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HomeMy WebLinkAbout5834PROFESSIONAL SERVICES AGREEMENT Strategic Discovery Initiative, Bremerton Energy Resource Management The City of Bremerton ("City") and Distributed Energy Management ("Consultant"), referred to collectively as the "Parties," enter into the following Agreement for professional services: I. Scope: The Consultant agrees to perform the services more specifically described in the Scope of Work, dated March 30, 2018, attached hereto as Exhibit A, which is incorporated by reference herein. The Scope of Work may be modified only pursuant to Section VII.H of this Agreement. If the Scope of Work provides for unspecified additional services such services shall only be performed upon the express written request of the City. Consultant further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices in effect at the time such services are performed. II. Term: The City and the Consultant agree that work will begin on the tasks described in Exhibit A immediately upon execution of this Agreement. The parties agree that the work described in Exhibit A is to be completed as provided for in the work schedule attached hereto as Exhibit B; provided however, that additional time shall be granted by the City for excusable delays or extra work as provided for in Section IKA of this agreement. III. Compensation: In consideration of the services provided pursuant to this Agreement, the City shall pay Consultant in an amount not to exceed $25,000. Consultant's charges and bills shall conform to the fee schedule attached hereto as Exhibit C and incorporated herein by this reference. The Consultant shall submit regular billing statements detailing work performed and amount charged on each task or portion thereof. The descriptions shall conform to and fall within the categories set out in the Scope of Work and/or Fee Schedule. Upon receipt of a conforming billing statement, the City shall promptly process payment. PROVIDED, HOWEVER, the City reserves the right to prioritize scoped work and accelerate and/or delay work tasks under the time frame set forth in Section II herein. The Consultant's labor rates and billing fees shall be as delineated in Exhibit C. Consultant shall not perform work beyond the Scope of Work, nor shall be compensated for such work, unless the Scope of Work or amount of compensation is modified pursuant to this Agreement. Consultant shall only be compensated for additional services if requested pursuant to Section I and, if not otherwise provided, such compensation shall be in accordance with Exhibit C. If a billing statement does not conform to this Agreement, the City may withhold payment until the statement is brought into compliance. Such withholding does not relieve Consultant of its obligations under this Agreement. IV. Relationship of Parties: Consultant represents that it is skilled in the matters addressed in the Scope of Work and is performing independent functions and responsibilities within its field Page 1 of 13 Bremerton/Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 03'2018 of expertise. Consultant and its personnel are independent Consultants and not employees of the City. Consultant and its personnel have no authority to bind the City or to control the City's employees and other Consultants. None of the benefits provided by the City to its employees, including, but not limited to, compensation, insurance, and unemployment insurance are available from the City to the employees, agents, representatives, or sub -Consultants of the Consultant. Consultant will be solely and entirely responsible for its acts and for the acts of Consultant's agents, employees, representatives and sub -Consultants during the performance of this Agreement. The City may, during the term of this Agreement, engage other independent Consultants to perform the same or similar work. As an independent Consultant, Consultant is responsible for its own management. The City's administration and enforcement of this Agreement shall not be deemed an exercise of managerial control over Consultant or its personnel. As an independent Consultant, Consultant is responsible for payment of all taxes and licensing fees necessary to perform its obligations under this Agreement. These taxes and fees include but are not I mited to tate in ustn insurance, us�&Occupa on a "-pro essiona -- licensing, and City business licensing. If any taxes or fees due the City have been declared delinquent, the City may withhold the delinquent amount, plus any additional charges arising from the delinquency, from any payments due Consultant. V. Indemnification: A. Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the performance of this Agreement except for that portion of the injuries and damages caused by the City's sole negligence, unless Consultant is conducting work pursuant to Subsection B below. The City's review or acceptance of any of the work when completed shall not be grounds to avoid any of these covenants of indemnification. B. Architects, Engineers and Any Other Professional Listed In and Performing Services Defined in RCW 4.24.115. Should a court of competent jurisdiction determine that Consultant's services provided pursuant to this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's liability hereunder shall be only to the extent of the Consultant's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. Page 2 of 13 BremertoWDistributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 03/2018 The provisions of this section shall survive the expiration or termination of this Agreement. VI. Insurance: The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, employees, sub -consultants or sub -Consultants. Before beginning work on the project described in this Agreement, the Consultant shall provide a Certificate of Insurance evidencing: 1. Automobile Liability insurance with limits no less than $1,000,000 combined single limit per accident for bodily injury and property damage; and 2. Commercial General Liability insurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence and general aggregate for personal injury, bodily injury and property damage. Coverage shall include but not be limited to: blanket contractual; products/completed operationsibroad form property damage; explosion, collapse and underground (XCU) if applicable; and 3. Excess Liability insurance with limits not less than 1,000,000 limit per occurrence and aggregate. 4. Professional Liability insurance with limits no less than $1,000,000 limit per occurrence/claim. 5. Workers Compensation insurance as statutorily required by the Industrial Insurance Act of the State of Washington, Title 51, Revised Code of Washington and employer's liability with limits not less than $1,000,000. Any payment of deductible or self-insured retention shall be the sole responsibility of the Consultant. All required policies shall be provided on an "occurrence" basis except professional liability insurance (if required), which may be provided on a "claims -made" basis. The City shall be named as an additional insured on the Commercial General Liability insurance policy, as respects work performed by or on behalf of the Consultant and a copy of an endorsement that is acceptable to the City, which names the City as an additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all the required insurance policies and endorsements. The City further reserves the right to reject any unacceptable policies and/or endorsements. The Consultant's Commercial General Liability insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. The Consultant's insurance shall be primary and non-contributory insurance as respects the City and shall contain a waiver of subrogation against the City for claims arising out of any operations, liabilities and obligations to which coverage applies. It shall be an affirmative Page 3 of 13 Bremerton.'Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 03/2018 obligation upon Consultant to advise the City's Risk Manager by fax at (360) 473-5161, or by certified mail, return receipt requested to City of Bremerton, Attn: Risk Management, 345 6tn Street, Suite 100, Bremerton, WA 98337 within two days of the cancellation, suspension or substantive change of any insurance policy set out herein, and failure to do so shall be construed to be a breach of this Agreement. The City also reserves its unqualified right to require at any time and for any reason, proof of coverage in the form of a duplicate of the insurance policy with all endorsements as evidence of coverage. VII. General Conditions: A. Reports and Information: When requested by the City, Consultant shall furnish periodic reports and documents on matters covered by this Agreement. The reports and documents shall be furnished in the time and form requested. Consultant shall maintain accounting records in accordance with Generally Accepted Accounting Principles ("GAAP") to substantiate all billed amounts. B. Ownership and Use of Records and Documents: Original documents, drawings, designs and reports, including those in electronic format, developed under this Agreement are the property of the City. All written information submitted by the City to the Consultant in connection with the services performed by the Consultant under this Agreement will be safeguarded by the Consultant to at least the same extent as the Consultant safeguards like information relating to its own business. If such information is publicly available or is already in Consultant's possession or known to it, or is rightfully obtained by the Consultant from third parties, Consultant shall bear no responsibility for its disclosure, inadvertent or otherwise. All data, documents and files created by Consultant under this Agreement may be stored at Consultant's office in Seattle, Washington. Consultant shall make such data, documents, and files available to the City upon its request at all reasonable times for the purpose of editing, modifying and updating as necessary until such time as the City is capable of storing such information in the City's offices. Duplicate copies of this information shall be provided to the City upon its request, and at reasonable cost. All documents, including all reports, drawings, specifications, computer software or other items prepared or furnished by Consultant pursuant to this Agreement, are instruments of service with respect to the project and are the property of the City. Any reuse by the City for other than the specific purpose intended will be at City's sole risk. C. Use of Photographs and Images. Consultant shall not use or distribute photographs or images depicting City officials, personnel. property, or equipment whether prepared by Consultant or provided by City without prior written consent of the City. The City will not unreasonably withhold its consent. D. Work Performed at Consultant's Risk: Consultant shall take all precautions necessary and shall be responsible for the safety of its employees, agents, and sub -consultants in Page 4 of 13 Bremerton Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 03/2018 the performance of the work hereunder and shall utilize all protection necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. E. Place of Work: The Consultant shall perform the work authorized under this Agreement at its offices in Seattle, Washington. Meetings with the City staff as described in Exhibit A, Scope of Work, shall take place at the City's offices, or at locations mutually agreed upon by the parties. F. Entire Agreement: This Agreement and its Exhibits constitutes the entire agreement between the Parties, and the Parties acknowledge that there are no other agreements, written or oral, that have not been set forth in the text of this Agreement. G. Severability: Should any part of this Agreement be found void, the balance of the Agreement shall remain in full force and effect. H. Modification: This Agreement may only be modified by written instrument signed by both Parties. I. Written Notices: All communications regarding this Agreement shall be sent to the parties at the addresses listed below by registered or 1 st class mail, or by personal service, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. Notices to be sent to: Notices to be sent to: CITY: CONSULTANT: Attn: Chal Martin Attn: Jimmy Jia City of Bremerton 220 Second Avenue South, #216 345 6''' Street, Suite 100 Seattle, WA 98104 Bremerton, WA 98337 J. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision. Waiver of any right or power arising out of this Agreement shall not be deemed waiver of any other right or power. K. Non -Waiver of Breach: The failure of the City to insist upon strict performance of any of the covenants and agreements contained herein, or to exercise any option herein conferred in one or more instances shall not be construed to be a waiver or relinquishment of said covenants, agreements or options, and the same shall be and remain in full force and effect. L. Compliance with Laws: Consultant shall comply with all applicable Federal, State, and local laws in performing its obligations under this Agreement. Page 5 of 13 Bremerton/Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 03-2018 M. Choice of Law and Venue: This Agreement shall be interpreted according to the laws of the State of Washington. Any judicial action to resolve disputes arising out of this Agreement shall be brought in Kitsap County Superior Court. N. Attorneys' Fees: In the event of litigation to enforce any of the terms or provisions herein, each party shall pay all its own costs and attorney's fees. O. Assignment: Any assignment of this agreement by the Contractor without the written consent of the City shall be void. VIII. Nondiscrimination: Consultant shall not discriminate in employment or services to the public on the basis of race, color, national origin, sex, religion, age, marital status, disability, or sexual orientation except for employment actions based on bona fide occupational qualification. IX. Termination: This Agreement shall remain in force until completion and acceptance of the services, terminated by written instrument upon mutual consent, or by the City of Bremerton for convenience. This Agreement may be immediately terminated for cause by a Party if the other Party substantially fails to perform through no fault of the terminating Party, and the non- performing Party does not commence correction of the failure of performance within thirty (30) days of the terminating Party's sending notice to the non-performing Party. Any Notice by Consultant shall include a report showing the status of all items listed in the Scope of Work current through the termination date. If the City receives reimbursement by any federal, state, or other source for work described in Section I herein, and that funding is withdrawn, reduced or limited in any way, or the project is cancelled or substantially reduced after the execution date of this Agreement and prior to the completion of the work, the City may summarily terminate this Agreement. A. Excusable Delays: The right of Consultant to proceed shall not be terminated nor shall Consultant be charged with liquidated damages for any delays in the completion of the work due to: 1) any acts of the federal government in controlling, restricting, or requisitioning materials, equipment, tools, or labor by reason of war, national defense, or other national emergency; 2) any acts of the City, its consultants, or other public agencies causing such delay; and 3) causes not reasonably foreseeable by the parties at the time of the execution of the Agreement that are beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God, fires, floods, strikes, or weather of unusual severity. PROVIDED, HOWEVER, that the Consultant must promptly notify the City within ten (10) calendar days in writing of the cause of the delay. If, on the basis of the facts and the terms of this Agreement, the delay is properly excusable, the City shall, in writing, extend the time for completing the work for a period of time commensurate with the period of excusable delay. B. Rights Upon Termination: In the event of termination, the City shall pay for all services performed by the Consultant to the effective date of termination, as described on a final invoice submitted to the City. After termination, the City may take possession of all records and data within the Consultant's possession pertaining to this project which may be used by the City Page 6 of 13 Bremerton/Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 012018 without restriction. Any such use not related to the project which Consultant was contracted to perform shall be without liability or legal exposure to the Consultant. X. Suspension & Debarment. For contracts involving Federal funding, Consultant hereby certifies, by signing this agreement, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. Consultant shall provide immediate written notice to the City if at any time it learns that it is or has become ineligible for certification. Should Consultant enter into a covered transaction with another firm, Consultant agrees by signing this agreement that it will verify that the firm with whom it intends to do business is not debarred, suspended, ineligible, excluded or disqualified. IN WITNESS WHEREOF, the parties below have executed this Agreement. CITY: CITY OF BREMERTON By: �. Print Name: Chal Martin Its: Public Works Director Date: April 20, 2018 APPROVED AS TO FORM: By: (�-� � h� , Bremerton Cit ttorney CONSULTANT: DISTRIBUTED ENERGY MANAGE NT By: Prin ame: im la Its: CEO Date: April 20, 2018 ATTEST: By: City Cler RALegalTegafformsTORMS ON COBWEB\Professional Services Agreement ReN. 03 2018.docx Page 7 of 13 Bremerton, Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 0312018 Exhibit A Scope of Work The Strategic Discovery Initiative is designed to inform the scope and impact of a comprehensive Utility Resource Management Program. Many organizations mistake their energy footprint as limited to electricity and natural gas bills. Furthermore, staff across the organization tend to operate in "wells of excellence". They excel at their jobs; however, they may be optimizing decisions for their local department. This leaves many opportunities for city-wide improvements. For example, pumping mater can be as much as 30% of electricity consumption, energy efficiency measures work in tandem with renewable energy purchases, and long-term infrastructure decisions may affect your short-term procurement processes. Meanwhile, city-wide managers can become overwhelmed with the choices and the seemingly- "random acts of greenness" being proposed across the organization. Leading companies have de -coupled their carbon footprint with their economic growth by passing through the following maturity cycle: (1) Set a (2) Gain (3) Reduce (4) Increase (5) Improve Vision Certainty Risk Innovation Productivity This process has been proven to take the critical needs, good ideas, and proven solutions from across an organization and unify them based on an overall strategy, process and metric. The result: lower costs, reduce risks, and innovations to improve the lives of citizens. Our Strategic Discovery Initiative accomplishes the first two stages in the maturity cycle: ■ Strategy: Setting your ideal vision as to how your use of energy can best support delivery of government services and benefit citizens. ■ Gain Certainty: Getting a comprehensive grasp of the data to make strategic energy decisions. This includes knowing where, when and how much utility resources you consume and who is responsible for the decisions. Information to Gather This information will further guide and refine your strategy and determine processes and metrics in your comprehensive Utility Management Program. We treat utility resources as a supply chain — from the source through transport to end uses. • Where is your data? What data is lacking? If the information is not at your fingertips, it is impossible for the decision makers to make a decision. • How much do you consume? The information should be in dollars as well as energy metrics (kWh, therms, etc.) • What ideas and priorities already exist? This includes existing plans for expansions or changes. • Who is/are responsible for which process? We will map out how different energy and infrastructure are made in various key functions. Page 8 of 13 Bremerton/Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 03/2018 Sample Matrix of Energy -Related Information: Tasks: We estimate the project to take approximately 166 hours, with the following allocation to the tasks: Task Name Sources of Energy Movement of Energy Consumption End Uses Task 2: Data Gathering • Does the city have a goal • How are long-term • How do energy efficiency Priorities for how "green" the infrastructure decisions priorities compare against and Values electrons need to be? affecting your short-term renewable energy procurement decisions? priorities? • How much utility • When does the city • Where is energy resources do the city consume its utility consumed and where is consume? resources? energy wasted? • What activities can the • Does the city's physical • What is the cost per - Metrics city undertake to infrastructure need to taxpayer to have these and Data encourage good grow, and what is the services available? consumption practices long-term plan to achieve • How are these costs from the citizens? it? changing relative to the • What are the rates and tax base? prices you pay? • How do you buy utility • How much do you pay to • What is your resources (from a utility, move your resources (ie, procurement process for direct, self -generated, water, waste) through the buying low-energy etc.)? city? products? Processes • Who are the decision • Who are the decision • Who are the decision makers responsible for makers responsible for makers responsible for the purchasing of energy? moving resources around purchasing equipment? the city? Tasks: We estimate the project to take approximately 166 hours, with the following allocation to the tasks: Task Name Estimated Hours Task 1: Kickoff Workshop 14 Task 2: Data Gathering 70 Task 3: Interviews 20 Task 4: Data Syntheses 42 Task 5: Final Workshop and Report 20 Task 1: Kickoff workshop To create buy -in and alignment of the timelines, goals and expectations for the discovery initiative. • A 1 to 1.5 hour workshop with a selected group of your leaders and staff. • Answer any questions that individuals may have regarding the process. • Identify the initial set of data for DEM to analyze and collate. Page 9 of 13 Bremerton.'Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 03/2018 Task 2: Gathering of data (continuous) A continuous process throughout the duration of the project. • Access to utility consumption data, including (but not limited to), electricity, natural gas, water, sewage, diesel, petroleum, and trash. • Access to vendors, utilities or other service providers for supporting information and data. • This includes the number of locations, utility providers and three years of consumption and spending history Task 3: Interviews with up to 10 subject -matter experts and key stakeholders To identify past accomplishments, existing efforts, and identify new innovations across your organizations. • Duration of interviews are 1 -hour in length. • We may use a web -based survey to prepare for the actual interview • The experts may be within accounting, finance, facilities, operations, real estate, procurement and other departments. • Educate stakeholders on energy program and create an opportunity for stakeholders to ask questions and provide recommendations or concerns. Task 4: Synthesis of data (with possible follow-up Interviews) To organize your information into a comprehensive format. This may include: • Your actual utility budget, consumption baseline. • Your vision, goals and priorities. • Your decision matrix with metrics for success. • Your key stakeholders and responsibility matrix. Task 5: Final workshop and report To present a comprehensive Utility Management Program to your team, including past achievements, future strategic areas, drivers, and obstacles to achieve success. • A 1 to 2 -hour workshop with your key stakeholders and staff. • A 1 -hour long planning call before the workshop. The calls will focus on identifying workshop attendees, fine-tuning the agenda and arranging logistics. • Hosting the workshop at your facility. Our staff will travel and facilitate the workshop. • Reading a short packet of pre -reading material. Project Deliverable: • 1 PowerPoint summary • 1 report for mobilizing a comprehensive utility resource program. Page 10 of 13 Bremerton/Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 03/2018 DEM Team • Jimmy Jia, CEO, is passionate about helping companies reduce utility costs. He is a speaker, educator and innovator on sustainable energy and resource management methods that integrate with realistic business needs. He founded DEM to bring control and clarity of energy and utilities to businesses. He is also the co-author of Driven by Demand: How Energy Gets its Power. • Carey Gersten, Program Manager, brings a career of 30 -plus years deploying leading edge business solutions ranging from Fortune 100 to startups including Microsoft, Brooks Sports, Statistical Sciences and Geographic Data Technologies. Certified in sustainable building practices, he knows how to align and stage individual projects that meet overarching business requirements. His expertise includes a programmatic approach for deploying multifaceted initiatives that achieve results. • Jameson Morrell, Dir. Client Engagement, has nearly 20 years of experience helping clients develop and manage new programs or change initiatives. He has a history designing, developing, and broadly deploying programs and applications that transform enterprise business practices, including DHL and Bank of America. His expertise includes providing custom-designed consultancy sen -ices and information systems. Page I I of 13 Bremerton/Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 03/2018 Exhibit B Schedule of Work All work will be completed no later than December 31, 2019. Timeline: We estimate that the scope presented can be delivered within 24 weeks after signing the engagement. Mis assumes a relatively steady and focused effort aligned with your schedules and availability. Estimated Date Time commitment 2018 Activity Deliverable from City of Bremerton May/June Gather information; develop Bremerton -centric . Workshop 1: Kickoff ' A 1 to 1.5 hour meeting with key stakeholders. analytical framework Continue gathering • 1 -hour interviews with up June/July information; conduct initial to 10 stakeholders within interviews • Calls and interviews on an the City. as -needed basis • Time necessary to collate August Analysis and additional data agreed upon in Kickoff follow-up as needed meeting. g . 'A 1 -hour meeting September/October Final presentations • Workshop 2: Guidelines and preparation call with Project Lead. Plan with next steps • A 1 to 1.5 hour meeting with key stakeholders. Page 12 of 13 Bremerton,'Distributed Energ} Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 032018 Exhibit C Fee Schedule The fee for the City of Bremerton Discovery Initiative is estimated to be $24,900 based on this scope. The fee includes our labor rate of $150 / hour for an expected 166 hours of work. The fee includes estimated travel expenses for the workshops. It excludes additional time and materials outside of this scope of work. Additional costs, such as additional hours, materials, and expenses, will be submitted for approval prior to incurring them. Page 13 of 13 Bremerton/Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 03/2018 Time Amount Invoice #1 May/June 2018 (Following kickoff workshop) $8,300 Invoice #2 June/Jul} 2018 S8,300 Invoice #3 September/October 2018 (Due net -30 after submission of final deliverable) $8,300 Page 13 of 13 Bremerton/Distributed Energy Management Strategic Discovery Initiative, Bremerton Energy Resource Management Rev. 03/2018 ACORO� CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 05/09/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NRG Insurance NAME: NRG Insurance PHONE (206) 363-1110 FAX (206) 363-2044 AIC No Ext): AIC, Na P.O. Box 34628 #15043 E-MAIL 91-0724829 ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # Seattle WA 98124-1628 INSURER A: Philadelphia Ins. Companies INSURED INSURERB: Jimmy Jia, DBA: Distributed Energy Management INSURER C: 220 Second Ave South #216 INSURER D: INSURER E: Seattle WA 98104 INSURER F: COVERAGES CERTIFICATE NUMBER: CL185902550 REVISION NUMBER - THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE X OCCUR EACH OCCURRENCE $ 1,000. 000 ' PREMISES Ea occurrence $ 1,000,00-0 1 MED EXP (Any one person) $ 5,000 PERSONAL &ADV INJURY $ 1,000,000 A Y PHSD1344711 05/07/2018 (,15/07/2019 GEN'L AGGREGATE LIMIT APPLIES PER:`" POLICY ❑ PEa ❑LOC GENERAL AGGREGATE $ 1,000, 00 PRODUCTS-COMP/OP AGG $ 1,000060 Employee Benefits $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000, 00 Ea accident BODILY INJURY (Per person) $ ANY AUTO A OWNED SCHEDULED AUTOS ONLY AUTOS PHSD1344711 05/07/2018 05/07/2019 BODILY INJURY (Per accident) $ X HIRED IXNON-OWNED AUTOS ONLY AUTOS ONLY PROPERTY DAMAGE $ Per accident X UMBRELLA LIAB OCCUR EACH OCCURRENCE $ 1,000, vz X EXCESS LIAB CLAIMS -MADE PHUB632525 05/23/2018 05/26/3201 AGGREGATE $ 1,000,00 DED RETENTION $H $ WORKERS COMPENSATION PER OTH- A AND EMPLOYERS' LIABILITY Y ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below NIA PHSD1353393 Sto p Gap 05/23/2018 05/23/2018 STATLITE ER E.L. EACH ACCIDENT $ 1,000 000 E.L. DISEASE - EA EMPLOYEE $ 1,0() 0, E.L. DISEASE - POLICY LIMIT $ 1,000,000 Professional Liability A PHSD1344711 05/07/2018 05/07/2019 Per Claim $1,000, 00 Aggregate Limit $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS /VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is regyimd) City Bremerton, its officers, officials, employees, agents and volunteers added as add' 'ol C insured with primarX& rlan contributory and wak�of subrogation." CERTIFICATE HOLDER rn NrFl I ATIOM © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Bremerton ACCORDANCE WITH THE POLICY PROVISIONS. 345 6th Street AUTHORIZED REPRESENTATIVE Suite 100 Bremerton WA 98337 © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: PHSD1344711 COMMERCIAL GENERAL LIABILITY CG 20 26 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): City of Bremerton (Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: 1. In the performance of your ongoing operations; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 26 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 Policy Number: PHSD1344711 COMMERCIAL GENERAL LIABILITY CG 20 01 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. CG 20 01 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 POLICY NUMBER: PHSD1344711 COMMERCIAL GENERAL LIABILITY CG 24 04 10 93 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: City of Bremerton (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) The TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Condition (Section IV — COMMERCIAL GENERAL LIABILITY CONDITIONS) is amended by the addition of the following: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products -completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 10 93 Copyright, Insurance Services Office, Inc., 1992 Page 1 of 1 ❑