand charges and SDG&E charges incurred when the CP is operational (ratchet charge for the duration of one (1) year).



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*CONTRACTOR will not be liable for fines from emission violations due to unforeseen (act of God) events outside of the control of the CONTRACTOR.

#CONTRACTOR will not be liable for additional SDG&E feed costs above the 200 KW continuous, minimum level feed in the event of the College ordered shutdowns of equipment, insufficient natural gas availability to power the generators, or other unforeseen (act of God) events outside of the control of the CONTRACTOR.

The College reserves the right to impose additional deductions based on material CONTRACT deficiencies found. In addition, each deduction taken may also incur an administrative fee of $150.00 for administrative processing time.



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EXHIBIT I AQMD’s ENFORCEMENT AUTHORITY

Enforcing Health Standards

Background on Emission Sources

Federal, State Enforcement Mandate

Statutory Penalties for Air Pollution Violations

$1,000 per Day or as may be imposed at the time of violation by the AQMD’s Enforcement authority





Violations of Variances and Orders for Abatement

Falsifications of Records

Policy of Judging Each Violation Individually

ENFORCING HEALTH STANDARDS

Under both federal and state law, the SCAQMD is under a legal obligation to make and enforce air pollution regulations. These regulations are primarily meant to ensure that the surrounding (or ambient) air will meet federal and state air quality standards. However, Air Quality Management District (AQMD) also has broad authority to regulate toxic and hazardous air emissions, and these regulations are enforced in the same manner as those which pertain to the ambient air quality standards.

These ambient air standards are health-based and concern the following six air contaminants: sulfur dioxide, lead, ozone, nitrogen dioxide, carbon monoxide, and fine particulate matter.

These standards are designed to protect the most sensitive persons from illness or discomfort with a margin of safety. The four-county region within AQMD's jurisdiction complies with standards for the first two, but fails to meet standards for the other four. In addition, AQMD must meet California standards for hydrogen sulfide, sulfates, and vinyl chloride, as well as state standards for visibility.

California requires a reduction in district-wide emissions of five percent or more per year until these standards are met. California has also set statewide emission limitations for odor or unhealthful emissions, visible emissions, open burning, sandblasting, gasoline vapors, and incineration of toxics.

BACKGROUND ON EMISSION SOURCES

Carbon monoxide (CO) is formed by the incomplete combustion of fossil fuels and comes almost entirely from automobile exhaust. Carbon monoxide can cause dizziness and fatigue, and can impair central nervous system functions. Controls on indirect sources which attract automobiles, such as places of employment and shopping centers, reduce the amount of CO in the surrounding air.

Nitrogen dioxide (NO2) and other oxides of nitrogen (NOx) are formed as a result of fuel combustion under high temperature or pressure, and they contribute to the problems of ground-level ozone, fine particulate matter, poor visibility, and acid rain. Nitrogen dioxide decreases lung function and may reduce



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resistance to infection. Controls on fuel combustion, particularly internal combustion engines and large stationary sources such as power plants and refineries, reduce the concentrations of NOx in the surrounding air.

Ozone is formed by photochemical reactions between oxides of nitrogen and volatile organic compounds (VOC). VOCs are formed from the incomplete combustion of fuels and from evaporation of organic solvents. Elevated ozone levels in the air we breathe (as opposed to in the upper atmosphere where it protects us from harmful radiation) result in reduced lung function, particularly during vigorous physical activity. This health problem is particularly acute in children because their lungs are not fully developed and they don't always recognize the symptoms that would warn adults of the effects of ozone.

Reducing ozone levels involves controlling both NOx and VOC emissions. NOx controls were described above. Typical VOC controls include reducing the VOC content of paints and solvents, and controlling fumes from gasoline pumping, auto body painting, furniture finishing, and other operations that involve organic chemicals and solvents.

PM10 refers to small suspended particulate matter, 10 microns or less in diameter, which can enter the lungs. These small particles can be directly emitted into the atmosphere as a by-product of fuel combustion; through abrasion, such as wear on tires or brake linings; or through wind erosion of soil. They can also be formed in the atmosphere through chemical reactions. The particles may carry carcinogens and other toxic compounds, which stick to the particle surfaces and can enter the lung. PM10 is reduced directly by controls on fugitive dust and indirectly by controls on all other pollutants which contribute to the formation of particles.

FEDERAL AND STATE ENFORCEMENT MANDATE

AQMD was created by the state legislature to facilitate compliance with the federal Clean Air Act and to implement the state air quality program. Under the federal Clean Air Act, the Environmental Protection Agency (EPA) is required to develop health-based air quality standards applying to all of the states, which it has done, as described above.

The states are required to report to EPA on whether they meet the standards and to prepare "State Implementation Plans" (SIPs) for attainment and maintenance of the standards.

If a state or an area within it does not meet the standards, the plan must contain provisions for emission limitations and controls, emission reductions pending attainment, and a permit program for new and modified equipment or devices which emit or control the emission of air pollution.

In its SIP a state must provide assurances that it will have adequate personnel, legal authority, and funding to implement and enforce the plan. Finally, the plan must be approved by the federal government.

If a state submits an inadequate SIP or fails to attain the standards by the deadlines established by the EPA, the consequences could be severe, including the imposition of a Federal Implementation Plan, a construction ban on certain new or modified sources, or a citizen's suit to enforce the state plan.

The state legislature conducts regular audits of AQMD activities to ensure that this will not happen. Contrary to what people might think, the AQMD exists solely to implement state and federal law for the purpose of protecting public health. If it fails to do this, however, both the state and federal government may assume authority over the AQMD's regulatory program.

STATUTORY PENALTIES FOR AIR POLLUTION VIOLATIONS

Air pollution violations may result in either criminal or civil liability. AQMD does not criminally prosecute air pollution violations. Criminal cases are referred to state, county or city attorneys. In deciding whether to refer a case for criminal prosecution, AQMD will consider such factors as the type and severity of the violation, the state of mind of the violator, and the harm or risk of harm to the public created by the violation. Relevant criminal penalties are contained in California Health and Safety Code sections 42400, 42400.1, 42400.2, 42400.3, 42400.3.5, and 42400.4.



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AQMD's enforcement authority for civil penalties, as required by the State Implementation Plan, can be found in the California Health and Safety Code Civil Penalties sections 42402, 42402.1, 42402.2, 42402.3, 42402.4, and 42402.5.

$1,000 PER DAY STRICT LIABILITY

Under Section 42402(a), a person is strictly liable for a civil penalty of $1,000 per day for violating any provision of the Health and Safety Code section within Part 4 of Division 26 of the code or any order, permit, rule, or regulation of a district, including a district hearing board, or of the state Air Resources Board issued pursuant to Parts 1 through 4 of Division 26 of the code.

What this means in plain language is that a person who violates any provision of the Health and Safety Code or an AQMD rule, regulation, order or permit is strictly liable for a civil penalty of $1,000 per day.

$10,000 PER DAY

Under Section 42402(b), a person may be liable for a civil penalty of up to $10,000 per day if that person has violated any Health and Safety Code section in Part 4 of Division 26 of the code, or any order, permit, rule, or regulation of a district, including a district hearing board, or of the state Air Resources Board issued pursuant to Parts 1 through 4 of Division 26 of the code.

What this means in plain language is that a person who violates an AQMD rule, regulation, order, permit condition or applicable state law, will be subject to a civil penalty of up to $10,000 per day unless the violator can establish that the violation was not the result of intentional or negligent conduct. If the violation involves the emission of air contaminants, the penalty could be higher than $10,000 per day.

$25,000 PER DAY

Under Section 42402.1, a person may be liable for a civil penalty of up to $25,000 per day if that person has negligently emitted an air contaminant in violation of Part 4 of Division 26 of the code, or any rule, regulation, permit or order of the state Air Resources Board or district board pertaining to emission regulations or limitations.

What this means in plain language is that a person who carelessly, inattentively, or inadvertently violates air pollution rules, causing the emission of air contaminants, will be subject to a civil penalty of up to $25,000 per day. Moreover, if the negligent emission of air contaminants causes actual harm to an individual, a civil penalty of up to $100,000 per day may be imposed.

An example of such a violation would be the use of coatings containing higher levels of VOC than allowed by an AQMD rule by a person who did not make sure that the coatings complied with AQMD requirements.

In addition, if the violation results in a situation of public nuisance under Health and Safety Code Section 41700 which causes injury to the public, the potential penalty increases to $15,000 per day. See Section 42402(c).

$40,000 PER DAY

Under Section 42402.2, a person may be liable for a civil penalty of up to $40,000 per day if that person has emitted an air contaminant in violation of Part 4 of Division 26 of the code, or any order, rule, regulation, or permit of the state Air Resources Board or district board pertaining to emission regulations or limitations, provided the person knew of the emission and failed to take corrective action within a reasonable time under the circumstances. Moreover, if the knowing emission of air contaminants causes actual harm to an individual, a civil penalty of up to $250,000 per day may be imposed.

"Corrective action" means a termination of the emission violation or the grant of a variance from the applicable order, rule, regulation or permit, or compliance with a regulation excusing the violation (such as AQMD Rule 430 applying to the breakdown of equipment).



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What this means in plain language is that a person who violates air pollution rules will be subject to a civil penalty of up to $40,000 per day if the violation causes the emission of an air contaminant and the person knows of the emission but fails to act promptly to halt the emission.

What matters is that there was a violation that caused an emission and the person knew of the emission without acting as quickly as he could have to stop it. The person's knowledge of the emission and the failure to act promptly are the key elements in making this a serious type of violation.

$75,000 PER DAY

Under Section 42402.3, a person may be liable for a civil penalty of up to $75,000 per day if that person willfully and intentionally emits an air contaminant in violation of any Health and Safety Code section in Part 4 of Division 26 of the code or any order, rule or regulation of the state Air Resources Board or district pertaining to emission regulations or limitations.

If the willful and intentional emission of air contaminants causes injury to any person or results in a violation of Health and Safety Code Section 41700 which poses a risk of injury to to any person, one may be liable for a civil penalty of up to $125,000 per day and a corporation may be liable for an amount up to $500,000 per day. If the willful and intentional emission of air contaminants causes great bodily injury or death, a person may be liable for a civil penalty of up to $250,000 per day and a corporation may be liable for an amount up to $1,000,000 per day.

VIOLATIONS OF VARIANCES AND ORDERS FOR ABATEMENT

The penalty statutes discussed above apply as well to violations of variance conditions and Orders for Abatement issued by the district hearing board.

Falsification of Records

AQMD's air regulatory program includes record-keeping requirements which allow AQMD to verify source compliance with air pollution rules and regulations. Section 42402.5 provides a penalty of up to $35,000 for falsifying records with the intent to deceive AQMD.

POLICY OF JUDGING EACH VIOLATION INDIVIDUALLY

As a matter of state law, a judge or jury is obligated to evaluate each violation individually and with reference to all relevant facts and circumstances. This is an important legislative policy that the AQMD follows in negotiating settlements. This policy recognizes that what might be a fair penalty for a large refinery might not be for a three-person metal stamping operation, despite the fact that the same rule was violated.

Under such a policy, AQMD considers such factors as the financial burden to the violator or the action taken to correct the violation, thus allowing a "sliding scale" in negotiating the appropriate penalty. Without such a policy, all violators would have to be treated exactly alike without regard for the factors which can make one violation different from another. The California Health and Safety Code requires that the following factors be considered in assessing civil penalties:

(a) The extent of harm caused by the violation.

(b) The nature and persistence of the violation.

(c) The length of time over which the violation occurs.

(d) The frequency of past violations.

(e) The record of maintenance.

(f) The unproven or innovative nature of the control equipment.

(g) Any action taken by the defendant to mitigate the violation.

(h) The financial burden to the defendant.



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While it is clearly important for AQMD to make and enforce air pollution regulations to comply with federal and state law and to protect public health, it is also important to recognize that the regulated community is made up of all kinds and sizes of businesses.

The legislative policy of individualized attention to air pollution violations allows AQMD to pursue its legal obligations and mandates while carefully and fairly judging all of the circumstances of each air pollution violation.



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EXHIBIT II SDG&E TOU-8 RATES

SUMMER WINTER BILLING AND INTERCONNECT AGREEMENT

See separate attachment



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EXHIBIT III GENERATOR SAMPLE SERVICE LEVELS

The following service tasks may be included in CONTRACTOR’s proposal. These items are only an aid for generating specific service tasks and frequencies and are not in any way intended to supplant Waukesha’s recommended service/maintenance intervals.

I. Motor Generator System

a. Provide maintenance schedules for the following:

Starting batteries and chargers Paralleling control panels Neutral ground resistors Generator disconnect switches Thermographic survey

b. Maintenance Procedures at Daily Interval:

Air Cleaner Restriction - Check Control Panel Assembly - Check Coolant Level - Check Lubricating Oil Level - Check

o External Condition o Leakage o Lubricating Oil Filter o Lubricating Oil Level o Lubricating Oil Pressure o Noise o Breather o Vibration

c. Maintenance Procedures (see OEM manual for a complete list and intervals)

Emissions Testing - Test (O 2 and NOx) All Lubricating Oil Systems Obtain samples from an active low pressure line Monthly and provide lab analysis with 24

hour turn around. Maintain Monthly records of: Oil condition, viscosity, acid number, base number. Wear -

presence of wear metals such as iron, copper, chromium, aluminum, lead, tin and nickel. Contamination - Water content, specific gravity, silicon.

Maintain a trend of the analysis results so that changes are readily apparent. Lubricating Oil and Filter - Change (Filters) Overhead Set - Adjust Batteries - Check Control Panel Assembly - Clean Lubricating Oil Analysis - Test Waste Oil Reservoir - Check Air Cleaner Element - Replace (Flat Panel) Air Filter Dust Collector - Check Bearing, Generator - Check (Lubricate) Emissions Testing - Test (O 2 and NOx) Air Cleaner Element - Replace (Primary Filters) Electrical Connection, Engine - Check Flexible Hose - Check



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Generator, Main - Check (Mounting Cap screws) Lubricating Oil and Filter - Change Supplemental Coolant Additives (SCA) - Test Air Cleaner Element - Replace (Secondary Filters) Camshaft – Check Frame alignment – Check Coolant Plumbing - Check Crankcase Ventilation Re-Circulator Element - Replace Engine Mounts - Check Fuel Filter, NG - Replace Gearbox Coupling - Check (Add grease, If Equipped) Gearbox Coupling - Check (Alignment, If Equipped) Gearbox Lubricating Oil Filter - Replace (If Equipped) Push Rods or Tubes - Check Rocker Lever Cover - Replace (O-ring) Tappet Assembly - Check Turbocharger Axial Clearance - Check Turbocharger Radial Bearing Clearance - Check

d. Maintenance Procedures at Top End Overhaul (see OEM manual for a complete list and intervals)

Air Leaks, Air Intake and Exhaust Systems - Check Back-up Batteries - Replace Coil On Plug - Replace (Extensions) Control Panel Assembly - Inspect for Reuse Cooling System - Flush Cylinder Head - Replace Electrical Connection, Generator - Check Flexible Coupling, Generator - Check Flexible Hose - Check Fuel Filter, NG - Replace Fuel Line Seals, NG - Replace Gearbox Coupling Grease - Change (If Equipped) Gearbox Internal Parts - Check (If Equipped) Gearbox Lubricating Oil - Change (If Equipped) Lubricating Oil Lines - Check Throttle Shaft Bearings - Replace

e. Maintenance Procedures at Intermediate Overhaul (see OEM manual for a complete list and intervals)

After-cooler - Clean Batteries - Replace Bearings, Connecting Rod - Replace Bearing, Generator - Replace Bearings, Main – Replace Connecting Rod Cap screws - Replace Connecting Rod - Check Coolant Thermostat - Replace Cylinder Block Counter Bore - Check Cylinder Liner - Replace Exhaust Manifold Heat Shield - Replace (If Equipped) Exhaust Manifold, Dry - Replace (Bellows) Flexible Coupling, Generator - Replace



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Fuel Regulator, NG Seals - Replace Fuel Shutoff Valve (FSOV), NG Seals - Replace Gear Train Backlash, Front - Check Generator (Alternator) Windings - Clean Lubricating Oil Cooler - Clean Lubricating Oil Pump - Replace Lubricating Oil Thermostat - Replace Piston Rings - Replace Piston - Replace Push Rod or Tubes - Replace Tappet Assembly - Replace Turbocharger - Replace Turbocharger Oil Drain Line - Replace Turbocharger Oil Supply Line - Replace Vibration Damper, Viscous - Test (Fluid Analysis) Water Pump - Replace

f. Maintenance Procedures at Major Overhaul (see OEM manual for a complete list and intervals)

Bearings, Main - Replace Bearings, Thrust - Replace Camshaft Bushings - Replace Camshaft Thrust Bearing - Replace Camshaft Intermediate Gear Assembly - Check Connecting Rod - Replace Cooling System Hoses - Replace Crankshaft Seal, Rear - Replace Frame alignment Generator, Main - Check Lubricating Oil Check Valve - Replace Piston - Replace Rocker Lever Assembly - Replace Starting Motor - Replace Vibration Damper, Viscous - Replace

II. Silencer and Catalyst Maintenance Schedule and Milestones a. Daily Inspections- Operator

Visual inspection

o Change in appearance o Leaks o Unusual noise and Radiant Heat

b. Every 1000 Hours not to exceed two months Scheduled Maintenance

Filters Injection control system Inspect and replace as required

o Sample gas filter o Scavenging air filter

Cooling system air filter Check exhaust gas pressure

c. Every 2000 Hours Scheduled Maintenance

Could list as “1,000 hour scheduled maintenance plus following items”



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Air Compressor Pressure Filter Replace Reactant Filter Clean Sample Gas Filters Replace System Operation and Performance Check

d. Every 4000 Hours Scheduled Maintenance

System Operation and Performance Check Air Compressor Pressure Filter Replace Reactant Filter Clean Sample Gas Filters Replace Enclosure Filters Replace Reactant Pump Clean Reactant Injector Clean and Adjust Differential Pressure Measure Exhaust gas measurements to verify serviceability and compliance with emission

requirements

e. Every 8000 Hours Scheduled Maintenance

System Operation and Performance Check Air Compressor Pressure Filter Replace Reactant Filter Clean Sample Gas Filters Replace Enclosure Filters Replace Reactant Pump Clean Reactant Injector Clean and Adjust Differential Pressure Measure Compressor Vanes Replace Catalyst Inspect and Clean Measuring Cell Calibration Sample Probe Clean

f. Every 8000 Hours not to exceed 12 months Scheduled Maintenance

Air Compressor filter Clean or replace Air Compressor vanes Replace Air conditioner filters Clean or replace Injectors Inspect for buildup Dosing unit air pressure and ball valve Inspect and verify adequate pressure Oxidation Catalyst - Cleaning via vacuum or DI wash Oxidation Catalyst - SEM and XRAYD testing of catalyst to check for poisoning only if

performance has dropped off. SCR Clean via vacuum or wash



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EXHIBIT IV SYSTEM SCHEMATICS




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EXHIBIT V WARRANTIES




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EXHIBIT VI THE COUNTY OF ORANGE CHILD SUPPORT ENFORCEMENT

CERTIFICATION REQUIREMENTS

A. In the case of an individual CONTRACTOR, his/her name, date of birth, Social Security number, and residence address:

Name:

D.O.B:

Social Security No:

Residence Address:

B. In the case of a CONTRACTOR doing business in a form other than as an individual, the name, date of birth, Social Security number, and residence address of each individual who owns an interest of 10 percent or more in the contracting entity:

Name:

D.O.B:

Social Security No:

Residence Address:

Name:

D.O.B:

Social Security No:

Residence Address:

Name:

D.O.B:

Social Security No:

Residence Address:

(Additional sheets may be used if necessary)

"I certify _____________Company Name______________ is in full compliance with all applicable federal and state reporting requirements regarding its employees and with all lawfully served Wage and Earnings Assignment Orders and Notices of Assignments and will continue to be in compliance throughout the term of the CONTRACT with the The College. I understand that failure to comply shall constitute a material breach of the CONTRACT and that failure to cure such breach within 60 calendar days of notice from the the College shall constitute grounds for termination of the CONTRACT.

_____________________________________________________________________________ Authorized Signature Name Title Date



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EXHIBIT VII CONDITION ASSESSMENT




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EXHIBIT VIII Run Time Logs




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EXHIBIT IX AQMD Permits Logs


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EXHIBIT II SUMMER 2012 BILLING

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EXHIBIT II WINTER 2012 BILLING

Revised Cal. P.U.C. Sheet No. 20504-E

San Diego Gas & Electric Company San Diego, California Canceling Revised Cal. P.U.C. Sheet No. 20258-E

SCHEDULE AL-TOU Sheet 1 GENERAL SERVICE - TIME METERED

(Continued) 1C20 Issued by Date Filed Mar 28, 2008 Advice Ltr. No. 1978-E Lee Schavrien Effective May 1, 2008 Senior Vice President Decision No. 08-02-034 Regulatory Affairs Resolution No.

APPLICABILITY Applicable to all metered non-residential customers whose monthly maximum demand equals, exceeds, or is expected to equal or exceed 20 kW. This schedule is not applicable to residential customers, except for those three-phase residential customers taking service on this schedule as of April 12, 2007 who may remain on this schedule while service continues in their name at the same service address. Those three-phase residential customers remaining on this schedule who choose to switch to a residential rate schedule may not return to this schedule. This schedule is optionally available to common use and metered non-residential customers whose Monthly Maximum Demand is less than 20 kW. Any customer whose Maximum Monthly Demand has fallen below 20 kW for three consecutive months may, at their option, elect to continue service under this schedule or be served under any other applicable schedule. This schedule is the utility's standard tariff for commercial and industrial customers with a Monthly Maximum Demand equaling or exceeding 20 kW. Non-profit group living facilities taking service under this schedule may be eligible for a 20% California Alternate Rates for Energy (CARE) discount on their bill, if such facilities qualify to receive service under the terms and conditions of Schedule E-CARE. Agricultural Employee Housing Facilities, as defined in Schedule E-CARE, may qualify for a 20% CARE discount on the bill if all eligibility criteria set forth in Form 142-4032 or Form 142-4035 is met. TERRITORY Within the entire territory served by the Utility. RATES

Description – AL-TOU Transm Distr PPP ND CTC RS TRAC UDC Total Basic Service Fees

($/month) 0-500 kW

Secondary $58.22 I $58.22 I Primary 58.22 I 58.22 I Secondary Substation 16,630.12 I 16,630.12 I Primary Substation 16,630.12 I 16,630.12 I Transmission 84.67 I 84.67 I

> 500 kW Secondary 232.87 I 232.87 I Primary 232.87 I 232.87 I Secondary Substation 16,630.12 I 16,630.12 I Primary Substation 16,630.12 I 16,630.12 I Transmission 338.77 I 338.77 I

> 12 MW Secondary Substation 26,185.08 I 26,185.08 I Primary Substation 26,185.08 I 26,185.08 I Trans. Multiple Bus 3,000.00 3,000.00 Distance Adjust. Fee Secondary - OH 1.23 1.23 Secondary - UG 3.17 3.17 Primary - OH 1.22 1.22 Primary - UG 3.13 3.13

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(Continued) 2C10 Issued by Date Filed Aug 30, 2012 Advice Ltr. No. 2396-E Lee Schavrien Effective Sep 1, 2012 Senior Vice President Decision No. 12-08-007 Regulatory Affairs Resolution No.

RATES (Continued)

Description – AL-TOU Transm Distr PPP ND CTC RS TRAC UDC Total Demand Charges ($/kW)

Non-Coincident Secondary 9.27 I 7.67 (0.09) 16.85 I Primary 8.96 I 7.55 (0.08) 16.43 I Secondary Substation 9.27 I (0.09) 9.18 I Primary Substation 8.96 I (0.08) 8.88 I Transmission 8.87 I (0.08) 8.79 I

Maximum On-Peak Summer

Secondary 2.02 I 5.02 1.07 R 8.11 I Primary 1.96 I 5.43 1.02 R 8.41 I Secondary Substation 2.02 I 0.82 1.07 R 3.91 I Primary Substation 1.96 I 0.20 0.50 R 2.66 I Transmission 1.94 I 0.15 0.50 R 2.59 I

Winter Secondary 0.44 I 4.28 0.15 R 4.87 I Primary 0.42 I 4.35 0.15 R 4.92 I Secondary Substation 0.44 I 0.12 0.15 R 0.71 I Primary Substation 0.42 I 0.04 0.10 R 0.56 I Transmission 0.42 I 0.03 0.10 R 0.55 I

Power Factor ($/kvar) Secondary 0.25 0.25 Primary 0.25 0.25 Secondary Substation 0.25 0.25 Primary Substation 0.25 0.25 Transmission




(Continued) 3C9 Issued by Date Filed Aug 30, 2012 Advice Ltr. No. 2396-E Lee Schavrien Effective Sep 1, 2012 Senior Vice President Decision No. 12-08-007 Regulatory Affairs Resolution No.

RATES (Continued)

Description – AL-TOU Transm

Distr

PPP ND CTC RS

TRAC UDC Total

Energy Charges ($/kWh) On-Peak - Summer

Secondary (0.01219) R 0.00310 0.00698 0.00044 0.00260 R 0.00000 0.00093 RPrimary (0.01219) R 0.00177 0.00698 0.00044 0.00254 R 0.00000 (0.00046) RSecondary Substation (0.01219) R 0.00140 0.00698 0.00044 0.00260 R 0.00000 (0.00077) RPrimary Substation (0.01219) R 0.00025 0.00698 0.00044 0.00245 R 0.00000 (0.00207) RTransmission (0.01219) R 0.00028 0.00698 0.00044 0.00245 R 0.00000 (0.00204) R

Semi-Peak – Summer Secondary (0.01219) R 0.00180 0.00698 0.00044 0.00152 R 0.00000 (0.00145) RPrimary (0.01219) R 0.00104 0.00698 0.00044 0.00152 R 0.00000 (0.00221) RSecondary Substation (0.01219) R 0.00082 0.00698 0.00044 0.00152 R 0.00000 (0.00243) RPrimary Substation (0.01219) R 0.00015 0.00698 0.00044 0.00142 R 0.00000 (0.00320) RTransmission (0.01219) R 0.00017 0.00698 0.00044 0.00142 R 0.00000 (0.00318) R

Off-Peak – Summer Secondary (0.01219) R 0.00143 0.00698 0.00044 0.00122 R 0.00000 (0.00212) RPrimary (0.01219) R 0.00082 0.00698 0.00044 0.00117 R 0.00000 (0.00278) RSecondary Substation (0.01219) R 0.00065 0.00698 0.00044 0.00122 R 0.00000 (0.00290) RPrimary Substation (0.01219) R 0.00012 0.00698 0.00044 0.00117 R 0.00000 (0.00348) RTransmission (0.01219) R 0.00013 0.00698 0.00044 0.00117 R 0.00000 (0.00347) R

On-Peak – Winter Secondary (0.01219) R 0.00259 0.00698 0.00044 0.00219 R 0.00000 0.00001 RPrimary (0.01219) R 0.00147 0.00698 0.00044 0.00214 R 0.00000 (0.00116) RSecondary Substation (0.01219) R 0.00117 0.00698 0.00044 0.00219 R 0.00000 (0.00141) RPrimary Substation (0.01219) R 0.00021 0.00698 0.00044 0.00204 R 0.00000 (0.00252) RTransmission (0.01219) R 0.00024 0.00698 0.00044 0.00204 R 0.00000 (0.00249) R

Semi-Peak – Winter Secondary (0.01219) R 0.00180 0.00698 0.00044 0.00152 R 0.00000 (0.00145) RPrimary (0.01219) R 0.00104 0.00698 0.00044 0.00152 R 0.00000 (0.00221) RSecondary Substation (0.01219) R 0.00082 0.00698 0.00044 0.00152 R 0.00000 (0.00243) RPrimary Substation (0.01219) R 0.00015 0.00698 0.00044 0.00142 R 0.00000 (0.00320) RTransmission (0.01219) R 0.00017 0.00698 0.00044 0.00142 R 0.00000 (0.00318) R

Off-Peak - Winter Secondary (0.01219) R 0.00143 0.00698 0.00044 0.00122 R 0.00000 (0.00212) RPrimary (0.01219) R 0.00082 0.00698 0.00044 0.00117 R 0.00000 (0.00278) RSecondary Substation (0.01219) R 0.00065 0.00698 0.00044 0.00122 R 0.00000 (0.00290) RPrimary Substation (0.01219) R 0.00012 0.00698 0.00044 0.00117 R 0.00000 (0.00348) RTransmission (0.01219) R 0.00013 0.00698 0.00044 0.00117 R 0.00000 (0.00347) R

Notes: Transmission Energy charges include the Transmission Revenue Balancing Account Adjustment (TRBAA) of $(0.00026) per kWh and the Transmission Access Charge Balancing Account Adjustment (TACBAA) of $(0.01193) per kWh. PPP rate is composed of: Low Income PPP rate (LI-PPP) $0.00357 /kWh, Non-low Income PPP rate (Non-LI-PPP) $0.00001 /kWh (pursuant to PU Code Section 399.8, the Non-LI-PPP rate may not exceed January 1, 2000 levels), and Procurement Energy Efficiency Surcharge Rate of $0.00340 /kWh.

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RATES (Continued) Rate Components The Utility Distribution Company Total Rates (UDC Total) shown above are comprised of the following components (if applicable): (1) Transmission (Trans) Charges, (2) Distribution (Distr) Charges, (3) Public Purpose Program (PPP) Charges, (4) Nuclear Decommissioning (ND) Charge, (5) Ongoing Competition Transition Charges (CTC), (6) Reliability Services (RS), and (7) Total Rate Adjustment Component (TRAC). Utility Distribution Company (UDC) Total Rate shown above excludes any applicable commodity charges associated with Schedule EECC (Electric Energy Commodity Cost) and Schedule DWR-BC (Department of Water Resources Bond Charge). Certain Direct Access customers are exempt from the TRAC, as defined in Rule 1 – Definitions. Time Periods All time periods listed are applicable to local time. The definition of time will be based upon the date service is rendered. Summer May 1 - Sept 30 Winter All Other On-Peak 11 a.m. - 6 p.m. Weekdays 5 p.m. - 8 p.m. Weekdays Semi-Peak 6 a.m. - 11 a.m. Weekdays 6 a.m. - 5 p.m. Weekdays 6 p.m. - 10 p.m. Weekdays 8 p.m. - 10 p.m. Weekdays Off-Peak 10 p.m. - 6 a.m. Weekdays 10 p.m. - 6 a.m. Weekdays Plus Weekends & Holidays Plus Weekends & Holidays The time periods shown above will begin and end one hour later for the period between the second Sunday in March and the first Sunday in April, and for the period between the last Sunday in October and the first Sunday in November. Non-Standard Seasonal Changeover Customers may select on an optional basis to start the summer billing period on the first Monday of May and to start the winter billing period on the first Monday of October. Customers electing this option will be charged an additional $100 per year for metering equipment and programming. Franchise Fee Differential A Franchise Fee Differential of 5.78% will be applied to the monthly billings calculated under this schedule for all customers within the corporate limits of the City of San Diego. Such Franchise Fee Differential shall be so indicated and added as a separate item to bills rendered to such customers.

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SPECIAL CONDITIONS 1. Definitions: The Definitions of terms used in this schedule are found either herein or in Rule 1. 2. Voltage: Service under this schedule normally will be supplied at a standard available Voltage in

accordance with Rule 2. 3. Voltage Regulators: Voltage Regulators, if required by the customer, shall be furnished, installed,

owned, and maintained by the customer. 4. Reconnection Charge: Any customer resuming service within twelve months after such service was

discontinued will be required to pay all charges which would have been billed if service had not been discontinued.

5. Non-Coincident Demand Charge: The Non-Coincident Demand Charge shall be based on the

higher of the Maximum Monthly Demand or 50% of the Maximum Annual Demand. 6. On-Peak Period Demand Charge: The On-Peak Period Demand Charge shall be based on the

Maximum On-Peak Period Demand. 7. Power Factor: The Power Factor rate shall apply to those customers that have a Power Factor Test

Failure and will be based on the Maximum Kilovar billing demand. Those customers that have a Power Factor Test Failure will be required to pay for the Power Factor Metering that the utility will install.

8. Parallel Generation Limitation. This schedule is not applicable to standby, auxiliary service or

service operated in parallel with a customer's generating plant, except as specified in Rule 1 under the definition of Parallel Generation Limitation.

9. Seasonal Changeover Switching Limitation. Customers who elect the nonstandard Seasonal

Changeover option of this schedule will be prohibited from switching service to the regular seasonal changeover for a 12-month period.

10. Limitation on Non-Standard Seasonal Changeover Availability. At the utility's sole option, the

optional non-standard seasonal changeover provision is available to no more than ten additional Schedule AL-TOU and Schedule A6-TOU customers annually and; service will be provided in the order in which requests are received.

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(Continued) 6C7 Issued by Date Filed Oct 8, 2009 Advice Ltr. No. 2115-E Lee Schavrien Effective Jan 1, 2010 Senior Vice President Decision No. 09-09-036 Regulatory Affairs Resolution No.

SPECIAL CONDITIONS (Continued) 11. Terms of Optional Service. A customer receiving service under this schedule may elect to change

to another applicable rate schedule, but only after receiving service on this schedule for at least 12 consecutive months. If a customer elects to discontinue service on this schedule, the customer will not be permitted to return to this schedule for a period of one year.

12. Basic Service Fee Determination. The basic service fee will be determined each month based on

the customer’s Maximum Annual Demand. 13. Transmission Multiple Bus Basic Service Fee. This fee shall apply where a customer has at their

option elected to be billed at this rate and is limited to where the customer is delivering power and taking service at one or more than one transmission service level bus even if at two or more different voltage levels, for service to a generation facility that is located on a single premise owned or operated by the customer. In such a case, the Utility shall, for the purposes of applying retail rates, combine by subtracting any generation delivered from any loads served provided, however, that for purposes of applying retail rates the difference resulting from this combining may not be less than zero. All other charges on this tariff shall also apply to the resulting combined loads.

Any customer selecting this optional billing no later than six (6) months from the first effective date

of this new rate shall, for billing purposes, have any previously incurred demand ratchet treated as a “zero” from the effective date of the change in billing forward. In addition, any standby charges shall be adjusted to the customer’s contract level from the effective date of the change in billing forward until the customer’s demand triggers a future change.

14. Billing. A customer’s bill is first calculated according to the total rates and conditions listed above.

The following adjustments are made depending on the option applicable to the customer:

a. UDC Bundled Service Customers receive supply and delivery services solely from the Utility. The customer’s bill is based on the Total Rates set forth above. The EECC component is determined by multiplying the EECC price for this schedule during the last month by the customer’s total usage.

b. Direct Access (DA) and Community Choice Aggregation (CCA) Customers purchase

energy from a non-utility provider and continue to receive delivery services from the Utility. The bills for a DA and CCA Customer will be calculated as if they were a UDC Bundled Service Customer, then crediting the bill by the amount of the EECC component, as determined for a UDC Bundled Customer, and including the appropriate Cost Responsibility Surcharge (CRS) if applicable.

Nothing in this service schedule prohibits a marketer or broker from negotiating with customers the

method by which their customer will pay the CTC charge. 15. Temporary Service. When service is turned on for cleaning and/or showing of an unoccupied

premise above 20 kW facility, the minimal usage shall be billed under Schedule A, until a new tenant begins service. Should usage exceed 20kW at any time for cleaning and/or showing, the customer shall be billed the rates on this schedule.

D




7C5 Issued by Date Filed Apr 19, 2010 Advice Ltr. No. 2165-E Lee Schavrien Effective May 19, 2010 Senior Vice President Decision No. Regulatory Affairs Resolution No.

SPECIAL CONDITIONS (Continued) 16. Multiple Meters on Single Premise. When a single corporate entity owns a contiguous property, not

divided by any public right of way or property owned by another entity, all within the same governmental agency’s jurisdiction, and the Utility has more than one meter serving that property, then, at the customer’s request the Utility will for the additional fees and conditions set forth in this Special Condition bill all of the usage at some, or all, of the meters as though the whole premise were served through a single meter. As of September 21, 2004, for new customers to be eligible for combined billing, all meters must have the same billing components. These components include but are not limited to Large Customer CTC Adjustment, Large Customer Commodity Credit, Direct Access (DA) Cost Responsibility Surcharge, DA Utility Service Credit, DA Energy Charge and DA Franchise Fee Surcharge. Meter data will be combined for the purpose of billing UDC charges, as listed in the Rates Section of this tariff, but meter data is not allowed to be combined for the purpose of off setting any charges on SDG&E’s commodity rate schedules.. The customer must pay for the utility to install and maintain meters to record consumption in 15 minute intervals for all involved meters. The customer must also pay a distance adjustment fee determined by the utility that is based on the distance between each of the meters involved using normal utility position to determine that distance. The rate applied will be the Distance Adjustment Fee from the Rate Section of this tariff multiplied by 0.121.

17. Electric Emergency Load Curtailment Plan: As set forth in CPUC Decision 01-04-006, all

transmission level customers except essential use customers, OBMC participants, net suppliers to the electrical grid, or others exempt by the Commission, are to be included in rotating outages in the event of an emergency. A transmission level customer who refuses or fails to drop load shall be added to the next curtailment block so that the customer does not escape curtailment. If the transmission level customer fails to cooperate and drop load at SDG&E’s request, automatic equipment controlled by SDG&E will be installed at the customer’s expense per Electric Rule 2. A transmission level customer who refuses to drop load before installation of the equipment shall be subject to a penalty of $6/kWh for all load requested to be curtailed that is not curtailed. The $6/kWh penalty shall not apply if the customer’s generation suffers a verified, forced outage and during times of scheduled maintenance. The scheduled maintenance must be approved by both the ISO and SDG&E, but approval may not be unreasonably withheld.

18. Other Applicable Tariffs: Rules 21, 23 and Schedule E-Depart apply to customers with generators. 19. Generator Operation: The operation of a non-utility generator unless expressly authorized by tariff is

prohibited.

T

A ~ Sempra Energy utility

GENERATING FACILITY INTERCONNECTION AGREEMENT (INADVERTENT EXPORT)

This Generating Facility Interconnection Agreement ("Agreement") is entered into by and between South Orange County Community College District (Producer'), and San Diego Gas & Electric Company ("SDG&E'), a California Corporation. Producer and SDG&E are sometimes also referred to in this Agreement jointly as "Parties" or individually as "Party." In consideration of the mutual promises and obligations stated in this Agreement and its attachments, the Parties agree as follows:

1. SCOPE, PURPOSE, AND RELATED AGREEMENT

1.1 This Agreement provides for Producer to interconnect and operate a Generating Facility in parallel with SDG&E's Distribution System to serve the electrical loads at the location identified in Section 2.4. To facilitate the operation of the Generating Facility, this Agreement also allows for the occasional and inadvertent export of power to SDG&E's Distribution System, as specifically agreed to herein. This Agreement does not constitute an agreement by SDG&E to provide retail electrical service to Producer. Such arrangements must be made separately between SDG&E and Producer.

2. SUMMARY AND DESCRIPTION OF PRODUCER'S GENERATING FACILITY

2.1 A description of the Generating Facility, including a summary of its significant components and a single-line diagram showing the general arrangement of how Producer's Generating Facility and loads are interconnected with SDG&E's Distribution System, are attached as Appendix A to and made a part of this Agreement.

2.2 Generating Facility identification number: 5035 (Assigned by SDG&E).

2.3 SDG&E's customer electric service account number: 1119562454 (Assigned by SDG&E).

2.4 Name and address used by SDG&E to locate the electric service account(s) used to interconnect the Generating Facility with SDG&E's Distribution System:

Saddleback Community College District 28000 Marguerite Pkwy. Mission Viejo, CA 92692

2.5 The Gross Nameplate Rating of the Generating Facility is 1500 kW.

2.6 The Net Nameplate Rating of the Generating Facility is 1320 kW.

2.7 The annual energy production of the Generating Facility is expected to be 8,238,000 kWh.

I i

2.8 The maximum (instantaneous) and inadvertent level of power that may be exported by the Generating Facility to SDG&E's Distribution System is 300 kW.

2.9 The Generating Facility's expected date of Initial Operation is June 1, 2003. The expected date of Initial Operation shall be within two years of the date of this Agreement.

2.10 For the purpose of securing certain tariff charge exemptions available under the California Public Utilities Code ("PU Code"), Producer hereby declares that the Generating Facility:

(a) xx: does / 0 does not meet the requirements for "Cogeneration" as such term is used in Section 218.5 of the PU Code.

(b) 0 does / 0 does not meet the requirements for "Distributed Energy Resource Generation" as such term is used in Section 353.1 ofthe PU Code.

3. DOCUMENTS INCLUDED

This Agreement includes the following exhibits, which are specifically incorporated herein and made a part of this Agreement.

Appendix A - Description of Generating Facility and Single-Line Diagram (Supplied by Producer)

Appendix B - A copy of an agreement addressing interconnection facility finanCing and ownership (When applicable)

Appendix C - Producer's warranty that the Generating Facility meets the requirements for a "Cogeneration facility" pursuant to Section 218.5 of the Public Utilities Code (When applicable)

Appendix D - Producer's warranty that the Generating Facility meets the requirements for "Distributed Energy Resources Generation" as defined in Section 353.1 of the Public Utilities Code (When applicable)

Appendix E - Specific Conditions and Limitations for Inadvertent Deliveries (Supplied by Producer)

4. TERM AND TERMINATION

4.1 This Agreement shall become effective as of the last date entered in Section 16 of this Agreement. The Agreement shall continue in full force and effect until the earliest date that one of the following events occurs:

(a) The Parties agree in writing to terminate the Agreement, or

(b) Unless otherwise agreed in writing by the Parties, at 12:01 A.M. on the day following the date the electric service account through which Producer's Generating Facility is Interconnected to SDG&E's Distribution System is closed or terminated, or

(c) At 12:01 A.M. on the 61 51 day after Producer or SDG&E provides written Notice pursuant to Section 9 of this Agreement to the other Party of Producer or SDG&E's intent to terminate this Agreement.

4.2 Producer may elect to terminate this Agreement pursuant to the terms of Section 4.1 (c) for any reason. SDG&E may elect to terminate this Agreement pursuant to the terms of Section 4.1 (c) for one or more of the following reasons:

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(a) A change in applicable tariffs as approved or directed by the Commission or a change in any local, state or federal law, statute or regulation, either of which materially alters or otherwise affects SDG&E's ability or obligation to perfonn SDG&E's duties under this Agreement; or,

(b) Unless otherwise agreed in writing by the Parties, Producer fails to take all corrective actions specified in SDG&E's Notice that Producer's Generating Facility is out of compliance with the tenns of this Agreement within the time frame set forth in such Notice; or,

(c) Producer fails to interconnect and operate the Generating Facility per the tenns of this Agreement prior to 120 days after the date set forth in Section 2.7 of this Agreement as the Generating Facility's expected date of Initial Operation; or,

(d) Producer abandons the Generating Facility. SDG&E shall deem the Generating Facility to be abandoned if SDG&E detennines, in its sole opinion, the Generating Facility is non-operational and Producer does not provide a substantive response to SDG&E's Notice of its intent to tenninate this Agreement as a result of Producer's apparent abandonment of the Generating Facility affinning Producer's intent and ability to continue to operate the Generating Facility.

4.3 Notwithstanding any other provisions of this Agreement, SDG&E shall have the right to unilaterally file with the Commission, pursuant to the Commission's rules and regulations, an application to tenninate this Agreement.

4.4 Any agreements attached to and incorporated into this Agreement shall tenninate concurrently with this Agreement unless the Parties have agreed otherwise in writing.

5. GENERA liNG FACILITY OPERA liON

5.1 Producer is responsible for operating the Generating Facility in compliance with all of SDG&E's tariffs, including but not limited to SDG&E's Rule 21, and any other regulations and laws governing the Interconnection of the Generating Facility.

5.2 The electric power produced by Producer's Generating FaCility shall be used to serve electrical loads connected to the electric service account that SDG&E uses to interconnect Producer's Generating Facility. Producer shall not use the Generating Facility to serve electrical loads that will cause Producer to be considered an "electrical corporation" as such tenn is used in Section 218 of the California Public Utilities Code.

5.3 If, notwithstanding Producer's efforts to regulate the electrical output of the Generating Facility, electric power flows from the Generating Facility to SDG&E's Distribution System, SDG&E shall attempt in good faith to receive such power. In no event shall the delivery of electric power to SDG&E's Distribution System exceed the amounts, duration, frequency of occurrence, or other limitations speCified in Appendix E, hereto. If Producer does not regulate its Generating Facility in compliance with the limitations set forth in Appendix E, SDG&E may require Producer to disconnect its Generating Facility from SDG&E's Distribution System until Producer demonstrates to SDG&E's sole satisfaction that Producer has taken adequate measures to regulate the output of its Generating Facility and control its deliveries of power to SDG&E. Further, should SDG&E detennine that Producer's operation of the Generating Facility is causing an unsafe condition or is adversely affecting SDG&E's ability to utilize its Distribution System in any manner, even if Producer's deliveries of electric power to SDG&E's Distribution System are within the limitations specified in Appendix E, SDG&E may require Producer to temporarily or permanently reduce or cease deliveries of electric power to SDG&E's Distribution System. Alternatively, the Parties may agree to other corrective measures so as to mitigate the effect of electric power flowing from the Generating Facility to SDG&E's Distribution System. Producer's failure to comply with the tenns of this Section shall

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constitute a material breach of this Agreement and SDG&E may initiate termination in accordance with the terms of Section 4.2(b).

5.4 SDG&E's agreement to accept electric power from Producer's Generating Facility is solely an accommodation. This Agreement does not provide for, or otherwise obligate SDG&E to measure, purchase, transmit, distribute, or store the electrical power delivered to SDG&E's Distribution System by Producer.

5.5 Producer shall not deliver reactive power to SDG&E's Distribution System unless the Parties have agreed otherwise in writing.

5.6 The Generating Facility shall be operated with all of Producer's Protective Functions in service whenever the Generating Facility is operated in parallel with SDG&E's Distribution System. Any deviation from these requirements may occur only when the Parties have agreed to such deviations in writing.

6. INTERCONNECTION FACILITIES

6.1 Producer and/or SDG&E, as appropriate, shall provide Interconnection Facilities that adequately protect SDG&E's Distribution System, personnel, and other persons from damage or injury which may be caused by the operation of Producer's Generating Facility.

6.2 Producer shall be solely responsible for the costs, deSign, purchase, construction, operation, and maintenance of the Interconnection Facilities that Producer owns.

6.3 If the provisions of SDG&E's Rule 21, or any other tariff approved by the Commission, require SDG&E to own and operate a portion of the Interconnection Facilities, Producer and SDG&E shall promptly execute an agreement that establishes and allocates responsibility for the deSign, installation, operation, maintenance, and ownership of the Interconnection Facilities. This agreement shall be attached to and made a part of this Agreement as Appendix B.

7. LIMITATION OF LIABILITY

Each Party's liability to the other Party for any loss, cost, claim, injury, liability, or expense, including reasonable attorney's fees, relating to or arising from any act or omission in its performance of this agreement, shall be limited to the amount of direct damage actually incurred. In no event shall either Party be liable to the other Party for any indirect, special, consequential, or punitive damages of any kind whatsoever.

8. INSURANCE

8.1 In connection with Producer's performance of its duties and obligations under this Agreement, Producer shall maintain, during the term of this Agreement, general liability insurance with a combined single limit of not less than:

(a) Two million dollars ($2,000,000) for each occurrence ifthe Gross Nameplate Rating of Producer's Generating Facility is greater than one hundred (100) kW;

(b) One million dollars ($1,000,000) for each occurrence ifthe Gross Nameplate Rating of Producer's Generating Facility is greater than twenty (20) kWand less than or equal to one hundred (100) kW; and

(c) Five hundred thousand dollars ($500,000) for each occurrence if the Gross Nameplate Rating of Producer's Generating Facility is twenty (20) kW or less.

(d) Two hundred thousand dollars ($200,000) for each occurrence if the Gross Nameplate Rating of Producer's Generating Facility is ten (10) kW or less and Producer's Generating Facility is connected to an account receiving residential service from SDG&E.

Such general liability insurance shall include coverage for "Premises-Operations, Owners and Contractors Protective, Products/Completed Operations Hazard, Explosion, Collapse, Underground, Contractual Liability, and Broad Form Property Damage including Completed Operations."

8.2 The general liability insurance required in Section 8.1 shall, by endorsement to the policy or policies, (a) include SDG&E as an additional insured; (b) contain a severability of interest clause or cross-liability clause; (c) provide that SDG&E shall not by reason of its inclusion as an additional insured incur liability to the insurance carrier for payment of premium for such insurance; and (d) provide for thirty (30) calendar days' written notice to SDG&E prior to cancellation, termination, alteration, or material change of such insurance.

8.3 If Producer's Generating Facility is connected to an account receiving residential service from SDG&E and the requirement of Section 8.2(a) prevents Producer from obtaining the insurance required in Section 8.1, then upon Producer's written Notice to SDG&E in accordance with Section 9.1, the requirements of Section 8.2(a) shall be waived.

8.4 Evidence of the insurance required in Section 8.2 shall state that coverage provided is primary and is not in excess to or contributing with any insurance or self-insurance maintained by SDG&E.

8.5 Producer agrees to furnish the required certificates and endorsements to SDG&E prior to Initial Operation. SDG&E shall have the right to inspect or obtain a copy of the original policy or policies of insurance.

8.6 If Producer is self-insured with an established record of self-insurance, Producer may comply with the following in lieu of Sections 8.1 through 8.4:

(a) Producer shall provide to SDG&E, at least thirty (30) calendar days prior to the date of Initial Operation, evidence of an acceptable plan to self-insure to a level of coverage equivalent to that required under Section 8.1.

(b) If Producer ceases to self-insure to the level required hereunder, or if Producer is unable to provide continuing evidence of Producer's ability to self-insure, Producer agrees to immediately obtain the coverage required under Section 8.1.

8.7 All insurance certificates, statements of self insurance, endorsements, cancellations, terminations, alterations, and material changes of such insurance shall be issued and submitted to the following:

9. NOTICES

San Diego Gas & Electric Company Attention: Electric & Gas Procurement

8315 Century Park Court, Suite 21 D San Diego, CA 92123-1593

9.1 Any written notice, demand, or request required or authorized in connection with this Agreement ("Notice'') shall be deemed properly given if delivered in person or sent by first class mail, postage prepaid, to the person specified below:

If to SDG&E: San Diego Gas & Electric Company Attention: Electric & Gas Procurement 8315 Century Park Court, Suite 21D San Diego, CA 92123-1593

Phone: (619) 696 - 2000 Fax: (858) 650 - 6190

If to Producer: Saddleback College Community College District Attention: John Ozurovich, Director of Facilities & Maintenance Address: 28000 Marguerite Parkway City: Mission Viejo, CA 92692 Phone: (949) 582-4880 FAX: (949) 364-9461

9.2 A Party may change its address for Notices at any time by providing the other Party Notice of the change in accordance with Section 9.1.

9.3 The Parties may also designate operating representatives to conduct the daily communications, which may be necessary or convenient for the administration of this Agreement. Such designations, including names, addresses, and phone numbers may be communicated or revised by one Party's Notice to the other.

10. REVIEW OF RECORDS AND DATA

10.1 SDG&E shall have the right to review and obtain copies of Producer's operations and maintenance records, logs, or other information such as, unit availability, maintenance outages, circuit breaker operation requiring manual reset, relay targets and unusual events pertaining to Producer's Generating Facility or its Interconnection with SDG&E's Distribution System.

10.2 Producer authorizes SDG&E to release to the California Energy Commission ("CEC") and/or the California Public utilities Commission ("Commission") information regarding the Generating Facility, including the Producer's name and location, and the size, location and operational characteristics of the generating facility, as requested from time to time pursuant to the CEC's or Commission's rules and regulations.

11. ASSIGNMENT

Producer shall not voluntarily assign its rights nor delegate its duties under this Agreement without SDG&E's written consent. Any assignment or delegation Producer makes without SDG&E's written consent shall not be valid. SDG&E shall not unreasonably withhold its consent to Producer's assignment of this Agreement.

12. NON-WAIVER

None of the provisions of this Agreement shall be considered waived by a Party unless such waiver is given in writing. The failure of a Party to insist in anyone or more instances upon strict performance of any of the provisions of this Agreement or to take advantage of any of its rights hereunder shall not be construed as a waiver of any such provisions or the relinquishment of any such rights for the future, but the same shall continue and remain in full force and effect.

13. GOVERNING LAW, JURISDICTION OF COMMISSION, INCLUSION OF SDG&E's TARIFF SCHEDULES, DEFINED TERMS

13.1 This Agreement shall be interpreted, governed, and construed under the laws of the State of California as if executed and to be performed wholly within the State of California without giving effect to choice of law provisions that might apply to the law of a different jurisdiction.

13.2 This Agreement shall, at all times, be subject to such changes or modifications by the Commission as it may from time to time direct in the exercise of its jurisdiction.

13.3 The interconnection and services provided under this Agreement shall at all times be subject to the terms and conditions set forth in the tariffs applicable to the electric service provided by SDG&E. Copies of such tariffs are available at SDG&E's Internet site: www.sdge.com or by request to SDG&E and are incorporated into this Agreement by this reference.

13.4 Notwithstanding any other provisions of this Agreement, SDG&E shall have the right to unilaterally file with the Commission, pursuant to the Commission's rules and regulations, an application for change in tariffs, rates, charges, classification, service, or any agreement relating thereto.

13.5 When initially capitalized, whether in the singular or in the plural, the terms used herein shall have the meanings assigned to them either in this Agreement or in SDG&E's Rule 1 or Rule 21, Section H. If any term is defined in both Rule 1 and Rule 21, the definition in Rule 21 shall prevail.

14. AMENDMENTS AND MODIFICATION

This Agreement can only be amended or modified by a written agreement signed by both Parties. SDG&E shall determine in its sole discretion whether prior Commission approval is required for such amendments or modifications.

15. ENTIRE AGREEMENT

This Agreement, including any incorporated tariffs and rules, contains the entire agreement and understanding between the Parties, their agents, and employees as to the subject matter of this Agreement. Each Party also represents that in entering into this Agreement; it has not relied on any promise, inducement, representation, warranty, agreement or other statement not set forth in this Agreement, or in the incorporated tariffs and rules.

16. SIGNATURES

IN WITNESS WHEREOF, the Parties hereto have caused two originals of this Agreement to be executed by their duly authorized representatives. This Agreement is effective as of the last date set forth below. .

7

PRODUCER'S NAME

By: ~ Name: ~ufo?Fch Title: Director of Facilities & Maint.

Date: ~('\....-~(o"}

SAN DIEGO GAS & ELECTRIC COMPANY

By:

Name:

Title:

Date:

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APPENDIX A

DESCRIPTION OF GENERATING FACILITY AND SINGLE-LINE DIAGRAM

(Supplied by Producer)

APPENDIXB (When applicable)

INTERCONNECTION FACILITIES FINANCING AND OWNERSHIP

AGREEMENT

(Provided by SDG&E)

APPENDIXC (When applicable)

PRODUCER'S WARRANTY THAT THE GENERATING FACILITY IS A "COGENERATION FACILITY" PURSUANT TO SECTION 218.5 OF THE CALIFORNIA PUBLIC UTILITIES CODE

For the purpose of securing the Competition Transition Charge exemption available under Section 372 of the PU Code, Producer hereby declares that the Generating Facility meets the requirements for "Cogeneration" as such term is used in Section 218.5 of the PU Code ("Cogeneration Requirements") .

Producer warrants that, beginning on the date of Initial Operation and continuing throughout the term ofthis Agreement, the Generating Facility shall continue to meet the Cogeneration Requirements. If Producer becomes aware that its Generating Facility has ceased to meet the Cogeneration Requirements, Producer shall promptly provide SDG&E with Notice of such change pursuant to Section 9.1 of the Agreement. If at any time during the term of this Agreement SDG&E determines in its sole discretion that Producer's Generating Facility may no longer meet the Cogeneration Requirements, SDG&E may require Producer to provide evidence that the Generating Facility continues to meet the Cogeneration Requirements within 15 business days of SDG&E's request for such evidence. Additionally, SDG&E may periodically (typically, once per year) inspect Producer's Generating Facility and/or require documentation from Producer to monitor the Generating Facility's compliance with the Cogeneration Requirements. If SDG&E determines in its sole judgment that Producer either failed to provide evidence in a timely manner or that it provided insufficient evidence that its Generating Facility continues to meet the Cogeneration Requirements, then the Cogeneration status of the Generating Facility shall be deemed ineffective until such time as Producer again demonstrates to SDG&E's reasonable satisfaction that the Generating Facility meets the requirements for a Cogeneration facility (the "Cogeneration Status Change").

SDG&E shall revise its records and the administration of this Agreement to reflect the Cogeneration Status Change and provide Notice to Producer of the Cogeneration Status Change pursuant to Section 9.1 of this Agreement. Such Notice shall specify the effective date of the Cogeneration Status Change. This date shall be the first day of the calendar year for which SDG&E determines in its sole discretion that the Generating Facility first ceased to meet the Cogeneration Requirements. SDG&E shall invoice the Producer's electric service account through which the Generating Facility is Interconnected with SDG&E's Distribution System for Competition Transition Charges ("CTCs") that were not previously billed during the period between the effective date of the Status Change and the date of the Notice in reliance upon Producer's representations that the Generating FaCility complied with the Cogeneration Requirements and therefore was eligible for the exemption from CTCs available under Section 372 of the PU Code.

Any amounts to be paid or refunded by Producer, as may be invoiced by SDG&E pursuant to the terms of this warranty, shall be paid to SDG&E within 30 days of Producer's receipt of such invoice.

APPENDIX D (When applicable)

PRODUCER'S WARRANTY THAT THE GENERATING FACILITY IS A "DISTRIBUTED ENERGY RESOURCES GENERATION" FACILITY PURSUANT TO SECTION 353.1 OF THE

CALIFORNIA PUBLIC UTILITIES CODE

For the purpose of securing the tariff charge exemption available under Section 353.3 of the PU Code, Producer hereby declares that the Generating Facility meets the requirements for "Distributed Energy Resources Generation" as such term is used in Section 353.1 of the PU Code ("DERG Requirements') .

Producer warrants that, beginning on the date of Initial Operation and continuing throughout the term of this Agreement, its Generating Facility shall continue to meet the DERG Requirements. If Producer becomes aware that the Generating Facility has ceased to meet the DERG Requirements, Producer shall promptly provide SDG&E with Notice of such change pursuant to Section 9.1 of the Agreement. If at any time during the term of this Agreement SDG&E determines in its sole discretion that Producer's Generating Facility may no longer meet the DERG Requirements, SDG&E may require Producer to provide evidence that the Generating Facility continues to meet the DERG Requirements within 15 business days of SDG&E's request for such evidence. Additionally, SDG&E may periodically (typically, once per year) inspect Producer's Generating Facility and/or require documentation from Producer to monitor the Generating Facility's compliance with the DERG Requirements. If SDG&E determines in its sole judgment that Producer either failed to provide evidence in a timely manner or that it provided insufficient evidence that its Generating Facility continues to meet the DERG Requirements, then the Distributed Energy Resources Generation status of the Generating Facility shall be deemed ineffective until such time as Producer again demonstrates to SDG&E's reasonable satisfaction that the Generating Facility meets the requirements for a Distributed Energy Resources Generation facility (the "DERG Status Change').

SDG&E shall revise its records and the administration of this Agreement to reflect the DERG Status Change and provide Notice to Producer of the DERG Status Change pursuant to Section 9.1 of this Agreement. Such Notice shall specify the effective date of the DERG Status Change. This date shall be the first day of the calendar year for which SDG&E determines in its sole discretion that the Generating Facility first ceased to meet the DERG Requirements. SDG&E shall invoice the Producer electric service account through which the Generating Facility is Interconnected with SDG&E's Distribution System for any tariff charges that were not previously billed during the period between the effective date of the DERG Status Change and the date of the Notice in reliance upon Producer's representations that the Generating Facility complied with the DERG Requirements and therefore was eligible for the exemption from tariff charges available under Section 353.3 of the PU Code.

Any amounts to be paid or refunded by Producer, as may be invoiced by SDG&E pursuant to the terms of this warranty, shall be paid to SDG&E within 30 days of Producer's receipt of such invoice.

AppendixE

Specific Conditions and Limitations For Inadvertent Deliveries

Inadvertent deliveries of power from Saddleback Community College to SDGE will be limited to a maximum of300 kW by the following protection scheme:

• The primary method of control is a load following program controlling the college output to a minimum of 60 kW import power from SDGE. Under certain conditions, i.e. a large load being secured, imported power will drop below this value and in some cases will flow in the export direction.

• Limitations on the amount of power exported will be controlled as follows: o Beckwith protection relay

• Setting A will be set at 30 kW import power for 30 seconds. This will ensure that power is not exported continuously.

• Setting B will be set at 300 kW export power for 2 seconds.

o SEL 351 protection relay • Setting A will be set at 165 kW export power for 10 seconds. This

will limit the export of power during a normal transient due to a large load tripping off and will provide sufficient time for the control system to recover from such inadvertent trips.

• Setting B will be set to 300 kW export power for 2 seconds.

The maximum number of export excursions per day will be maintained below 10. The expected number of export excursions per day will be 2, during the two period when the air conditioning compressor shuts down.

of 3

Exhibit III

2013

2014

2015

2016

2017

2018

2019

2020

2021

2022SAMPLE SERVICE LEVELS - Major Overhauls must me performed over December Holiday Break - No planed maintenance during summer On and Semi Peak

Inspect Air Cleaner Filter Element Daily Daily Daily Daily Daily Daily Daily Daily Daily Daily

Inspect Pre-Air Filter Element Daily Daily Daily Daily Daily Daily Daily Daily Daily Daily

Inspect Throttle Control Rod Ends & Linkage Daily Daily Daily Daily Daily Daily Daily Daily Daily Daily

Inspect Auxiliary & Jacket Water Coolant Level Daily Daily Daily Daily Daily Daily Daily Daily Daily Daily

Inspect Crank Case Oil Level Daily Daily Daily Daily Daily Daily Daily Daily Daily Daily

Operate All Vents & Drains Daily Daily Daily Daily Daily Daily Daily Daily Daily Daily

Engine Oil Analysis Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly

Check and Replace O2 Sensors Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly

Engine Emissions Testing Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly

Fill Battery Electrlytes Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly

Check Belt Tensions Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly

Lubricate All Pumps & Bearings Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly

Clean & Lubricate Control Linkage Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly

Monthly Engine Maintenance Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly

Change Engine Oil Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly

Inspect & Fill Oil Head Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly

Change Engine Oil Filters & O-Rings Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly

Clean & Regap Spark Plugs Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly

Clean & Replace Crank Case Breathers Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly

Check Ignition Timing Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly

Clean Magnetic Plugs Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly

Clean MicroSpin Oil Separators Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly

Clean Lube Oil Strainer Element Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly Bi-Monthly

Inspect Ignition System Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Adjust Carburetor Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Check & Adjust Crank Case Vacuum Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Check & Adjust 99 Regulators Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Check & Adjust "Big Joe" Regulator Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Test Engine Shutdowns & Alarms Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Check & Adjust Valve Lash Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Replace Spark Plugs Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Inspect Wastegate Vent Plugs Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Clean or Replace Admission Valve Assembly Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months

Inspect and Clean Engine Catalysts Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months

Check & Record Cylinder Compression Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months

Clean 99 Regulator Filter Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months

Inspect Water Pump Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months

Inspect & Clean Carburetor Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months

Replace Pre-Air Filters Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months

AQMD Source Testing Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Inspect Turbochargers Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Inspect Main & Rod Bearings Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Flush Auxiliary and Jacket Water Coolant Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Test Coolant Thermostates Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Clean Crank Case Oil Pickup Screen Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

SAMPLE SERVICE LEVELS - Major Overhauls must me performed over December Holiday Break - No planed maintenance during summer On and Semi Peak

SHADED AREA IS FOR FUTURE RFP

of 3

Exhibit III

2013

2014

2015

2016

2017

2018

2019

2020

2021

2022SAMPLE SERVICE LEVELS - Major Overhauls must me performed over December Holiday Break - No planed maintenance during summer On and Semi PeakSAMPLE SERVICE LEVELS - Major Overhauls must me performed over December Holiday Break - No planed maintenance during summer On and Semi Peak


Clean Auxiliary and Jacket Water Radiators Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Check Engine Mounting & Alignment Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Check Exhaust Back Pressure Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Test Natural Gas Relief Valve Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Inspect Generator High Voltage System Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Inspect and replace oil & Coolant Hoses Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Clean & Inspect MAG & HAL Pickups Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Clean Oil Pan Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Inspect Damper Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Jacket & Aux Water Analysis Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Clean & Inspect Intercooler Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Inspect & Rebuild Carburetors Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Replace Belts Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Inspect Ignition System Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Rebuild Wastegates Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Test and Inspect Detonation Sensing Module Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Test and Inspect Air Fuel Controller Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Top End Overhaul Every Other Year Every Other Year Every Other Year Every Other Year Every Other Year

Bottom End Overhaul Every 4 Years Every 4 Years Every 4 Years

Chiller MaintenanceInspect Chemical Controllers Daily Daily Daily Daily Daily Daily Daily Daily Daily Daily

Add Bromicide to Condenser Water Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly

Add Biocide to Evaporators Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly

Cycle 600 & 1000 Ton Chillers Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly

Monthly Plant Analysis Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly

Inspect & Top Off Chemical Levels Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly

Inspect & Clean Condenser Water Towers Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Clean & Change Chill Water Filters Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Inspect, Repack and Rebuild All Pumps Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Comprehensive Chiller Maintenance Plan Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Comprehensive Eddy Current Cost ( Condenser) Every Other Year Every Other Year Every Other Year Every Other Year Every Other Year

Comprehensive Eddy Current Cost (Evaporator) Every Other Year Every Other Year Every Other Year Every Other Year Every Other Year

600 Ton ChillerAnnually on 600 Ton Chiller Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Tube Brushing on 600 Ton Chiller Condenser Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Tube Brushing on 600 Ton Chiller Evaporator Every Other Year Every Other Year Every Other Year Every Other Year Every Other Year

Eddy Current Test on 600 Ton Condenser Every Other Year Every Other Year Every Other Year Every Other Year Every Other Year

Eddy Current Test on 600 Ton Evaporator Every 4 Years Every 4 Years Every 4 Years

1000 Ton ChillerAnnually on 1000 Ton Chiller Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Tube Brushing on 1000 Ton Chiller Condenser Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

of 3

Exhibit III

2013

2014

2015

2016

2017

2018

2019

2020

2021

2022SAMPLE SERVICE LEVELS - Major Overhauls must me performed over December Holiday Break - No planed maintenance during summer On and Semi PeakSAMPLE SERVICE LEVELS - Major Overhauls must me performed over December Holiday Break - No planed maintenance during summer On and Semi Peak


Tube Brushing on 1000 Ton Chiller Evaporator Every Other Year Every Other Year Every Other Year Every Other Year Every Other Year

Eddy Current Test on 1000 Ton Condenser Every Other Year Every Other Year Every Other Year Every Other Year Every Other Year

Eddy Current Test on 1000 Ton Evaporator Every 4 Years Every 4 Years Every 4 Years

Absorption ChillerPurge Absorption Chiller Twice Weekly Twice Weekly Twice Weekly Twice Weekly Twice Weekly Twice Weekly Twice Weekly Twice Weekly Twice Weekly Twice Weekly

Blow Down Absorption Chiller Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly

Solution Samples from Absorption Chiller Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months

Comprehensive inspection on Absorption Chiller Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months

Annually on Absorption Chiller Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Tube Brushing on Absorption Chiller Condenser Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Tube Brushing on Absorption Chiller Evaporator Every Other Year Every Other Year Every Other Year Every Other Year Every Other Year

Eddy Current Test on Absorption Condenser Every Other Year Every Other Year Every Other Year Every Other Year Every Other Year

Eddy Current Test on Absorption Evaporator Every Other Year Every Other Year Every Other Year Every Other Year Every Other Year

Tube Brushing on Absorption Chiller Generator Every 4 Years Every 4 Years Every 4 Years

Eddy Current Test on Absorption Generator Every 4 Years Every 4 Years Every 4 Years

Plant MaintenanceInspect Swamp Coolers & Replace Belts & Pads Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Inspect Exhaust Fans & Replace Belts Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Inspect & Rebuild All Pumps Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly Quarterly

Boiler Cleaning & Inspection Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months

Analyzer Maintenance Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months Every 6 Months

Replace Chiller Room Filters Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Test & Inspect Chiller Leak Detector Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Boiler Source Testing Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Switchgear Inspection & Cleaning Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

SDG&E Switchgear Inspection & Cleaning Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Operator Salary Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

2nd Operator Salary Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Day to Day Supplies Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

InsuranceReplace Switchgear 24 Volt Batteries Every 4 Years Every 4 Years Every 4 Years

Replace Swamp Coolers Every 5 Years Every 5 Years

Meeting attendance and ReportsAttend Supervisors Meetings Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly Weekly

Prepare Affidavit Report Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly Monthly

Engine Run Time Log Dailey Dailey Dailey Dailey Dailey Dailey Dailey Dailey Dailey Dailey

Boiler Run Time Log Dailey Dailey Dailey Dailey Dailey Dailey Dailey Dailey Dailey Dailey

Prepare Annually 1304 Report Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

Prepare Annually Efficiency Report Annually Annually Annually Annually Annually Annually Annually Annually Annually Annually

EXHIBITIV

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1 of 3 Attachment A-1 Condition Assessment(information provided by CalPwr December 2012)

Equipment Name Description Serial Number Age ConditionPOWER GENERATION

Engine #1 Waukesha L7042 GSI C-14437/2 10 years InFrame 2010 - Top End 2012Engine Controller #1 Woodward 2301 D 13278905 10 years GoodAir/Fuel Controller MEC-R Compliance Controls 3566-7725 06 years GoodIgnition Controller Murphy Power 01-501-100 06 years GoodSynchronizer #1 Bassler BE3-25A 7195 10 years GoodVoltage Regulator #1 Kato K125-10B 81035353-00 10 years GoodProtective Relay #1 SEL 300 G (Schlietzer) 2003056014 10 years GoodGenerator #1 Kato 750 kW 12 kV 15123-02 10 years Good12 kV Generator Breaker #1 Siemens 15GMI-500-1200-37 MV100434200-2 10 years GoodExhaust Heat Recovery Unit Cain Unit #1 3956 10 years GoodExhaust Silencer Miratec SP RHSS-4522-C 01 years Good New 2012Exhaust Catalyst Miratec 01 years Good New 2012Plate & Frame HX #1 Ameridex 93945 10 years GoodRadiator #1 Young Touchstone 2905322 10 years GoodFluid Cooler #1 Evapco WO37231 06 years Good New 2012

Engine #2 Waukesha L7042 GSI C-14437/1 10 years InFrame 2010 - Top End 2012Engine Controller #2 Woodward 2301 D 13262848 10 years GoodAir/Fuel Controller MEC-R Compliance Controls 3566-7725 06 years GoodIgnition Controller Murphy Power 01-501-100 06 years GoodSynchronizer #2 Bassler BE3-25A 7194 10 years GoodVoltage Regulator #2 Kato K125-10B 81035353-00 10 years GoodProtective Relay #2 SEL 300G (Schlietzer) 2003056015 10 years GoodGenerator #2 Kato 750 kW 12 kV 15123-01 10 years Good12 kV Generator Breaker #2 Siemens 15GMI-500-1200-37 MV100434200-1 10 years GoodExhaust Heat Recovery Unit Cain Unit #2 3957 10 years GoodExhaust Silencer Miratec SP RHSS-4522-C 01 years Good New 2012Exhaust Catalyst Miratec 01 years Good New 2012Plate & Frame HX #2 Ameridex 93944 10 years GoodRadiator #2 Young Touchstone 2905321 10 years GoodFluid Cooler #2 Evapco WO37232 06 years Good New 2012

POWER DISTRIBUTIONSDG&E Main Breaker Westinghouse VCP-W 92043351 17 years GoodProtective Relay (SDG&E) SEL 351S (Schlietzer) 2003099069 10 years GoodProtective Relay Beckwith 391 10 years Good12kV Breaker Westinghouse VCP-W 92043349 10 years Good12kV Breaker Westinghouse VCP-W 92043348 10 years Good12kV-480VAC Transformer "A" RSE Sierra ? 30 years Needs Replacement12kV-480VAC Transformer "B" MGM Transformer Co. 97-2-6983 10 years Fair


Equipment Name Description Serial Number Age ConditionHEATING LOOP

Hot Water Pump #1 20 HP Motor/488 GPM CP5811-2 10 years FairHot Water Pump #2 20 HP Motor/488 GPM CP5811-3 10 years FairHot Water Pump #3 20 HP Motor/488 GPM CP5811-1 10 years FairHot Water Pump #4 3 HP Motor/488 GPM CP5182-01 10 years FairHot Water Pump #5 3 HP Motor/488 GPM CP5182-02 10 years FairHot Water Pump #6 5 HP Motor/500 GPM CP5421-02 10 years FairHot Water Pump #7 3 HP Motor/465 GPM CP5421-01 10 years FairHot Water Pump #8 5 HP Motor/500 GPM CP5422-02 10 years FairHot Water Pump #9 3 HP Motor/465 GPM CP5422-01 10 years FairHot Water Expansion Tank Bell & Gosset B-122 01 years Good New in 2012Hot Water Air Separator 10 years FairBoiler #1 Parker 6,300,00 BTU 54547 10 years FairBoiler #2 Parker 6,300,00 BTU 54546 10 years Fair

COOLING LOOP1000 ton Chiller York Centrifugal GNDM 120890 17 years Good600 ton Chiller York Centrifugal SNDM 839220 17 years Good600 ton Chiller VFD York Centrifugal 00278HO797 11 years Good380 ton Absorption Chiller Thermax LT38T 7 05 years GoodCooling Tower #1 Marley 108719003-NC7221CM-97 16 years FairCooling Tower #2 Marley 108719001-NC7221CM-97 16 years PoorAbsorption Chiller Pump 10 hp motor Bell & Gosset 26A6008/1002598926 05 years GoodChill Water Pump #1 125 hp motor/2110 GPM CP5841-02 14 years GoodCWP 001 VFD Danfoss VLT 5000 807301Y133 10 years GoodChill Water Pump #2 125 hp motor/2110 GPM CP5841-01 14 years GoodCWP 002 VFD Danfoss VLT 5000 807501Y133 10 years GoodChill Water Pump #3 125 hp motor/2110 GPM CP5841-03 14 years GoodCWP 003 VFD Danfoss VLT 5000 807401Y133 10 years GoodChill Water Pump #4 (1000 Ton Chiller) 25 hp motor/2400 GPM BE87362 05 years GoodChill Water Pump #5 (6000 Ton Chiller) 15 hp motor/1440 GPM CP5831-01 14 years GoodThermal Storage Primary Pump 125 HP Motor/2750 GPM AJ91D0434A02 19 years FairThermal Storage Secondary Pump 125 HP Motor/2750 GPM ? 19 years FairCondenser Water Pump #5 100 hp motor/ 97JG6058 33 years FairCondenser Water Pump #6 100 hp motor/ ? 33 years FairCondenser Water Pump #7 100 hp motor/ 97JG6059 33 years FairSand Filter PEP ? 05 years Good


Equipment Name Description Serial Number Age ConditionMISCELLANEOUS

Program Logic Controls (PLC) Allen Bradley Plant operations PLC 10 years GoodEvaporative Cooler #1 Champion 14/21 DD LC11896 05 years FairEvaporative Cooler #2 Champion 14/21 DD LC11877 05 years FairEvaporative Cooler #3 Champion 14/21 DD LC11875 05 years FairEvaporative Cooler #4 Champion 14/21 DD LC11874 05 years FairChiller Room Exhaust Fans 15 years FairEngine Room Exhaust Fans 10 years FairLeak Detector 04 years FairAir Compressor "A" Quincy 5065819 10 years Good new heads 2010Air Compressor "B" Quincy 5135101 10 years Good new heads 2010

Hour Reading Due Gas Reading Date Initial Hour Reading Due Gas Reading2,226 247 54,739 4-Jan JEB 3,606 107 51,967

2,226 247 54,739 11-Jan JEB 3,606 107 51,967

2,226 247 54,739 18-Jan JEB 3,606 107 51,967

2,226 247 54,739 25-Jan JEB 3,606 107 51,967

2,247 226 55,309 1-Feb JEB 3,617 96 52,194

2,264 209 55,873 8-Feb JEB 3,624 89 52,437

2,287 186 56,434 15-Feb JEB 3,631 82 52,665

2,295 178 57,008 22-Feb JEB 3,635 78 52,891

2,319 154 57,567 29-Feb JEB 3,644 69 53,120

2,332 141 58,131 7-Mar JEB 3,659 54 53,358

2,356 117 58,706 14-Mar JEB 3,660 53 53,599

2,375 98 59,267 21-Mar JEB 3,675 38 53,821

2,390 83 59,837 28-Mar JEB 3,683 30 54,057

2,403 70 60,399 4-Apr JEB 3,682 31 54,282

2,428 45 60,964 11-Apr JEB 3,699 14 54,519

2,444 29 61,531 18-Apr JEB 3,705 8 54,751

2,464 9 62,096 25-Apr JEB 3,712 1 54,982

2,472 1 62,284 1-May JEB 3,712 1 54,982

2,472 1 62,284 8-May JEB 3,712 1 54,982

2,472 1 62,284 15-May JEB 3,712 1 54,982

2,472 1 62,284 22-May JEB 3,712 1 54,982

2,472 1 62,284 29-May JEB 3,712 1 54,982

2,472 1 62,284 5-Jun JEB 3,712 1 54,982

2,472 1 62,284 12-Jun JEB 3,712 1 54,982

2,472 1 62,284 19-Jun JEB 3,712 1 54,982

2,472 1 62,284 26-Jun JEB 3,712 1 54,982

2,472 1 62,284 3-Jul JEB 3,712 1 54,982

2,500 750 63,134 10-Jul JEB 3,723 750 55,225

2,527 723 63,987 17-Jul JM 3,727 746 55,460

2,559 691 64,834 24-Jul JM 3,739 734 55,703

2,583 667 65,686 31-Jul JM 3,745 728 55,932

2,616 634 66,530 7-Aug JS 3,758 715 56,177

2,643 607 67,382 14-Aug JS 3,767 706 56,411

2,669 581 68,227 21-Aug JS 3,772 701 56,654

2,696 554 69,074 28-Aug JS 3,783 690 56,897

2,761 489 70,813 4-Sep DJ 3,789 684 57,069

2,780 470 71,369 11-Sep DJ 3,805 668 57,569

2,799 451 71,925 18-Sep DJ 3,821 652 58,069

2,832 418 72,848 25-Sep DJ 3,839 634 58,591

2,894 356 74,584 2-Oct DJ 3,843 630 58,720

2,933 317 75,633 9-Oct DJ 3,848 625 58,869

2,945 305 75,969 16-Oct DJ 3,852 621 58,984

2,965 285 76,306 23-Oct DJ 3,868 603 59,406

3,046 204 77,971 30-Oct DJ 3,975 496 62,195

3,046 204 77,971 6-Nov DJ 4,072 399 64,847

3,046 204 77,971 13-Nov DJ 4,249 222 70,165

3,138 112 80,410 20-Nov DJ 4,249 222 70,167

3,233 17 83,249 27-Nov DJ 4,268 203 70,805

4-Dec11-Dec18-Dec25-Dec

Boiler #2Boiler #12012 Boiler #1 & #2 Logs

O2 Sensor Setpoint

O2 Sensor Voltage

Catalyst Inlet

Catalyst Outlet

Engine Hours

Since Check

Faults & Alarms Date Initial

O2 Sensor Setpoint

O2 Sensor Voltage

Catalyst Inlet

Catalyst Outlet

Engine Hours

Since Check

Faults & Alarms

1.02-1.05 1.02-1.05 1000-1250 1000-1350 N/A 0-750 None 1.02-1.05 1.02-1.05 1000-1250 1000-1350 0-750 0-750 None

Phi Phi Degrees F Degrees F Hours Hours N/A Phi Phi Degrees F Degrees F Hours Hours N/A

1.034 1.034 711 220 8,592 24 None 31-Dec DJ 1.034 1.034 711 220 9,408 120 None1-Jan DJ 1.034 1.034 711 220 9,432 144 None2-Jan DJ 1.034 1.034 711 220 9,456 168 None3-Jan DJ 1.034 1.034 711 220 9,480 192 None4-Jan DJ 1.034 1.034 711 220 9,504 216 None5-Jan DJ 1.034 1.034 711 220 9,528 240 None6-Jan DJ 1.034 1.034 711 220 9,552 264 None7-Jan DJ 1.034 1.034 711 220 9,576 288 None8-Jan DJ

1.034 1.034 711 220 8,616 48 None 9-Jan DJ1.034 1.034 711 220 8,640 72 None 10-Jan DJ1.034 1.034 711 220 8,664 96 None 11-Jan DJ1.034 1.034 711 220 8,688 120 None 12-Jan DJ1.034 1.034 711 220 8,712 144 None 13-Jan DJ1.034 1.034 711 220 8,736 168 None 14-Jan DJ1.034 1.034 711 220 8,760 192 None 15-Jan DJ

16-Jan17-Jan18-Jan19-Jan20-Jan21-Jan22-Jan23-Jan24-Jan25-Jan26-Jan27-Jan28-Jan29-Jan

Engine #12013 Engine #1 & #2 Logs

Engine #2Engine Hours + 60,000

lsessler

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