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HomeMy WebLinkAboutTogiak Heat Project Agreements, Contracts, & Budget 1988 TOGIAK WASTE HEAT AGREEMENT THIS AGREEMENT is entered into this ao day of A | 1988 between the ALASKA VILLAGE ELECTRIC COOPERATIVE (the Cooperatyve), the “SOUTHWEST REGION SCHOOL DISTRICT (the District) and the ALASKA POWER AUTHORITY (the Power Authority) to outline the PréSponsfWilities of the parties and the procedures to be followed‘in'tonnection with design, construction, start-up, and future operation and maintenance of the Togiak Waste Heat Project, hereinafter called the:“Proyject. * Article A. ALASKA POWER AUTHORITY COVENANTS The Power Authority will: 1. Perform a detailed review of the existing site conditions and design the waste heat recovery system. 2. Review with the Cooperative and with the District all designs affecting their respective systems; secure the approval of the Coopera- tive for all design features affecting the operations, maintenance, or interface with the Cooperative system; and provide the Cooperative with an accurate copy of the as-built drawings of the system. : 3. Purchase all materials, components, and services necessary for the construction of this Project or delegate all or parts of this task to the District as outlined in Article C, Paragraph 5 of this Agreement. 4. Construct the systems as designed after having secured the approval of the Cooperative as referenced in Paragraph 2, above. Scheduling for this effort will be made in cooperation with the Coopera- tive in order to facilitate the adherence to Article B, Paragraph 7 of this Agreement and to minimize the cost to all parties. 5. Start up and trouble shoot the system after construction is complete. 6. Assist the other parties to this Aqreement in trouble shooting of the waste heat recapture system, if needed, during the first two years of operation. 7. Perform one system inspection per year during the first three years of operation and make recommendations and/or requests as necessary in reference to operations and maintenance procedures in order to secure safe and efficient operation of the system. 8. Invoice the District at the end of each month for all expenses incurred by the Power Authority during that month for the construction of this Project. 9. Immediately notify the Cooperative of any situation that may affect the safe and efficient operation of the Cooperative facilities. 0876/792/1 TOGIAK WASTE @ipsreement ee Page 2 of 7 Article B. ALASKA VILLAGE ELECTRIC COOPERATIVE COVENANTS The Cooperative will: 1. Ensure all necessary access to Cooperative owned or operated Property by the District, the Power Authority, or the Power Authoritv's contractors on the Project. 2. Review the Power Authority's designs for system improvements on those parts of the system that directly affect the operation of the Cooperative's power plant. The Cooperative will have ten working days after submittal to approve, suggest changes to, or reject changes in the system design. 3. Provide all glycol solution needed for the Operation of the Project's primary loop connecting the engines, the heat exchanger, and the remote radiators. 4. Operate and maintain the primary loop of the system in strict compliance with instructions given in the operations and maintenance manual as delivered by the Power Authority and in accordance with requests made in accordance with Article A, Paragraph 7 of this Agree- ment. The primary loop includes a1] Piping and components carrying primary loop fluid, except the heat exchanger. In the event the heat exchanger becomes unserviceable, the Cooperative will utilize the primary loop heat exchanger by-pass line and will not be responsible for the repair of the heat exchanger. The Cooperative is not responsible for the maintenance, operation, repair, or replacement of the heat exchanger. Any request or requests for new or increased maintenance that subjects the Cooperative to a cost of more than $1,000 per year at this location are subject to separate negotiation. 5. Ensure access to any part of the waste heat recapture svstem located on any Cooperative owned or operated Property or in any of the Cooperative owned or operated structures for performance testing by Power Authority personnel or its contractors over the life of the Project. 6. Upon written request, provide the other parties to this Agreement access to and copies of any information or document related to any phase of the Project over the life of the Project. 7. Upon advance request and at a time mutually convenient to the Cooperative, the Power Authority, and the District, provide one Coopera- tive field mechanic on stand-by during normal work days in Togiak while modifications are being made to systems directly affecting the operation of the the Cooperative owned power plant. 8. Immediately notify the Power Authority of any situation inside the heat recovery module that may affect the safe and efficient opera- tion of the waste heat recapture system. 0876/792/2 (- ‘By TOGIAK WASTE HLn. SGREEMENT Page 3 of 7 Article C. SOUTHWEST REGION SCHOOL DISTRICT COVENANTS The District will: 1. Ensure all necessary access to District owned or operated property by the Power Authority and its consultants or contractors. 2. Ensure all necessary access and rights-of-way to City of Togiak owned or operated property by the Power Authority and its consultants or contractors. 3. Review the Power Authority's designs for system improvements on those parts of the system that directly affect the operation of the Dis- trict's system in the high school. 4. Provide, at the following rates, local manpower for the con- struction of this Project upon receipt of a workorder signed by the Power Authority project manager and by an authorized representative of the District: Laborer $12.97 Plumber 22.42 Welder 35.00 Carpenter 20.96 Heavy Equipment Operator 22.42 5. Purchase and provide. for the Project any and all materials, components, and services as directed by the Power Authority in accor- dance with Article A, Paragraph 3 of this Agreement. 6. Provide and add to the system any make-up glycol needed in the heat recovery system's secondary loop, i.e. the loop between the heat recovery module and the high school. This includes maintaining a reserve inventory of glycol at the location at all times to facilitate maximum operational time of the heat exchanger. 7. Provide all power needed for the operation of the heat recovery system circulation pump which will be installed in the high school. 8. Operate and maintain the entire secondary loop, including all heat exchangers associated with the secondary loop, in strict compliance with instructions given in the operations and maintenance manual as delivered by the Power Authority and in accordance with requests made under Article A, Paragraph 7 of this Agreement. Operations and mainte- nance requirements pertain to all components not needed for the opera- tion of the primary loop as defined in Article B, Paragraph 4 of this Agreement. Operation and maintenance of primary loop components will be the responsibility of the Cooperative as outlined in Article B, Para- graph 4 of this Agreement. 0876/792/3 Be eS TOGIAK WASTE Hral AGREEMENT Paqe 4 of 7 9. Ensure access to any part of the waste heat recapture system located on any District owned or operated praperty or in any District owned or operated structure for performance testing by Power Authority personnel or its contractors over the life of the Project. 10. Upon written request, provide the other parties to this Agree- ment access to and copies of any information or document related to any phase of this Project over the life of the Project. 11. Immediately notify the Power Authority of any situation inside the high school which may affect the safe and efficient operation of the waste heat recapture system. 12. Pay to the Power Authority $25,000 to be used as a working capital for this Project. Any amount not expended by the completion of this Project will be returned to the District. 13. Reimburse the Power Authority for all expenses incurred in connection with the design, construction, start-up, and trouble shooting of this Project up to an amount not to exceed $150,000. This not-to- exceed figure will be reduced by any amount paid directly by the Dis- trict for materials and services purchased by the District at the request of the Power Authority as outlined in Article A, Paragraph 7 of this Agreement. Reimbursements will be made based on invoices received from the Power Authority as outlined in Article A, Paragraph 8 of this Agreement, and reimbursement will be due no later than 30 calendar days after receipt of an invoice. 14. Accept full ownership of the Project within seven days after receipt from the Power Authority of a notice of Project completion. 15. Immediately notify the Cooverative of any situation that may affect the safe and efficient operation of the Cooperative facilities. Article D. MUTUAL COVENANTS The Power Authority, the District, and the Cooperative agree to the following: 1. Term of Agreement. The term of this Agreement is 15 years from the date hereinabove first written. This Agreement may be cancelled by the mutual consent of all parties to this Agreement or by any partv to this Agreement after giving two years prior written notice to the other parties. 2. Hold Harmless Agreement. (a) As to all actions taken pursuant to or under color of this Agreement, the Power Authority and the Dis- trict shall indemnify, save and hold harmless, and defend the other parties to the Agreement, their officers, agents, servants, and employ- ees, from all costs and any other amounts which the other parties, their officers, agents, servants, and employees become obligated to pay on 0876/792/4 TOGIAK WASTE fa. WGREEMENT # Page 5 of 7 account of any demands, claims, liabilities, or losses arising out of, or in any way connected with the acts or omissions of the indemnifying party, its officers, agents, servants, and employees. (b) It is recognized by the parties to this Aqreement that the Cooperative has no economic interest in this Project. Thus the other parties to this Agreement agree to hold the Cooperative harmless for any and all claims against the Cooperative for actions in connection with this Project, unless such claims are caused by willful negligence by the Cooperative, its officers, agents, servants, or employees. It is recoq- nized by the parties to this Agreement that while the Cooperative will attempt to maximize the amount of heat available to the District, the Cooperative will, under no circumstances, be held responsible for any consequence resulting from heat not being available due to planned or unplanned outages or due to equipment malfunction or human error. The Cooperative will at all times strive to improve the fuel efficiency of its power plant which may cause the amount of available waste heat to change. 3. Assignment of Authority. The other parties to this Agreement hereby assign to the Power Authority full authority over all engineering decisions in connection with design, construction, start-up, and run-in of this Project subject to the Cooperative's right of desian approval in Article A, Paragraph 2 of this Aqreement. Each party to this Agreement, however, reserves the right to disapprove the modification of any part of the system located on its own premises. 4. Declaration of Cooperation. (a) It is the intent of this Agreement to secure the commissioning and continued utilization of the Togiak Waste Heat Project in order to reduce the energy expenses for the residents of Togiak. All parties to this Agreement agree to work towards this goal through cooperative efforts. (b) The parties to this Agreement agree to make every responsive and cooperative effort possible in order to complete all system modifi- cations and to commission the system in the second quarter of 1988. At the request of any one party, project meetings with all parties to this Agreement will be held within seven calendar days after the receipt of such request by the other parties. All meetings will be held in Anchor- age unless a different Idcation is mutually agreed upon. 5. Limitations to Power Authority Expenses. Unless otherwise approved by the Power Authority Board of Directors, the Power Authority will not expend more than $15,000 on the initial re-desiqn, modifica- tion, start-up, and trouble shooting of this Project. Funds provided bv the Power Authority can only be used for Power Authority direct and indirect personal services costs, for other Power Authority non-personal services costs that are normally distributed on the basis of direct labor hours in accordance with standard Power Authority accounting procedures, and for Power Authority staff travel and per diem. Under no circumstances will the Power Authority reimburse any of the other 0876/792/5 st er TOGIAK WASTE avd WncReEMeNT D Page 6 of 7 _. parties to this Agreement for any services or materials procured for this Project or for any legal expenses incurred in connection with this Project. THIS AGREEMENT has been reviewed, agreed to, and executed by the following parties: Alas thority rt ekes ate Executive Director —Appreved:— STATE OF ALASKA } THIRD JUDICIAL DISTRICT ) SS. The\ foregoing Agreement was acknowledged before me this a day of » 1988. by Robert E. LeResche, the Executive Director of the ska Power Authority, an Alaskan Corporation, on behal f..of the” corporation. Se sn 0876/792/6 we TOGIAK WASTE than NGREEMENT ¢ Page 7 of 7 ai tn Alaska Village Electric Cooperative bee Yk Z. {it for. Loyd Hodson Dat iS General Manager STATE OF ALASKA ) ) ss. THIRD JUDICIAL DISTRICT ) The foregoing Agreement was acknowledged before me this day of %, 1988, by Loyd Hodson, General Manager fory Alaska @ Nee A aC Cott Cooperative. [ Sea ae lotary Public, My commission expires: The Southwest Region School District STATE OF ALASKA ) THIRD JUDICIAL DISTRICT WG Asi The as Agreement was acknowledged before me this “ai ‘OF 1988, by th Adttine. » Superintendent far He South ‘ waht egion School Distr 0876/792/7 ‘@ Conict No. 2800081 CONTRACT ALASKA POWER AUTHORITY FABRICATE AND FURNISH HEAT EXCHANGERS FOR TOGIAK WASTE HEAT PROJECT This contract made this 21st day of October 1987, between the ALASKA POWER AUTHORITY (the Owner) and TRANTER, INC., c/o UNIT PROCESS COMPANY (the Contractor), 720 West 58th Street, Unit D, Anchorage, Alaska, 99502. The Contractor, for and in consideration of the payment herein specified and agreed to by the Owner, hereby covenants and agrees to fabricate and furnish and to deliver to this Project, not later than 30 days after receipt of approved Contract, the items specified in the attached schedule. The above work shall be at the price bid by the Contractor in an aggregate sum not to exceed Eleven Thousand Nine Hundred and Sixty- Three dollars ($11,963.00), the total amount of this contract. Shipping address: Alaska Power Authority, c/o Northern Air Cargo, 3900 West International Airport Road, Anchorage, Alaska. It is distinctly understood and agreed that no claim for additional work or materials, not specifically herein provided, done or furnished by the Contractor, will be allowed by the Owner, nor shall the Contractor do any work or furnish any material not covered by this Contract without written order of the Owner. Should the Contractor do additional work or furnish additional material without direction, it shall be at the Contractor's cost and expense. It is further understood and agreed that all disputed questions of fact which may arise from or relative to the performance or non-performance of, or compliance or non-compliance with any of the terms or provisions of this agreement by either of the parties hereto, or to the amount of loss or damages suffered by either of the parties hereto by reason of the non-performance of, or non-compliance with any of the terms hereof by the other party shall be referred to the Owner for determination and that the decision by the Owner of any such question shall be final, binding and conclusive upon all parties hereto. And it jis further understood and agreed that the referring of all such questions to the 185/0D27/3 -l- ¢ ‘ont yt No. 2800081 Owner, and the determination thereof by the Owner, shall be a condition precedent to the bringing or filing of such action or court proceeding involving the determination of any such question. The Contractor hereby agrees to receive the prices set forth in the bid as full compensation for furnishing and delivering all materials which may be required in the prosecution and completion of the whole work as specified by this Contract and to complete said Contract to the satis- faction of the Owner. In witness thereof, the parties hereto have executed this Contract. ALASKA POWER AUTHORITY TRANTER, INC. BY Ge vtil tof ye A TITLE. Executive Director TITLE Sales Administrator 185/DD27/4 -2- & cofBact no. 2800081 SCHEDULE ITEM QUANTITY DESCRIPTION AMOUNT 1 1 Togiak 2 SUPERCHANGER Model UX-296-HP-91 Plate Material 304 SS Gaskets NBR Quantity Plates 91 Area Square Feet 359.20 $ 4,515.00 2 1 Togiak 1/4 PSI PRESSURE DROP/2 ON 1 FRAME SUPERCHANGER MODEL UX-296-HP-112 Plate Material 304 SS Gaskets NBR Quantity Plates 112 Area Square Feet 444.00 $ 6,034.00 3 Motor Freight F.0.B. Anchorage, Alaska $ 1,414.00 TOTAL CONTRACT AMOUNT NOT TO EXCEED $ 11,963.00 185/DD27/5 ; Ellis TOGIAK WASTE HEAT AGREEMENT This Agreement is,.entered into this [Ff day of June 1987 between ALASKA. _ VILLAGE ELECTRIC COOPERATIVE (the Cooperative), the sOUTHWEST REGION SCHOOL DISTRICT (the District) and tne ALASKA POWER AUTHORITY (the Power Authority) to outline tne responsibilities of the parties involved and the procedures to be followed in connection with design, construction, start-up, and future operation and maintenance of the Togiak Waste Heat Project, hereafter called “the Project”. ARTICLE A. ALASKA POWER AUTHORITY COVENANTS: The Power Authority will: l. Perform a detailed review of the existing site conditions and design the waste heat recovery system. 2. Review with the Cooperative and with the District all designs affecting their respective systems. Secure the approval of tne Cooperative for all design features affecting the operations, maintenancé, or interface with the Cooperative system. The Power Autnority will provide the Cooperative with an accurate copy of tne as-bullt drawings of the system. 3. Purchase all materials, components, and services necessary for tne construction of this Project or delegate all or parts of this task to the District as outlined in Article C of this Agreement. 4. Construct tne systems as designed. Scheduling for tnis effort will be made in cooperation with the Cooperative in order to facilitate the adherence to Article 8B, Section 8 of this Agreement and to minimize the cost to all parties. 5. Start up and trouble shoot the system after construction is complete. 6. Assist the other parties to this Agreement in trouble shooting of the waste heat recapture system, if needed, during the first two years of operation. 7. Perform one system inspection per year during the first three years of operation and make recommendations and/or requests as oe a necessary in reference to operations and maintenance procedures in order to secure safe and efficient operation of the system. 8. Invoice tne District at the end of each month for all expenses incurred by the Power Authority during that month for the construction of this Project. ARTICLE B. ALASKA VILLAGE ELECTRIC COOPERATIVE COVENANTS: The Cooperative will: 1. Ensure all necessary access to Cooperative-owned or operated property by the District, the Power Authority, or the Power Authority's contractors on the project. 2. Review the Power Authority's designs for system improvements on those parts of the system that directly affect the operation of the Cooperative’s power plant. The Cooperative will have have ten working days after submittal, to approve, suggest changes, or to reject cnanges of this category. 3. Provide all glycol solution needed for the operation of the Project's primary loop connecting the engines, the heat excnanger, and the remote radiators. 4. Operate and maintain the primary loop of the system in strict compliance with instructions given in the operations and maintenance manual as delivered by the Power Authority and in accordance with requests made in accordance with Article A, Section 6 of this Agreement. The primary loop includes all piping and components carrying primary loop fluid except the heat exchanger. In the event the heat exchanger becomes unserviceable, the Cooperative will utilize the primary loop heat exchanger by-pass. line and will not be responsible for the repair of the heat exchanger. The Cooperative is not responsible for the maintenance, operation, repair, or replacement of the heat exchanger. Any request or requests for new or increased maintenance which subjects the Cooperative to a cost of more than $1,000 per year at this location are subject to separate negotiation. 5. Ensure access to any part of the waste heat recapture system located on any Cooperative owned or operated property or in any of the Cooperative owned or operated structures for performance testing by Power Authority personnel or its contractors over the life of the Project. y es @ 6. On written request, provide the other parties to this Agreement access to and copies of any information or document related to any phase of the Project over the life of the Project. ?. Upon advance request, provide one Cooperative field mechanic on stand-by during normal work days in Togiak while modifications are being made to systems directly affecting the operation of the the Cooperative owned power plant. 8. Immediately notify the Power Authority of any situation inside the heat recovery module which may affect the safe and efficient operation of the waste heat recapture system. ABIICLE CS. SQUTHWEST REGION SCHOOL DISTRICT COVENANTS: ? 3 Ensure all necessary access to District owned or operated property by the Power Authority and its consultants or contractors. 2. Ensure all necessary access and Rights of Way to City of Togiak owned or operated property by the Power Authority and its consultants or contractors. 3. Review the Power Authority's designs for System improvements on those parts of the system that directly affect the operation of the District's system in the high school. 4. Provide local man power for the construction of this Project as requested by the Power Authority at the following rates: Laborer 12.99 Plumber aa.ga Welder 35.60 (Please fill in rates) Carpenter 20.%¢ Heavy Equipment Operator 22:42 5. Purcnase and provide for the Project any and all materials, components, and services as directed by the Power Authority. (See Item 11 of tnis Article A.) 6. D a Provide and add to the system any make up glycol needed in the heat recovery system's secondary loop, i.e. the loop between the heat recovery module and the high school. This includes maintaining a reserve inventory of glycol at the location at all times to facilitate maximum operational time of the heat exchanger. 7. Provide all power needed for the operation of the heat recovery system circulation pump which will be installed in the high school. 8. Operate and maintain the entire secondary loop including all heat exchangers associated with the secondary loop in strict compliance with instructions given in the operations and maintenance manual as delivered by the Power Authority and in accordance with requests made under Article A, Section 6 of this Agreement. Operations and maintenance requirements pertain to all components not needed for the operation of the primary loop as defined in Article B, Section 5 of this Agreement. Operation and maintenance of primary loop components will be the responsibility of the Cooperative as outlined in Article B, Section 5 of this Project Agreement. 9. Ensure access to any part of the waste heat recapture system located on any District owned or operated property or in any the District owned or operated structure for performance testing by Power Authority personnel or its contractors over the life of the Project. 10. On written request, provide the other parties to this Agreement access to and copies of any information or document related to any phase of this Project over the life of the Project. ll. Immediately notify the Power Authority of any situation inside the high school which may affect the safe and efficient operation of the waste heat recapture system. 12. Immediately fo } the signing of this Agreement, pay to the Power authors y A Be used as a working capital for this Project. Any amoun ' "expended by the completion of this Project will be returned to the District. 13. This not-to-exceed figure will be reduced by any amount paid directly by the District for materials and services purchased by the District at the request of the Power Authority as outlined in é ff wie & Item 6 of this Article A. Reimbursements will be made based on invoices received from the Power Authority as outlined in Article A and reimbursement will be due no later than 30 calender days after receipt of an invoice. 14. Within 7 days of receipt of Notice of Project Completion from the Power Authority accept full ownership of the Project. ARTICLE D. MUTUAL COVENANTS: The Power Authority, the City , the District and the Cooperative agree to the following: 1. Term of Agreement. The term of this Agreement is 15 years from the date hereinabove first written. This Agreement may be cancelled by the mutual consent of all parties to this Agreement or by any party to this Agreement after giving two years prior written notice to the other parties. 2- Hold Harmless Agreement It is recognized by the parties to this Agreement that the Cooperative has no economic interest in this Project. Thus’ the other parties of this Agreement agree to hold the Cooperative harmless for any and all claims against the Cooperative for actions in connection with this Project, unless such claims are caused by willful negligence on behalf of the Cooperative. It is recognized by the parties to this Agreement that while the Cooperative will attempt to maximize the amount of heat available to the City and the District, the Cooperative will, under no circumstances, be held responsible for any consequence resulting from heat not being available due to planned or unplanned outages or due to equipment malfunction or human error. The Cooperative will at all times strive to improve the fuel efficiency of its power plant which may cause the amount of available waste heat to change. 3. Assignment of Authority The other parties to this Agreement hereby assign to the Power Authority full authority over all engineering decisions in connection with design, construction, start-up, and run-in of this Project. However, each party to this Agreement reserves the right to disapprove the modification of any part of the system located on their own premises. 4. Declaration of Cooperation It is the intent of this Agreement to secure the commissioning and continued utilization of the Togiak Waste Heat Project in order to reduce the energy expenses for the residents of Togiak. All parties of this Agreement agree to work towards this goal through cooperative efforts. The parties to this Agreement agree to make every responsive and cooperative effort possible in order to complete all system modifications and to commission the system in the third quarter of 1987. At the request of any one party, project meetings with all parties to this Agreement will be held within seven calendar days of the receipt of such request by the other parties. All meetings will be held in Anchorage unless a different location is mutually agreed upon. 5. Limitations to Power Authority Expenses Unless otherwise approved by the Power Authority Board of Directors, the Power Authority will not expend more than $15,000 on the initial re-design, modification, start-up, and trouble shooting of this Project. Funds provided by the Power Authority can only be spent on Power Authority staff's salaries, travel expenses, per diems etc. Under no circumstances will the Power Authority reimburse any of the other parties to this contract for any services or materials procured for this Project or for any legal expenses incurred in connection with this Project. This Agreement has been reviewed, agreed to, and executed by the following parties: Alaska Power Authority Robert E. LeResche . Date Executive Director Approved: Assistant Attorney General Date STATE OF ALASKA ss. THIRD JUDICIAL DISTRICT ) The foregoing Agreement was acknowledged before me this _____ day of + 1987. by Robert E. LeResche, the Executive Director of the Alaska Power Authority, an Alaskan Corporation, on behalf of the corporation. @ = Notary Public, State of Alaska My commission expires: Alaska Village Electric Cooperative Lloyd Hodson Date General Manager STATE OF ALASKA ) THIRD JUDICIAL DISTRICT ) The foregoing Agreement was acknowledged before me this day of + 1987, by Lloyd Hodson, General Manager for Alaska Village Electric Cooperative. Notary Public, State of Alaska My commission expires: The Southwest Region School District ‘ b t So : cys ‘, “fy vo Superintendent Date STATE OF ALASKA e ss. THIRD JUDICIAL DISTRICT ) The foregoin /Adreemens was acknowledged before me this /” ~° . day of ff! 1987, by i ATT = Superintendent for the Southwest Region School District. so, 2, . Al me £ a Notary Public, State of Alaska My commission expires: