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�sI�i�
POULSBO/BAINBRIDGE ISLAND/PORT OF BREMERTON
Interlocal - Resource Conservation Management Services
PW - Admin
LEG 12-1
03/Ol/2010
02/28/2012
O1/O1/2012
,
IN`TERLOCAL AGREEM�NT B�TWE�N THE CITI�S UF BREMTRTON,
POULSSU AND BAYNBRIDG.0 �SLAND AND THE PORT OF
BR�MER7['ON FOR R�SOURCE CONSTRVATTQN MANAGEM�NT
SERVICES
This interlocal Agreetnent is made and entered into this �-�! day of ��___, 2010, by and
befween the City of Bremerton, Washington, a rr�unicipal corporatian (hereinafter referred to as
"Bcemerton"}, the City of Poulsbo, Washington, a municipal corporation (hereinafter referred to as
"Poulsbo"), the City of Bainbridge Isiand, Washington, a municipal corporation (hereinafter referred to
as the "BainUridge Island"}, and the Port of Bremerton, a port district in the State of Wash;ington
(hereinafter referred to as "The Port") (he��einafter collectively referred to as "the Parlies").
WNEREAS, the Parties are working as partners to pursue a two-year Resource Conserva�ion
Management Grant ("Grant") from the Washington State Department of Commerce, which, if
received, will be used to start a Resource Conservation Management Frogram {"Program") to serve all
the Parties; and
WHEREAS, the Parties may elect to participate in a Resource Conservation Mana�er services
agreement with Puget Sound Energy, as set forth and under the terms and conditions of an Energy
Conservation Grant for Resource Conservation Manager Services; and
WAEREAS, the Program would study and address how each Party could use utility resources,
including water, sewer, electricity, ail, and natural gas, znore efficiently; and
WI�ERF.AS, Washington State University Extension Energy Arogram witl provide program and
technical support to assist with the shared Program; and
WI�ERICAS, Bremerton is willing to take the lead in providing administrative oversight of the
Program on behaif of all the Parties, and to becarne the "or�anization of record" pursuant to the Grant
requireinents; and
WIIEREAS, this interlocal agreement is entered into far the mutual benefit of the Parties and is
speci�cally authorized by the Interlocal Cooperation Act set forth in Chapter 39.34 of the
Revised Code of Washington.
Now, therefore, for and in consideration of the services to be rendered, resaurces to be shared,
and the payments to be made, the part�ies hereby recite, covenant and agree as foliows:
Resource Conservation Mana�er Position & Work Plan. If the Gra.nt is received, a
Resource Conservation Manager (RCM) will be contracted or hired as a fulI-time equivalent
(FTE} to provide RCM services to the Farties. Prior to advertising for a contractor, the Par�ies
shall meet to prepaxe a Work Plan for the RCM.
At the lninimum, the Work Flan shall address, and the RCM is expected to impie��ent,
the following:
tNTERLOCAL AGREEMEiV7—RCM SERVICES
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a - ,� _ _,
• Energy Accounting (utilizing software provided under the Grant)
• Basic utility efficiency and resource management action plan for facilities
o Review of resource use and patential actions
• Itnplementatian of low-cost/no-cost tneasures and activities, and �neasurement of
results
• Assisting the Parties in securing additional grant funding and assisting in finding
rebate prograrns that support relevant energy efficiency projects.
d Farticipating in technical and software training
o Reportin� of results to al� Parties' administrations
. Reportin� of results and successes to Commerce and the WSU Extension Energy
Program
2. Selection of ItCM. Bremerton wili ta.ke the tead in contracting with or hiring the individual or
�rm seiected to do the work on behalf of the Parties. If the Parties elect to retain a contractor,
Bremerton will assemble and advertise a Request for Proposals, with the assistance of WSU.
Parties will be advised af interview times and invited to attend interviews conducted pursuant
to the RFP, and may provide apinions to Bremerton as to the mosi quatified contractor.
3. Comuensat'ron. 1'he first-year budget ainount for the RCM including salaiy, benefits and
expenses is established as $100,000, with an authorized contingency of 10% of that a�naunt.
Bremerton will make payments due to the cantractor under the RCM contract, or shali pay the
FTE's salary if an employee is hired, and shail pr�pare billing statements for distribution to the
Parties. For amounts in excess of what any Grant funds cover, Poulsbo, Bainbridge Island and
The Port shall reimburse Brernerton in proportion to the amount of time the RCM speni
focusing on tha# Farty's needs. The reimburse�nent schedute will he established consistent with
payment terms set forth in the contract with the RCM,
4. Ailocation of RCM Time, The RCM shall allocate his ar her time according to the amount
each Party expends on utilities fronn all sources {water, sewer, electricity, oil, and natural gas,
etc.} in relation to the other Parties. Far example, if Bremerton expends 60% of the sum fiotal
of utility expenses of the four I'arties combined, the RCM will spend 64% of hisiher tinne
pezformin� RCM services on behalf of Bremerton consistent with the duties outlined in the
RCM contract. The Parties have agreed to initial proportions rounded to 10 percent incrernents:
Bremerton, 60 percent; Bainbridge Island, 20 percent; Poulsl�o, l4 percent; and The Port of
Brei�nerton, l0 percent,
The proportions will hoid for 12 months (sta.rting from the date the RCM is hired), and wilk be
reevaluated annually thereafter as long as the contract with the RCM remains in place. If
operations require or resutt in a notable change in resource consumption with one or more of
the Parties within a given 12-rnonth period, Breinerton can, at the request of any Party or of its
own accard, calt far a joint reevaluation of the estabiished annual proportion. Adjustments can
then �e made with the agreement of all I'arties.
5. Statas and Workspace. If desired by the RCM, the Parties shatl make a workspace available,
ta include a desk, ehair, and acc�ss to standard af�ce equipment and camputer connections.
iN7ER�OCALAGREEMENT—RCM SERVlCES
Page - 2 -
6. Additional Rest�onsibilities of the Citv of Bremerton. As the lead Party, Bremerton shall
have the foilowin� addrtional responsibitities:
o Represent all Parties in comtnunication with the Washin��ton State Department of
Commerce (Cosnmerce) and Washington State University Extension Energy Program
(WSU Energy).
• Provide WSU Ener�,ry with suanmarized monthly activity reports, showin� acti�vities
associated with the minimal program requirements as stated above.
o Provide WSU Energy with quarterly reports indicaling resource usage and savings,
resource expenditure amounts and savings.
o Provide Co�n�;nerce with reports as per the anticipated agreement between Comrnerce
and Bremet acting as lead for Parties.
o Provide ihe above-rnentioned reports to all Parties of the a��reement and any other
information relevant to all Parties
7. Support ancl Monitorin� of RC�. The Parties shall support and monitor the
performance and progress of the RCM in the following ways:
� Meet at ��e�;ular intervals to assess RCM progress.
o Seek support of the Puget Sound Ener�y RCM Support Services program. Each
Party must pravide data and application 3naterials to Bremerton if necessary to apply
for grant funds in connection with the PSE pro�ram.
e Establish a performance evatuation process for the RCM.
o Provide access of alI owner-occupied facilities to RCM.
a Provide access ta RCM of all utility bills, statements, and data.
e Facilita.te �neetin�s hetween RCM and facilities managers, and RCM and other
appropriate staff.
8. Term, This agreement shall only take effect after the Grant is approved, and thereafter shall
continue in force and effect for the duratian of the two-year funding period for the WSU gran#
program. Extension of the tenns of this agreement beyond the initial two-year grant period
may be effected by written agreement of the parties.
9. Termination. Any Party may terminate its garticipation in this Interlocal Agreement, or its
receipt of RCM services, at any time for any reason by providing at least sixty (bp} days
advance notice of termina�ion in writing to the other 1'a�ies. Prior to issuing a tennination
notice, the reqtzesting Party agrees to notify the other Parties of its intentions. Once noti�ed, the
Parties agree to meet to try to resolve any issues raised by the requesting Party and to consider a
realiocation of partnership shares and reimbursemenrt responsibilities as a result of the potential
withdrawal of the requesting Party. If no new agreement can be reached, the Party requestin�;
termination must coniinue to reimburse Bremerton pursuant to Section 3 of this Agreernent
l0. Modi�cation. This Agreement may be modi�ed by further written agreement upon mutual
acceptance by all Parties.
INTERL.00AL AGREEMENT—RCM SERVtCES
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11. Hold Harmless. Ea.ch party to this Agreement shall defend, indemnify and hold the other party,
i�s appointed and elected officers and employees, harmless fro�n clairns, actions, injuries,
damages, losses or suits including attorney fees, arising ar alleged to have arisen directly or
indirectly out of or in consequence of the performance of this Agreement to the extent caused
by the fault or negligence of the indernnitor, its appointed or eIected offcials, employees,
of�cers, agents, assigns, volunteers or representatives.
12. Apnlicable I,aw and Venue. This A�,reement shall be construed and interpreted in accordance
with the laws of the State of Washin�,�ton. In the event of a dispute, such dispute shall be
Iitigated in the Superior Court af Kitsap County, Washington.
13. Non-Discrinninatian. Parties shall not discriminate in any manner related to this Agreement on
the basis of race, color, national origin, sex, religion, age, �narital status, sexual orientation or
disability in e�nployment or the provision of services.
14. Severabilitv. if any provision of the A�,�reement shall be held invalid, the remainder of this
Agreement shatl not be affected thereby if such remainder would then continue to serve the
purposes and object'rves of all parties.
1 S. Entire Agreetnent. This Agreement constitutes the entire agreement between the parties. Any
modifications or amendments to this A�eement shall be in wriring and shall be si�ned by each
I��Y•
16. ComUliance with RCW 39.34.040. Pursuant to RCW 39.34.040, this a��reement shail be filed
with the Kitsap County Auditor ar atternativeiy, Iisted by subject on the public web site of the
parties hereto or on other electronically retrievable public source.
DATED this �� day of �+f'r� 2010.
lNTERLOCAL AGREEMENT -RCM SERVICES
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Lee t n, City Manager
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Rebec 'rickson, Mayor
fl'�flt'g' �� �H�M��B'g'�I�1
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Cary Bozeman, Chief Executive Officer
!nt
INTERLOCAL AGREEBflENT-RCIVi SERVICES
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��_'�. lo.�o &�—
Rosalind D. Lassoff, �ty Clerk