HomeMy WebLinkAboutMINUTES - 02052013 - C.89RECOMMENDATION(S):
APPROVE and AUTHORIZE the Public Works Director, or designee, to submit an application and EXECUTE a
loan agreement with Pacific Gas and Electric Company, if approved, for an energy saving project to be repaid at zero
interest.
FISCAL IMPACT:
No fiscal impact. PG&E will loan Contra Costa County the necessary construction funds to complete the energy
project. The loan is at zero percent interest for a maximum of 10 years, billed on the County's monthly PG&E
electricity bill. The monthly loan payments are structured such that they equal the monthly energy savings so that
there is "bill neutrality."
BACKGROUND:
PG&E instituted an Energy Efficiency Loan Program to encourage local energy construction projects in order to
distribute "Public Goods" funds for rebates/incentives. The maximum loan amount is $250,000 per meter at zero
percent interest with repayment made monthly on the County's PG&E bill equal to the estimated savings up to 10
years (120 months). The goal is to be "bill neutral" and therefore have no budgetary impact. The proposed energy
saving project is as follows:
APPROVE OTHER
RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE
Action of Board On: 02/05/2013 APPROVED AS RECOMMENDED OTHER
Clerks Notes:
VOTE OF SUPERVISORS
AYE:John Gioia, District I Supervisor
Candace Andersen, District II
Supervisor
Karen Mitchoff, District IV
Supervisor
Federal D. Glover, District V
Supervisor
ABSENT:Mary N. Piepho, District III
Supervisor
Contact: Steve Silveira, (925)
313-7114
I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors
on the date shown.
ATTESTED: February 5, 2013
David Twa, County Administrator and Clerk of the Board of Supervisors
By: Carrie Del Bonta, Deputy
cc: PW Administration, PW Accounting, PW Energy Management, PW Clerical, Auditor-Controller, County Administrator's Office
C. 89
To:Board of Supervisors
From:Julia R. Bueren, Public Works
Date:February 5, 2013
Contra
Costa
County
Subject:Approve PG&E On Bill Financing Loan Agreement for an Energy Project at the West County Detention Facility,
Richmond
BACKGROUND: (CONT'D)
PROJECT NAME ESTIMATED
LOAN
ANNUAL
SAVINGS
MONTHLY LOAN
PAYMENT/
TERM OF LOAN
ESTIMATED
REBATE
West County Detention Facility Security Lights $212,213 $22,221 $1,851.77/120 months $9,327.50
The County will ultimately receive a rebate from the completion of the energy project and would then use that rebate
for other projects. By completing the identified energy project, the County will reduce its energy consumption as part
of the Municipal Climate Action Plan and pay for the project with future dollars at no interest.
After the loan application is submitted, PG&E will send field staff to perform a pre-construction inspection to
determine what the annual energy savings would be if the project were to be constructed. The County would then bid
out the project, award the contract, manage the construction project, and pay the contractor. Upon completion, PG&E
will perform a post-construction inspection to ensure the project is complete and is eligible for the loan program. The
County will then invoice PG&E for the construction cost and enter into the loan agreement (Exhibit A). PG&E will
reimburse the County for the construction cost and issue a rebate for the energy project CONSEQUENCE OF
NEGATIVE ACTION: If the PG&E On-Bill Financing zero percent loan application is denied, the County will not
proceed with the energy project due to lack of funds. CHILDREN'S IMPACT STATEMENT: Not applicable.
ATTACHMENTS PG&E Loan Agreement Form
Form 79-1118
Page 1 of 5
June 17, 2010
Advice 3118-G-A/3667-E-A
GENERAL OFF-BILL AND ON-BILL FINANCING LOAN AGREEMENT
The undersigned customer (“Customer”) has contracted for the provision of energy
efficiency/demand response equipment and services (the “Work”) which qualify for one or more
of PG&E’s applicable rebate or incentive programs. Subject to the conditions (including the
process for Adjustment and preconditions to funding) set forth below, Pacific Gas & Electric
Company (“PG&E”) shall extend a loan (the “Loan”) to Customer in the amount of the loan
balance (the “Loan Balance”) pursuant to the terms of this On-Bill Financing Loan Agreement
(“Loan Agreement”) and PG&E’s rate schedules E-OBF and/or G-OBF, as applicable (the
“Schedule”).
To request the Loan, Customer has submitted a completed On-Bill Financing Application and
associated documentation as required by PG&E (the “Application”). Collectively the Application
and this Loan Agreement (including any Adjustment hereunder) comprise the “Agreement".
1. Customer shall arrange for its Contractor, as identified at the end of this Agreement
(“Contractor”), to provide the Work as described in the Application.
2. The estimated Loan Balance is set forth below. The total cost of the Work as installed,
rebate/incentive for qualifying energy efficiency measures, Loan Balance, monthly
payment, and loan term specified in this Loan Agreement may be adjusted, if necessary,
after the Work and the post-installation inspection described in the Application and/or
herein are completed (the “Adjustment”). The Adjustment will be calculated using the
actual total cost of the Work, as installed, and the estimated energy savings (as
described in the Application) of such Work. In no event will the Loan Balance be
increased without Customer’s written consent, even if Customer is eligible for such
increased Loan Balance. Moreover, in no event will the Loan Balance exceed the
maximum loan amount stipulated in the Application. Customer understands that in order
to be eligible for the Loan, the initial Loan Balance for Work may not fall below the
minimum loan amount, nor may the payback period exceed the maximum payback
period. Accordingly, if after the Adjustment, the Loan Balance falls below the
minimum loan amount or if the simple payback period exceeds the program
maximum payback period, each as described in the Application, PG&E shall have
no obligation to extend the Loan, as the Work would not meet program
requirements. The Adjustment described in this paragraph will be communicated to the
Customer in writing and will automatically become part of this Loan Agreement, except
that any proposed increase in the Loan Balance will only become part of this Loan
Agreement upon Customer’s written consent to such increase.
3. PG&E shall have no liability in connection with, and makes no warranties,
expressed or implied, regarding the Work. Customer will be responsible for any
and all losses and damage it may suffer in connection with, and any claims by
third parties resulting from, the Work. Customer shall indemnify and hold harmless
PG&E, its affiliates, and their respective owners, officers, directors, employees and
agents thereof, from and against all claims, demands, liabilities, damages, fines,
settlements or judgments which arise from or are caused by (a) any breach of the
Agreement by Customer; (b) any defects or problems with the Work, or the failure of the
Work to deliver any anticipated energy efficiencies; (c) Customer’s failure to pay any
amount due or claimed by Contractor with respect to the Work; or (d) the wrongful or
negligent acts or omissions of any party (including Contractor) in the conduct or
performance of the Work.
Form 79-1118
Page 2 of 5
June 17, 2010
Advice 3118-G-A/3667-E-A
4. Customer represents and warrants that (a) Customer is receiving this Loan solely for
Work obtained in connection with Customer’s business, and not for personal, family or
household purposes; (b) Customer, if not an individual or a government agency, is duly
organized, validly existing and in good standing under the laws of its state of formation,
and has full power and authority to enter into this Agreement and to carry out the
provisions of this Agreement. Customer is duly qualified and in good standing to do
business in all jurisdictions where such qualification is required; (c) this Loan Agreement
has been duly authorized by all necessary proceedings, has been duly executed and
delivered by Customer and is a valid and legally binding agreement of Customer duly
enforceable in accordance with its terms; (d) no consent, approval, authorization, order,
registration or qualification of or with any court or regulatory authority or other
governmental body having jurisdiction over Customer is required for, and the absence of
which would adversely affect, the legal and valid execution and delivery of this Loan
Agreement, and the performance of the transactions contemplated by this Loan
Agreement; (e) the execution and delivery of this Loan Agreement by Customer
hereunder and the compliance by Customer with all provisions of this Loan Agreement:
(i) will not conflict with or violate any Applicable Law; and (ii) will not conflict with or result
in a breach of or default under any of the terms or provisions of any loan agreement or
other contract or agreement under which Customer is an obligor or by which its property
is bound; and (f) all factual information furnished by Customer to PG&E in the Application
and pursuant to this Agreement is true and accurate.
5. The Application must include the Federal Tax Identification Number or Social Security
Number of the party who will be the recipient of the checks for the rebate/incentive or any
Loan proceeds. Checks may be issued directly to the Customer or its designated
Contractor or both, for the benefit of the Customer, as specified below. Customer
acknowledges that PG&E will not be responsible for any tax liability imposed on the
Customer or its contractor in connection with the transactions contemplated under the
Agreement, whether by virtue of the Loan contemplated under the Agreement, or
otherwise, and Customer shall indemnify PG&E for any tax liability imposed upon PG&E
as a result of the transactions contemplated under the Agreement.
6. Upon completion of the Work, Customer shall send a written confirmation of completion
to PG&E’s On-Bill Financing Program Administrator at the address listed in Section 15.
Within 60 days after receiving the confirmation, PG&E (a) will conduct a post installation
inspection and project verification, including review of invoices, receipts and other
documents as required by PG&E to verify the correctness of any amounts claimed by
Customer; (b) will adjust, if necessary, the total cost, incentive, Loan Balance, monthly
payment, and loan term as stated above; and (c) if PG&E deems necessary, obtain
updated financial information to verify that Customer has good credit standing (as
determined by PG&E) prior to making the Loan. Customer shall give PG&E reasonable
access to its premises and the Work and shall provide such updated financial information
to PG&E upon request. PG&E may decline to make the Loan if PG&E determines, in its
sole discretion, that Customer does not have good credit standing at that time. If the
Work conforms to all requirements of the Agreement and all amounts claimed by
Customer as Work costs are substantiated to PG&E’s reasonable satisfaction, and PG&E
is satisfied that Customer has good credit standing, PG&E will issue a check (“Check”) to
Customer or Contractor (as designated by Customer in Section 15) for all amounts PG&E
approves for payment in accordance with the Agreement. The date of such issuance is
the “Issuance Date”. If the Check is issued to Customer, Customer shall be responsible
for paying any outstanding fees due to Contractor for the Work. If the Check is less than
Form 79-1118
Page 3 of 5
June 17, 2010
Advice 3118-G-A/3667-E-A
the amount due from Customer to Contractor, Customer shall be responsible for the
excess due to the Contractor.
7. Customer shall repay the Loan Balance to PG&E as provided in this Loan Agreement
irrespective of whether or when the Work is completed, or whether the Work is in any
way defective or deficient, and whether or not the Work delivers energy efficiency savings
to Customer.
8. The monthly payments will be included by PG&E on the Account's regular energy service
bills, or by separate bill, in PG&E’s discretion. Regardless whether the monthly
payments are included in the regular utility bill or a separate loan installment bill, the
following repayment terms will apply:
a. The Customer agrees to repay to PG&E the Loan Balance in the number of
payments listed below and in equal installments (with the final installment
adjusted to account for rounding), by the due date set forth in each PG&E utility
bill or loan installment bill rendered in connection with Customer’s account
(identified by the number set forth below) (“Account”), commencing with the bill
which has a due date falling at least 30 days after the Issuance Date.
b. If separate energy service bills and loan installment bills are provided, amounts
due under this Loan Agreement as shown in the loan installment bill shall be
deemed to be amounts due under each energy services bill to the Account, and a
default under this Loan Agreement shall be treated as a default under the
Account.
c. If the Customer is unable to make a full utility bill payment in a given month,
payment arrangements may be made at PG&E’s discretion.
d. Any partial bill payments received for a month will be applied in equal proportion
to the energy charges and the loan obligation for that month, and the Customer
may be considered in default of both the energy bill and the loan installment bill.
e. Further payment details are set forth below.
9. Any notice from PG&E to Customer regarding the Program or the transactions
contemplated under the Loan Agreement may be provided within a PG&E utility bill or
loan installment bill, and any such notices may also be provided to Customer at the
address below or to the Customer’s billing address of record in PG&E’s customer billing
system from time to time, and in each case shall be effective five (5) days after they have
been mailed.
10. The Loan Balance shall not bear interest.
11. Customer may, without prepayment penalty, pay the entire outstanding loan balance in
one lump sum payment provided the customer first notifies PG&E by telephoning the toll
free phone number (1-800-468-4743), and by sending written notice to PG&E On-Bill
Financing Program Administrator at the address listed below, in advance of making the
lump sum payment. Accelerated payments that are received from Customer without
PG&E’s prior approval may, at PG&E’s sole discretion, be applied proportionally to
subsequent energy charges and Loan repayments and PG&E shall have no obligation to
apply accelerated payments exclusively to reduction of the outstanding Loan.
Form 79-1118
Page 4 of 5
June 17, 2010
Advice 3118-G-A/3667-E-A
12. The entire outstanding Loan Balance will become immediately due and payable, and
shall be paid by Customer within 30 days if: (i) the Account is closed or terminated for
any reason; (ii) Customer defaults under the Agreement; (iii) Customer sells or transfers
ownership of the equipment forming part of the Work to any third party (including as part
of a sale or lease of premises or transfer of business or otherwise); or (iv) Customer
becomes Insolvent. Customer becomes “Insolvent” if: (i) Customer is unable to pay its
debts as they become due or otherwise becomes insolvent, makes a general assignment
for the benefit of its creditors, or suffers or permits the appointment of a receiver for its
business or assets or otherwise ceases to conduct business in the normal course; or (ii)
any proceeding is commenced by or against Customer under any bankruptcy or
insolvency law that is not dismissed or stayed within 45 days.
13. Customer understands that without limiting any other remedy available to PG&E against
Contractor or Customer, failure to repay the Loan Balance in accordance with the
terms of the Agreement could result in shut-off of utility energy service, adverse
credit reporting, and collection procedures, including, without limitation, legal
action.
14. If there is any conflict among the documents comprising the Agreement, the following
order of priority shall apply: 1. this Loan Agreement; 2. the Application; 3. any documents
attached to the Application.
15. Loan Particulars.
This table is to be completed by PG&E
$ $ $ $
Total Cost Incentive Loan
Balance 1
Monthly
Payment
Term2 ,
Months
Number of
Payments
Check Made Payable to Contractor □ or Customer □ [customer to select payment method.
Note that only one check can be issued]
Customer Details
Federal Tax ID or Social Security #, Customer
Contractor Details
Federal Tax ID or Social Security #, Contractor
1 The Loan Balance shall not exceed one-hundred thousand dollars ($100,000) for commercial
customers and shall not exceed two-hundred fifty thousand dollars ($250,000) for government
agency customers, excepting loans to government agency customers where, in PG&E’s sole
opinion, the opportunity for uniquely large energy savings exist, in which case the Loan Balance
may exceed two-hundred fifty thousand dollars ($250,000) but shall not exceed one million
dollars ($1,000,000).
2 Commercial loans may have their loan terms extended beyond five years, not to exceed the
expected useful life (EUL) of the bundle of energy efficiency measures proposed, when credit and
risk factors support this..
Form 79-1118
Page 5 of 5
June 17, 2010
Advice 3118-G-A/3667-E-A
PG&E Account # / Service Agreement #
Account Name, Customer
Name, Contractor
Service Address, Customer
Address, Contractor
Name and Title of Authorized Representative
of Customer
Name and Title of Authorized Representative
of Contractor
Signature of Authorized Representative of
Customer
Date
ACCEPTED: Pacific Gas & Electric Company
By
Date
PG&E On-Bill Financing Program Manager
Address:
PG&E Integrated Processing Center
P.O. Box 7265
San Francisco, CA 94120-7265