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91-058 r . . . 6/14/91 It RESOLUTION NO. 58-91 A RESOLUTION AUTHORIZING THE CITY OF SHOREWOOD TO ENTER INTO AN AGREEMENT WITH MINNEGASCO TO PROVIDE COMMUNITY ENERGY SERVICES WHEREAS, rising energy costs are a major expense for low and moderate income families who either own or rent their homes; and WHEREAS, residential energy conservation helps preserve the environment and the quality of life in our community; and WHEREAS, the City Council wants to help its residents contain or reduce their energy costs through energy conservation improvements to their homes; and WHEREAS, Minnegasco, a division of Arkla, Inc., has been directed by the State of Minnesota to implement a residential energy conservation program; and WHEREAS, Minnegasco is interested in working with the City in promoting residential energy conservation through a Conservation Improvement Program. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Shorewood as follows: 1. That the City Council hereby approves the Conservation Improvement Program proposed by Minnegasco. 2. That the Mayor and City Administrator/Clerk are authorized to execute the Community Energy Services Agreement with Minnegasco attached hereto as Exhibit A. ADOPTED BY THE CITY COUNCIL 10th day of June, 1991. OF THE CITY OF SHOREWOOD this ~k~ ~ra J~anCel' Hayor ATTEST: ~c~ James C. Hurm City Administrator/Clerk Roll Call Votes: Ayes: Nays: tI . . . COMMUNITY ENERGY SERVICES AGREEMENT This Community Energy Services (IICESII) Agreement (IIAgreementll) is between the City of Shorewood, Minnesota, (IICityll), 5755 Country Club Road, Shorewood, Minnesota 55331 and Minnegasco, (IIMinnegascoll), a division of Arkla, Inc., 201 South Seventh Street, Minneapolis, Minnesota 55402. RECITALS Mi nnegasco is a natural gas di stri but i on company whi ch is di rected by Minnesota law to implement residential energy conservation projects which serve Minnegasco residential heating customers. Minnegasco has designed a Conservation Improvement Program (IICIplI) which has been approved by the Minnesota Department of Publ ic Service (IIDPSvll) with rate recovery approval from the Minnesota Public Utilities Commission (IIMPUCII). CES is a comprehensive array of residential and multifamily energy conservation projects, designed to be delivered in conjunction with a city. Minnegasco desires to implement CES in conjunction with the City as an approved CIP. The City desires to enter into this Agreement to insure that effective energy conservation projects are offered to qualified Minnegasco heating customers in the City of Shorewood. Therefore, the parties intending to be legally bound, agree for themselves, their successors and assigns as follows: SECTION 1. DUTIES OF THE CITY 1.1 Marketinq: The City will assist in promoting CES through advert is i ng, mail i ngs or other direct commun i cat ions as deemed appropriate by the City and as City resources and budget allow. In any advertising, mailing or other direct communications about CES, the City will disclose that the project is sponsored by Minnegasco and that Minnegasco ratepayers are funding the project. 1.2 Referral and Assistance: If the City receives inquiries concerning CES, the City will refer the caller to the Center for Energy and the Urban Environment as specified in the marketing materials. If the City receives feedback on CES or verification on service providers, the City will refer the caller to Minnegasco's Administrator of Energy Programs. SECTION 2. DUTIES OF MINNEGASCO 2.1 Project Imolementation: Minnegasco will subcontract with qualified service providers to implement the various services that constitute CES. The three service providers are the Center for Energy and the Urban Environment (CEUE), Self-Reliance Center (SRC), and Natural Resources Corporation (NRC). 2.2 Project Services: Services will be provided as follows: ~ Marketing and General Administration - CEUE Low Income Services: - Free Energy Workshops - CEUE - Home Energy CheckUp (non-NSP customers only) - NRC/SRC _ Project Air Infiltration Reduction - CEUE and its subcontractors - Major Weatherization - NRC Non-Low Income Services: - Home Energy CheckUp (non-NSP customers only) - NRC/SRC - Home Energy Fix Up - CEUE and its subcontractors - Multifamily Building Audits - CEUE/SRC 2.3 Siqnificant Chanqes: Minnegasco will confer with the City's designated representative prior to making any substantive changes to CES as described above in Section 2.2. 2.4 Pr09ress Reoorts: Mi nnegasco wi 11 requi re the CEUE to forward monthly progress reports to the City, if desired by the City. SECTION 3. COSTS ~ 3.1 Costs of the City: The City is responsible for all costs incurred in performing its duties. 3.2 Costs of Minneqasco: Minnegasco is responsible for all costs incurred in performing its duties. SECTION 4. GOODWILL The City agrees that any of its employees, independent contractors, or other persons performing any duties required of the City under this Agreement shall be instructed to avoid words or actions that would convey a negative image for Minnegasco. SECTION 5. DPSv and MPUC APPROVAL The terms of this Agreement are dependent upon DPSv's approval of the request by Mi nnegasco to operate th is project in Shorewood and of the MPUC's approval for recovery of Minnegasco's costs associated with this project. Unless this Agreement is prohibited by the DPSv, or recovery of project costs through natural gas rates is disallowed by the MPUC, this Agreement shall be in force through September 30, 1992. If approval is withdrawn, Minnegasco shall notify the City and thereafter performance by the parties will not be required. SECTION 6. LIABILITY AND INDEMNIFICATION ~ 6.1. City'S Ob1i9ations: The City shall indemnify and hold harmless Minnegasco against any claim, loss, judgment, liability, or expense for damage to any property, or for death or injury to any person caused by or arising from the negligent acts or omissions or willful . . . 6.2 misconduct of the City's officers, employees, and representatives during its performance of its duties under this Agreement; provided, however, that this Agreement to indemnify and hold harmless is not a waiver by the City of the 1 imits on 1 iabil ity provided in Minnesota statutes, Chapter 466, and the City shall not be obligated to indemnify and hold harmless Minnegasco in excess of the limits provided therein. Minneaasco's Obliaations: Minnegasco shall indemnify and hold harmless the City against any claim, loss, judgment, liability, or expense for damage to any property, or for death or injury to any person caused by or arising from the negligent acts or omissions or willful misconduct of Minnegasco's officers, employees, and represent at i ves duri ng its performance of its duties under thi s Agreement. SECTION 7. INSURANCE The City will have the following insurance: (1) General Public Liability Insurance policy (including owned and hired vehicles) with a $600,000 combined single limit policy which includes protection against personal injury and property damage; (2) Automobile Public Liability Insurance policy (including owned and hired vehicles) with a $600,000 combined single limit policy which includes protection against personal injury and property damage; and (3) Workers' Compensation insurance according to applicable statutory requirements. The City will provide certificates of insurance upon request. Minnegasco has General Public Liability Insurance and Automobile Public Liability Insurance in excess of $25 million. Minnegasco has Workers' Compensation Insurance according to applicable statutory requirements. Minnegasco will provide certificates of insurance or other evidence of the above insurance upon request. SECTION 8. COMPLETE AGREEMENT This is the parties' complete Agreement and cannot be modified except by a written amendment signed by both parties, except as specified in Section 5. SECTION 9. TERMINATION This Agreement may be terminated by any party to the Agreement with ten (10) days written notice to the other party, except as provided in Section 5. 3 . . . SECTION 11. NOTICES All notices under this Agreement will be deemed delivered when mailed, postage paid, to the other party at the following address: If to Minnegasco: Susan K. Nathan Administrator, Energy Programs Minnegasco 201 South 7th Street Minneapolis, MN 55402 (612) 342-4939 SECTION 12. TERMS If to the City: James C. Hurm City Administrator/Clerk City of Shorewood 5755 Country Club Road Shorewood, MN 55331 (612) 474-3236 This Agreement shall be in effect from March 1, 1991 through September 30, 1992. MINNEGASCO CITY OF SHOREWOOD By By Phillip R. Hammond Vice President Gas Supply & Regulatory Administration Division By ~ Dated: ~~ 1.. ~ \ \\<\ \ , Dated: ~117/ql . , 4