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Home My WebLink AboutCordova Heat Recovery Grant Agreement - Jul 2009 - REF Grant 2195407Alaska Energy Authority Grant Agreement ENERGY AUTHORITY ALASWA Grant Agreement Number Amount of Funds: Project Code(s) Encumbrance Number/AR Period of Performance: Project Title: Name Alaska Energy Authority ,��Ordova Electric Cooperative re ox Street/PO Box City/State/Zip City/State/Zip Contact Person Contact Person �Aay 1�o CEO Lenny Landis, Project Maqpler E-mail: E-mail: AGREEMENT The Alaska Energy Authority (hereinafter 'Authority') and Cordova Electric Cooperative (hereinafter 'Grantee') agree as set forth herein. Section i The Authority shall grant funds to pay for expenses incurred by the Grantee under the terms and conditions of this Agreement, in an amount not to exceed $1,780,000, unless the grant amount isamended as provided herein. Section U. The Grantee shall apply the grant funds to the Project and perform all ofthe work and other obligations required bythis Agreement. Section Ill. Performance under this agreement begins August 20. 2008 and shall be completed no later than December 3O.2O1U Section IV. The agreement consists ofthis page and the following: Appendices Appendix A: General Provisions Appendix B: Standard Provisions Appendix C: Grantee Proposal/Scope of Work Appendix D: Project Management & Reporting Requirements Appendix E: Project Budget & Reimbursement Provisions AMENDMENTS: Any amendments to this Agreement must be signed by authorized representatives of Grantee and the Authority and should be listed here.-- M Attachments/Forms (As required) Attachment 1: Financial Report/Request for Reimbursement Form Attachment 2: Progress Report Form Attachment 3: Notice of Project Closeout Printed Name 8�6d TitlePrinted Napire and Title I t_eveHaaqaKion� Date Date Date > Cordova Heat Recovery Construction Grant Agreement #2195407 gamami AT M., itzrowlaURL-11110 A GREf3WEN7... -------------------------------------......... ... --.... '} iDEFINITIONS ............... .... —....... ... ... ............. ...... ...... ........ --...... -----.................. ......... �4 2. AUTHORITY SAVED HARMLESS. ....... ..... ........ —...... ...... -------........... ..... ............. --... 4 l WORKERS' COMPEN IN SVRANCS—...... —.......................... —....... --............ ----..... '4 4. DNN8UBz\NTCE... —.................. ...... ... —.......... ............. .............. --...... ........... ........... —.... ---.......... 5 5. EQUAL EMPLOYMENT OPPORTUNITY (BBO)....... .............................. -------_...... ............. ... 5 6. PUBLIC PDRY@8BS... ...... —... ...... ....... —....... ..... ___ .......... ............. ...... —......... —...... ---...... �5 T OFFICIALS NOT TOBENEFIT ........... ......... —........... —... ... ................ ........... ........ -------'z 8. GOVERNING LAW ... ___ .......... ... ..... .......... —... ............. ........ ____ .... ..... ...... ___ ........... --'5 P. COMPLIANCE WITH APPLICABLE LAW AND FUNDING SOURCE ---.... .............. 5 10. SEVERABILITY ............. ............ ... ..... ...... ......... ........ —...... ....... ......... ...... --......... ....... ...... —�« \|. NON -WAIVER ..... ............... ............ ................ —................. ...... —............................... —... ____ ..... 6 12. INTEGRATION .... —............... .... ...... .... .................. .......... —...... --------............. ........ --» 13. GRANTEE NOT AGENT 0FAUTHORITY ......... .... —... ____ .............. ...... .......... -----............ --u 14. DISPUTES ......... —...... —... ........... —... ........ --...... ..... ............. ____ ................. —___ ...... ... « |l —.... ............ —... --............... —........ --... ___ ...... ............. ...... ............ .... ............ « 16. TERMINATION DUE TOLACK OPPDNDIN0—....... ...... ............................ ____ ................ --........ '7 17. NOASSIGNMENT 0KDELEGAJD]0—.......... --.......... ............. ------............... ............ —... —_/ i& NVTHIRD PARTY --.......... ___ .... ................ ____ ............... .......... ____ ..... --'/ 19. NOADDITIONAL WORK 0KMATERIAL. .... —....... ....... ........ ........... .................. -- .......... —........... 7 20. CUANGCS..... --------...... —... ---.................. .............. —... ....... ---........ ............... / 21. RIGHT TOWITHHOLD FDNDS—.......................... .... ___ .......... --...... ............. .......... ............. ..... —_7 21 REMISSION 0FUNEXPENDED FUNDS ........ .......... ----.................. ---------......... ........... m 23. TAX COMPLIANCE RESPONSIBILITIES 0PGRANTEE ......... .... —...... —........ -----...... ........... m 24� LOBBYING ACIn/rTOEO—... --............ —................ .... ............... .... —.............. ...... .......... ..... --« 25. FDNANC0L MANAGEMENT AND ACCOUNTING ......... .... ____ ........ -----....... —...... ............ u 26� PROCUREMENTSTANDARDS ..... —....... —....... ---............ ...... .................... ............. —........ --'o 27. REPORTINGREQUIREMENTS_ .... ____ ........ ------............. .......... ...... ......................... ...... --'8 28. OWNERSHIP O;DOCUMENTS AND PRODUCTS ...... .......... .... .............. —.................... --............. 8 20. INSPECTIONS AND RETENTION OpREC0BD0—................ ____ ..... .... ......... --......... —................ v 30. AUDITS ......... —...... -------.................. --...... --...... ____ ....... ...... ___......... ____...... _v 3L LEGAL AUTHORITY ---......... —....... ............ ____ ................. ---.......... -------....... —....... v 32. GRANT CLOSE 0DT..... ........... ......... ---........ ........... --......... —...... --.............. ----............ v APPENDIX B STANDARD PROVISIONS ..................................... ................................................................... l0 L GRANT FUNDING 80URCE3—...... —........ ................. .......................... ................... —... ----'\O 2. G0VGKNON`GLAWS —......................... ----_........... -----.......... --------...... ----�)O 3� B�Q�BL�C00T8--------------------------------------------'l0 i DECLARATION OF PUBLIC BENEplT—.... ......... ___ ... .... .................. .... ___ ......... ..... ____ .... .... }| 2. GRANTEE PROJECT M&NAQER—... —....................... —... —........ ......... .............. ...... ........ ____ .... ll 3. APPROVAL T0PROCEED W[GJNEXT PBA8E--............. --...... ----......... ....... ---.......... —ll 4. CONTRACTS FOR ENGINEERING 8CRVDCBS..... ___ ....... ....... -------....... -----............. l2 5� SITE C0NTR0L--.... —...... —........ ........ —......... ---...... .......... -------....... ------'l2 Cordova Heat Recovery Construction Grant Agreement #2195407 T EXCLUSION OF EXISTING ENVIRONMENTAL HAZARDS .... ... ............ ....... __ ......... ..... 12 8. ENVIRONMENTAL STANDARDS ...... ........... ....... 12 9. CURRENT PREVAILING RATES OF WAGE AND EMPLOYMENT PREFERENCE ... ................... _ 12 10. CONSTRUCTION PLANS AND SPECIFICATIONS REVIEW ... ___ .... _ ........... __ ..... _ ........ ...... ... 13 II. CONSTRUCTION CONTRACTOR INSURANCE AND BONDING.,..... ...... __ ...... ____ ........... ..... __ 13 11 POST CONSTRUCTION CERTIFICATION ...... ____ ......... ...... ....... ....... _ ........ ........ ____ ........ 13 13. OWNERSHIP OF FACILITIES.,.. ........... .......... ........ .......... ...... ........... ............. 13 14. OPERATION AND MAINTENANCE OF FACILITIES . ... _ ....... _ ...... ......... ____ .............. .... _ . _ 13 15. PERFORMANCE I OPERATION AND MAINTENANCE (O&M) REPORTING .. ... ......... ............ ......... 13 16. TARIFFS & RATES FOR USE OF GRANT -FUNDED ASSETS ..... ......... ....... ....................... ___ ....... 14 17. GRANT -FUNDED ASSETS NOT INCLUDED WITH PCE .............. .... _ ....... ........ ................... 14 I , PROJECT MANAGEMENT ... ......... _ .... _ ....... _ ....... I__ ... ... ......... ....... .................. ........... .17 2. CONTACT PERSONS .............. ... _ ........ ... __ ......... ...... ........ ............... 17 3. MONTHLY PROGRESS AND FINANCIAL REPORTS ... ... __ ................... ...... ... ____ ............. _ . 17 4. DOCUMENTATION AND RECORD KEEPING .............. ..................... ................ .... __ ............... .... __.... 18 IALLOWABLE COSTS ............... ........ ........ _ ....... _ ......... ............... ......... __ ........ ....... __ ..... _ ... . 19 a. Direct Tabor & Benefits .............. ................ ...... ............ ........... ................. ............. 19 b. Travel, Meals, or Per Diem. ........... ...... ........ __ .... ...................... ... __ ................ ...... 19 C. Equipment_ ..... ................. __ .................. ........... ...... __ ......... .................. ... 19 dSupplies... ............ ............ __ ............ _ ....... ..................... ................... ............ ...... .......... _ 19 e. Contractual services .... ........... _ .................... ..... __ ................ ....................................... ............... .... 20 f Construction Services ........ ............. ...................... _ .......... ____ ............. ................ ............. 20 g. Other Direct Costs ......... .......... ........... ....... ............... ...... ...... ........... ......... 20 2. SPECIFIC EXPENDITURES NOT ALLOWED ............ .......... ........ _ ............................ .......... __20 3. MATCH.... ... __ ..... I—— ..................... .... ........ ......... .............. ......... ......... . .... . ........ ..... .... 21 4. COST SHARE MATCH REQUIREMENTS ... .......... ......... ........ ............ 21 5. VALUING IN -KIND SUPPORT AS MATCH ....... ............... ____ ... ............... _ ............ ........... ..... __21 6. GRANT DISBURSEMENTS .... ....... ........ ................. ........ .......... ....... .......... __ .............. _ .................. = 7. WITHHOLDING OF GRANT FUNDS... ..... _ .... ........... ............ ... ___ ...... ...... ...... .......... ...... _22 8. ADVANCE DISBURSEMENTS ...... ................ .... __ ... .............. ............... ................ _____22 9. UNEXPENDED GRANT FUNDS AND INTEREST EARNED.. ... ............... __ .......... ........ ....... ....... __23 10. BUDGET FLEXIBILITY.. .......... __ ...... ................. ........ .......... ............ .......... ... _ ..... .... ....... 23 ff rIT"W"M r ATTACHMENT 2 PROGRESS REPORT FORM ............................................................................................. 25 ATTACHMENT 3 NOTICE OF PROJECT CLOSEOUT ................................................................................ 26 Cordova Heat Recovery Construction Grant Agreement #2195407 OMM-41ill 10 2111�10 a) "Authority" means the Alaska Energy Authority, a public corporation of the State of Alaska. b) "Authorized Representatives" means those individuals or entities authorized by an entity to act on its behalf, with delegated authority sufficient to accomplish the purposes for which action is needed. c) "Executive Director" means the Executive Director of the Authority or the Executive Director's authorized representative. d) "Matching contributions" means the cash, loan proceeds, in -kind labor, equipment, land, other goods, materials, or services a grantee provides to satisfy any match requirements of a grant or to complete the Project. e) "Project" means Cordova Heat Recovery Construction as defined in Appendix C (Scope of Grant) for which funds have been made available. f) "Project Manager" means the employee of the Authority responsible for assisting the Grantee with technical aspects of the Project and is one of the Grantor's contacts for the Grantee during all phases of the Project. M1 113111112M 2. Authority Saved 4armless As a condition of this Grant, the Grantee agrees to defend, indemnify, and hold harmless t Authority and the State of Alaska, and their agents, servants, contractors, and employees, fro and against any and all claims, demands, causes of action, actions, and liabilities arising out or in any way connected with this grant or the project for which the grant is made, howsoev caused, except to the extent that such claims, demands, causes of action, actions or liabiliti are the proximate result of the sole negligence or willful misconduct of the Authority or the Sta of Alaska, 3. Workers' Compensation Insurance The Grantee shall provide and maintain Workers' Compensation Insurance as required by AS 23.30 for all employees engaged in work under this Grant Agreement. The Grantee shall require any contractor to provide and maintain Workers' Compensation Insurance for its employees as required by AS 2130. Cordova Heat Recovery Construction Grant Agreement #2195407 4. Insurance The Grantee is responsible for obtaining any necessary insurance and endorsements as defined in Appendix B Standard Provisions. 5. Equal Employment Opportunity (EEO) The Grantee may not discriminate against any employee or applicant for employment because of race, religion, color, national origin, age, physical handicap, sex, marital status, changes in marital status, pregnancy, or parenthood. The Grantee shall post in a conspicuous place, available to employees and applicants for employment, a notice setting out the provisions of this paragraph. The Grantee shall state in all solicitations or advertisements for employees to work on Authority funded projects, that it is an Equal Opportunity Employer (EEO) and that all qualified applications will receive consideration for employment without regard to race, religion, color, national origin, age, physical handicap, sex, marital status, changes in marital status, pregnancy or parenthood. The Grantee shall include the provisions of this EEO article in every contract relating to this Grant Agreement and shall require the inclusion of these provisions in every agreement entered into by any of its contractors, so that those provisions will be binding upon each contractor and subcontractor. 6. Public • The Grantee agrees that the Project to which this Grant Agreement relates shall be dedicat to public purposes and any project constructed or equipment or facilities acquired, shall owned and operated for the benefit of the general public. The Grantee shall spend moni appropriated under this grant only for the purposes specified in the Grant Agreement T benefits of the Project shall be made available without regard to race, religion, color, nation origin, age, physical handicap, sex, marital status, changes in marital status, pregnancy 00 parenthood. 7. Officials Not To Benefit No member of or delegate to Congress or the Legislature, or officials or employees of the Authority or Federal government may share any part of this agreement or any benefit to arise from it. 8. Governing Law This Grant Agreement is governed by the laws of the State of Alaska. Any civil action arising from this Agreement shall be brought in the Superior Court for the Third Judicial District of the State of Alaska at Anchorage. 9. Compliance with Applicable Law and Funding Source Requirements The Grantee shall comply with all applicable local, state and federal statutes, regulations, ordinances and codes, whether or not specifically mentioned herein. Refer to Appendix B Standard Provisions for more specific requirements, Cordova Heat Recovery Construction Grant Agreement #2195407 10. Severability If any section, paragraph, clause or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall be unaffected and enforced to the fullest extent possible, and the invalid or unenforceable provision shall be deemed replaced with a valid and enforceable provision that is as similar as possible to such invalid or unenforceable provision. The failure of either party at any time to enforce a provision of this Agreement shall in no way constitute a waiver of the provision, nor in any way affect the validity of this Agreement, or any part hereof, or the right of such party thereafter to enforce each and every provision hereof. 12. Integration This instrument and all appendices, amendments, and attachments hereto embody the entire Agreement of the parties concerning the grant funds granted hereunder. There are no promises, terms, conditions, or obligations regarding said funds other than those contained in the documents described above; and such documents shall supersede all previous communications, representations or agreements, either oral or written, between the parties hereto. To the extent there is any conflict between the provisions of Appendix A and B the Grantee's application or proposal, the provisions of Appendix A & B prevail. 13. Grantee Not Agent of Authority The Grantee and any agents and employees of the Grantee act in an independent capacity and are not officers or employees or agents of the Authority in the performance of this Grant Agreement. 14. Disputes Any dispute arising under this Grant Agreement which is not disposed of by mutual agreement must be raised to the Executive Director and will be decided by the Executive Director or the Executive Director's designee consistent with 3 AAC 108.910. The decision shall be in writing and mailed or otherwise furnished to the Grantee. The decision of the Executive Director or Designee is final and conclusive. 15. Termination a) The Grantee shall have no rights to compensation or damages for termination except as provided in this Section. b) In addition to all other rights available under law, the Authority may terminate this Agreement or stop work on the Project for the convenience of the Authority or for cause upon ten (10) days written notice. c) "Cause" for termination shall exist when the Grantee has failed to perform under this Agreement, has provided incorrect or misleading information or has failed to provide information which would have influenced the Authority's actions. In order for termination to be for cause, the Grantee's failure to perform or the Grantee's provision of incorrect, misleading, or omitted information must be materia. d) If this Agreement is terminated for cause, the Grantee shall be entitled to no compensation. The Grantee shall reimburse the Authority for all grant funds expended ME= Cordova Heat Recovery Construction Grant Agreement #2195407 under this Agreement by the Grantee or on the Grantee's behalf including interest accrued from the date of disbursement. The Grantee shall also reimburse the Authority for any costs incurred to collect funds subject to reimbursement, and for any damages incurred by the Authority as a result of the Grantee's failure to perform or provision of incorrect or misleading information. The Authority may require the Grantee to return to the Authority some or all of the Project assets if this Agreement is terminated for cause. e) If this Agreement is terminated at the sole request of the Authority for the sole reason of its convenience, the Grantee is not required to reimburse the Authority for funds expended prior to the date of termination. If the Grantee has incurred costs under this agreement, the Grantee shall only be reimbursed by the Authority for eligible costs the Grantee incurred prior to the date of termination of the Agreement. However, prior to making any claim or demand for such reimbursement, the Grantee shall use its best effort to reduce the amount of such reimbursement through any means legally available to it. The Authority's reimbursement to the Grantee shall be limited to the encumbered, unexpended amount of funds available under this Agreement. 16. Termination Due to Lack of Funding In the event funding from the Authority, federal or other sources is withdrawn, reduced, or limited in any way after the effective date of this agreement and prior to normal completion, the Authority may terminate the agreement, reduce funding, or re -negotiate subject to those new funding conditions. 17. No Assignment or Delegation The Grantee may not assign or delegate this Grant Agreement, or any part of it, or any right to any of the money to be paid under it, except with the written consent of the Executive Director or Designee. 18. No Third Party Beneficiaries Except as otherwise specified in this agreement, no person is a third party beneficiary of this Agreement and this Agreement creates no third party rights. Specifically, any person who is not a party to this Agreement shall be precluded from bringing any action asserting the liability of a party or asserting any right against a party to this Agreement, through the terms of this Agreement. No person, other than a party to this Agreement, may bring any action based upon this Agreement for personal injuries, property damages, or otherwise. No claims will be allowed for additional work, materials, or equipment, not specifically authorized in this Grant Agreement, which are performed or furnished by the Grantee. 20. Changes Any changes which have been agreed to by both parties will be attached and made a part this Grant Agreement by use of a written Amendment. Any such Amendment must be dat and signed by Authorized Representatives of the Authority and the Grantee. I 21. Right to Withhold Funds The Authority may withhold payments under this Grant Agreement for non-compliance with any of the provisions of this Grant Agreement. Cordova Heat Recovery Construction Grant Agreement #2195407 Z�� Cordova Heat Recovery Construction Grant Agreement #2195407 29. Inspections and Retention of Records The Grantee shall keep a file for financial, progress and other records relating to the performance of the grant agreement. The file must be retained for a period of four years from the fully executed close out of the grant agreement or until final resolution of any audit findings claim or litigation related to the grant. The Authority may inspect, in the manner and at reasonable times it considers appropriate, records and activities under this Grant Agreement. 30. Audits This Grant Agreement is subject to 2 AAC 45.010 single audit regulations for State Grants. The Grantee must comply with all provisions of 2 AAC 45.010 and any additional audit requirements outlined in Appendix D. 31. Legal Authority The Grantee certifies that it possesses legal authority to accept grant funds under the State of Alaska and to execute the Project described in this Grant Agreement by signing the Grant Agreement document. The Grantee's relation to the Authority and the State of Alaska shall be at all times as an independent Grantee. 32. Grant Close out Upon completion of the all work or expenditure of all grant funds related to the Project the Authority will provide written notice to the Grantee that the Grant will be closed out with an effective date that the grant will be closed out. The Grant will be considered closed out by the effective date in the notice unless the Grantem provides written notice to the Project manager within 30 days after receipt of notice of Gra-M • • that they disagree. I EM32M. Cordova Heat Recovery Construction Grant Agreement #2195407 State of Alaska $ 1,780,000 Local Match $ 3,480,000 Total Project Funding $ 5,260,000 Grantee acknowledges 'that if additional grant funds are made available they are subject to tht terms and conditions of this Agreement and any amendment. 2. Goveming Laws The Grantee shall perform all aspects of this Project in compliance with all applicable state, federal and local laws and the Renewable Energy Fund Request for Applications dated 9/03/2008. 9000�- - . .� The Authority, as Grantor, shall have sole discretion to determine which project costs a" eligible to be paid from Grant monies under this agreement. Only direct costs of the Project a eligible for payment or reimbursement from grant funds. Indirect costs are not allowed und this grant unless approved by the Authority in Appendix E. I The following insurance requirements are in effect for this Project. Grant funds will be used to procure Project related insurance and the Authority will work with the Grantee to ensure that these requirements are met. Insurance will be obtained with an insurance carrier or carriers covering injury to persons and property suffered by the State of Alaska or by a third party as a result of operations under this grant. The insurance shall provide protection against injuries to all employees of the Project engaged in work under this grant. All insurance policies shall be issued by insurers that (i) are authorized to transact the business of insurance in the State of Alaska under AS 21 and (ii) have a Bests Rating of at least A-VII and be required to notify the Authority, in writing, at least 30 days before cancellation of any coverage or reduction in any limits of liability. Where specific limits and coverage are shown, it is understood that they shall be the minimu A9 acceptable and shall not limit the Grantee's indemnity responsibility, However, costs for a coverage in excess of specific limits of this agreement are the responsibility of the Grantee a may not be charged to this grant agreement, I The following policies of insurance shall be maintained with the specified minimum coveraca and limits in force at all times during the performance work under this Project: 11 1 . Workers' Compensation: as required by AS 23,30.045, for all employees engaged in work under this Project. The coverage shall include: zm�� Cordova Heat Recovery Construction Grant Agreement #2195407 2, Waiver of subrogation against the State and Employer's Liability Protection at $500,000 each accident / each employee and $500,000 policy limit; 2. Commercial General Liability: on an occurrence policy form covering all operations under this Project with combined single limits not less than: a. $1,000,000 Each Occurrence; b. $1,000,000 Personal Injury; c. $1,000,000 General Aggregate; and d. $1,000,000 Products -completed Operations Aggregate, 3. Automobile Liability: covering all vehicles used in Project work, with combined single limits no less than $1,000,000 each occurrence. All of the above insurance coverage shall be considered to be primary and non-contributory to any other insurance carried by the State of Alaska, whether self-insurance or otherwise. The Authority's acceptance of deficient evidence of insurance does not constitute a waiver of Grant requirements. Appendix B1 Standard Provisions for General Design & Construction Grant S. Declaration of Public Benefit The parties acknowledge and agree that the Project shall be constructed, owned and operatev-9 for the benefit of the general public and will not deny any person use and/or benefit of Proje facilities due to race, religion, color, national origin, age, physical handicap, sex, marital statu changes in marital status, pregnancy or parenthood. 2. Grantee Project Manager For construction projects, the Grantee will contract or hire competent persons to manage all phases of the Project subject to approval of the Authority. Work at a minimum will include; management of Grantee's labor for the project, engineering firms and consultants, procurement, management of construction contractors, selection of equipment, review of plans and specifications, on -site inspections and review and approval of work, and other duties tf. ensure that the completed work conforms with the requirements of the grant and tK.' construction documents. If the Grantee fails to provide adequate project management the Authority may terminate the Grant or assume project management responsibilities with the concurrence of the Grantee, Costs for a Project Manager must be reasonable to be considered an eligible grant expense. 3. Approval to Proceed With Next Phase A grant award may be for one or more phases of a project. The grantee must achie substantial completion of work or of designated construction milestones and receive approvi from the Authority prior to proceeding to the next phase of work. Cordova Heat Recovery Construction Grant Agreement #2195407, 4. Contracts for Engineering Services In the event the Grantee contracts for engineering services, the Grantee will require that the engineering firm certify that it is authorized to do business in the State of Alaska and provide proof of licensing and insurance. 5. Site Control If the grant Project involves the occupancy and use of real property, the Grantee assures that it has the legal right to occupy and use such real property for the purposes of the grant, and further that there is legal access to such property. The Grantee is responsible for securing the real property interests necessary for the construction and operation of the Project, through ownership, leasehold, easement, or otherwise, and for providing evidence satisfactory to the Authority that it has secured these real property interests. 6. Permits It is the responsibility of the Grantee to identify and ensure that all permits required for the construction and operation of this Project by the Federal, State, or Local governments have been obtained unless otherwise stated in Appendix C. These permits may include, but are not limited to, Corps of Engineers' Wetlands Permit, State Historic Preservation Office, State Fire Marshal approval, rights -of -way for the pipelines, and site control, including any necessary Coastal Zone Management coordination through the Office of Project Management and Permitting (DNR). 7. Exclusion of Existing Environmental Hazards Grant funds for investigation, removal, decommissioning, or remediation of existing environmental contamination or hazards, are not allowed unless specifically specified and approved in Appendix C. 8. Environmental Standards The Grantee will comply with applicable environmental standards, including without limitation applicable laws for the prevention of pollution, management of hazardous waste, and evaluation of environmental impacts. 9. Current Prevailing Rates of Wage and Employment Preference Construction projects require the grantee to include the requirements for Davis Bacon and Little Davis Bacon when contracting for construction services. This requires contractors to pay minimum rates of pay for specific classes of workers and provide certified payrolls to the State Department of Labor. The current wage rates can be found at the following web sites: When Federal funds are used on the project, the Grantee must use both the Federal and State wage scale and the contractor is required to pay the higher of the State or Federal wage scale. When only State funds are used on a project the Grantee is only required to follow the State Rate schedule. wm�ffl Cordova Heat Recovery Construction Grant Agreement #2195407 For projects that are only State funded, contractors are also required to use local residents where they are available and qualified in accordance with AS 36.10.150-1180, and 8 AAC 30.064 — 08& The funding sources for this grant are shown in Appendix B. 1. The Grantee is responsible for determining any other sources of project funds and for ensuring compliance with applicable wage scales. 10. Construction Plans and Specifications Review Prior to public notice of bidding a construction project the Grantee will provide the plans and specifications to the Authority for review. Concurrence that the plans and specifications are consistent with the grant award must be received before grant funds will be released for construction related costs. 11. Construction Contractor Insurance and Bonding The Grantee must require construction contractors to provide proof of adequate insurance and payment and performance bonding prior to beginning construction on a project in accordance with AS 36.25.010. 12. Post Construction Certification Upon completion of construction the Grantee will submit a final report that includes: • Certification that all work is completed in accordance with the grant agreement; • That all cost claimed are eligible costs and represent work completed on the Project; • Identification of any construction issues; and, • As -built drawings. 13. Ownership of Facilities The Grantee shall assume all liabilities arising from the ownership and operation of the Project. Grantee will not sell, transfer, encumber, or dispose of any of its interest in the facilities constructed with this grant funding during the economic life of the Project without prior written approval of the Authority. 14. Operation and Maintenance of Facilities The Grantee is required to maintain and operate the facilities defined in Appendix C of this agreement for the useful life of the facility or the specific period of time designated herein. In the event that the Grantee is no longer operating the facilities for the intended purposes the Authority may require the Grantee to reimburse the Authority an amount based on the total contribution of the Authority, the value of the assets, and the terms and conditions of this agreement. The Authority may require that the assets acquired under this agreement be sold and the proceeds returned to the Authority. 15. Performance / Operation and Maintenance (O&M) Reporting If the grant is for Project construction, the Grantee must provide the Authority with a Performance / O&M Report annually for five years after Project completion. The Performance / O&M Report must include: (1) a detailed description of Project operations and maintenance activities and issues; and (2) a detailed description of Project performance, including energy output, estimated fuel savings resulting from the operation of the Project, and any other relevant measures of Project performance reasonably requested by the Authority, a description of repairs and modifications to the Project, and recommendations for improvements for similar future projects. The Authority may take into account the Grantee's failure to provide the required annual Performance / O&M Report in evaluating future applications from the Grantee for grant funds. The Authority encourages grantees to provide annual Performance / O&M reports for the life of the Project, and may consider the Grantee's voluntary submittal of annual Performance / &M reports beyond the first five years in evaluating future applications from the Grantee for grant funds. Rates for power provided as a result of generation or transmission facilities built with grant funds may be subject to review and approval by the Regulatory Commission of Alaska (RCA), or if the rates are not subject to RCA review and approval, they may be subject to review and approval by the Authority to ensure reasonable and appropriate public benefit from the ownership and operation of the Project. The Grantee agrees that it will not include the value of facilities, equipment, services, or oth'a benefits received under this grant as expenses under the Power Cost Equalization Program as expenses on which wholesale or retail rates or any other energy tariffs are based I Paue 14 of 26 Cordova Heat Recovery Construction Grant Agreement #2195407 The project is to capture waste heat by installing an Organic Rankine Cycle (ORC) heat recovery unit on a new high -efficiency, low -emissions diesel generator, which will incr- • - generator electrical production by an additional 4-6%. The average electric production efficiency of CECs Orca Power Plant is 13.65 kWh/gallon of diesel. CEC has already placed a deposit on and will purchase and install the new, efficient generator (characteristics: 3.6 MW rated, EMD 710 series, 20-cylinder). The efficiency of the new generator is expected to peak at 15 kWh/aallon. The addition of the ORC will increase the generator's fuel efficiency by nearly 20% over CEC's average fuel efficiency. The new generator will supplement CEC's existing fuel generators and meet emergency redundancy needs. Marsh Creek Energy Systems has been selected to design and manage construction of expansion of the Orca Power Plant to accommodate a new generator and heat recovery unit including installation of both units. Timeline and Milestones: 1. Grant Agreement In Place (Months 1-3) • Submit Project Conceptual Design • Submit Updated Project Budget and Schedule • Apply for all Necessary Permits • Submit 65% Design Documents • Submit CRC Design and Performance Data • Submit Monthly Progress Reports 2. Review Project Design and System Integration (Months 4-6) • Submit 95% Design Documents • Begin Procurement of Materials • Submit Successful Equipment Bid • Submit Successful Mechanical Contractor Bid • Submit all Necessary Permits • Submit Operational Business Plan • Component Build-up 0 Submit Monthly Progress Reports 3. Begin Construction (Months 7-9) • Mobilization and Demobilization Costs • Construction and Equipment Installation Costs • Submit Monthly Progress Reports 4. System Startup (Month 10) • System Integration and Startup Costs • System Calibration • Substantial Completion Inspection and Punchlist Development 5. Final Inspection and Certification of Punchlist Items (Month 11) 0 AEA Closeout Report 6. Performance and System Maintenance Reporting (Begin on 12) �M Cordova Heat Recovery Construction Grant Agreement #2195407 The grant funds will •e reimbursed •. on the following structurn 1. ORC at 100% ($900,000) 2. HRU at 100% ($51-30,000) 3. • at 39% (for a total of $320,000) By reference, the Application of 10/08/2008 is incorporated as amended into this grant agreement. zz�� Cordova Heat Recovery Construction Grant Agreement #2195407 I . Project Management The Grantee will notify the Authority immediately of any significant organizational chang during the term of the grant, including changes in key personnel or tax status, any unforese problem or project delay that may cause a change to the work plan or budget or that m otherwise affect the Grantee's ability to perform its commitments under this Grant Agreeme V #I I may res] rw&-ptri-gi #4-0,n2,#,Ar r—"2w b�udoaLav_id_enUn_re_n_Q_rs in an amendment being required, costs disallowed, suspension or termination of the grant described in Appendix A. I I Fort Grantee For The Author ty Grant Manager Grant Manager Clay Koplin, General Manager/CEO Butch White, Grants Administrator P.O. Box 20 813 W. Northern Lights Blvd. Cordova, AK 99574 Anchorage, Alaska 99503 ckoplin@cordovaelectric.com bwhite(2aidea.org clay@cordovaelectric.com (907) 771-3052 (907)424-5026, 424-5555, 429-5026 Project Manager Project Manager Clay Koplin, General Manager/CEO Lenny Landis P.O. Box 20 813 W. Northern Lights Blvd. Cordova, AK 99574 Anchorage, Alaska 99503 ckopiin@cordovaelectric.com liandis@aidea.org clay@cordovaelectric.com (907) 771-3068 1907\424-5026, 424-5555, 429-5026 3. Monthly Progress and Financial Reports The Grantee will provide monthly status reports by email (or other method allowed by the Authority, if email is not available) to the Authority's Project Manager. These reports are due starting the first full month after the award of the grant. This report must update the Authority on the project's progress, regulatory and compliance issues, possible delays, and grant expenditures during the month. These Monthly Progress Reports must summarize, in one or two pages, the progress made on grant tasks during the month and identify any difficulties in completing tasks or meeting goals or deadlines. The Grantee must also include with the report copies of any work products due to the Authority during this period. Reports are due on the Ist business day of each month. Reports are considered late five days after the due date. No further payments will be made without submon and approval required reports. Work completed after the twenty -day period when required reports have n d failu been submitted is at the Grantee's risk and costs incurred may be disallowed. Repeate to submit reports in a timely manner could result in suspension or termination of the grant. Page 17 of 26 Cordova Heat Recovery Construction Grant Agreement #2195407 All reports and deliverables required in this agreement must have been submitted and approv by the Authority prior to the final payment being released. I 4. Documentation and Record Keeping The Grantee shall maintain the following in their files: • Grant application, • Grant agreement and any amendments, • All written correspondence or copies of emails relating to the Grant, • Reports, including any consultant work products, • A separate accounting of grant income and expenditures, • Supporting documentation for the expenditures charged to the grant (including supporting documentation for all required matching contributions). The Authority and any authorized federal representative may inspect, in the manner and at arml reasonable time either considers appropriate, the Grantee's facilities, records, and activiti funded by this Grant Agreement. I Cordova Heat Recovery Construction Grant Agreement #2195407 1. Allowable Costs Allowable costs under this grant include all reasonable and ordinary costs for direct labor & benefits, travel, equipment, supplies, contractual services, construction services, and other direct costs identified and approved in the Project budget that are necessary for and incurred as a direct result of the Project and consistent with the requirements noted in B.3 Eligible Costs. A cost is reasonable and ordinary if, in its nature and amount, it does not exceed that which would be incurred by a prudent person under the circumstances prevailing at the time the decision was made to incur the costs. Allowable costs are only those costs that are directly related to activities authorized by the Grant Agreement and necessary for the Project. The categories of costs and additional limits or restl ictions are listed below: a. Direct Labor & Benefits Include salaries, wages, and employee benefits of the Grantee's employees for that portion of those costs attributable to the time actually devoted by each employee to, and necessary for the Project. Direct labor costs do not include bonuses, stock options, other payments above base compensation and employee benefits, severance payments or other terminatior allowances paid to the Grantee's employees. • Travel, Meals, or Per Diem Include reasonable travel expenses necessary for the Project. These include necessary transportation and meal expenses or per them of Grantee employees for which expenses the employees are reimbursed under the Grantee's standard written operating practice for travel and per them or the current State of Alaska Administrative Manual for employee travel. c. Equipment Include costs of acquiring, transporting, leasing, installing, operating, and maintaining equipment necessary for the Project, including sales and use taxes. Subject to prior approval of the Authority's Project Manager, costs or expenses necessary to repair or replace equipment damage or losses incurred in performance of work under the grant may be allowed. However, damage or losses that result from the Grantee's employees, officer's, or contractor's gross negligence, willful misconduct, or crimina�. conduct will not be allowed. d. Supplies Include costs of material, office expenses, communications, computers, and supplies purchased or leased by the Grantee necessary for the Project. Page 19 of 26 Cordova Heat Recovery Construction Grant Agreement #2195407 Include the Grantee's cost of contract services necessary for the Project. Services may include costs of contract feasibility studies, project management services, engineering and design, environmental studies, field studies, and surveys for the project as well as costs incurred to comply with ecological, environmental, and health and safety laws. For construction projects this includes the Grantee's cost for construction contracts, labor, equipment, materials, insurance, bonding, and transportation necessary for the Project. Work performed by the Grantee's employees during construction may be budgeted under direct labor and benefits. Contracted project management or engineering may be budgeted under contractual services and major equipment purchases made by 'the Grantee may be budgeted •_ equipment. g. Other Direct Costs In addition to the above the following expenses necessary for the Project may be allowed. • Net insurance premiums paid for insurance required for the grant Project; • Costs of permits and licenses for the grant Project; • Non -litigation legal costs for the Project directly relating to the activities; in this paragraph, "non -litigation legal costs" includes expenses for the Grantee's legal staff and outside legal counsel performing non -litigation legal services; • Office lease/rental payments; • Other direct costs for the Project directly relating to the activities and identified in the grant documents; and/or • Land or other real property or reasonable and ordinary costs related to interests in land including easements, right-of-ways, or other defined interests. Ineligible expenditures include costs for overhead, lobbying, entertainment , alcohol, litigation, payments for civil or criminal restitution, judgments, interest on judgments, penalties, fines, costs not necessary for and directly related to the grant Project, or any costs incurred before the beginning date of the grant as indicated on the • page. salaries, wages, applicable employee benefits, and business -related expenses of the Grantee's employees performing functions not directly related to the grant Project; costs and expenses of administration, accounting, human resources, training, property and income taxes, entertainment, self-insurance, and warehousing. Cordova Heat Recovery Construction Grant Agreement #2195407 RJNNNL� The Grantee is providing cash matching funds in the amount of $3,480,000 to complete the Project. 4. Cost Share Match Requirements Cost sharing or matching is that portion of the Project costs not borne by the Authority. T Authority will accept all contributions, including cash and in -kind, as part of the Grantees' co sharing or matching when such contributions meet the following criteria: • Are provided for in the Project budget; • Are verifiable from the Grantee's records; • Are not included as contributions for another state or federally assisted project or program-, (The same funds can't be counted as match for more than one program.) • Are necessary and reasonable for proper and efficient accomplishment of the Project or program objectives; • Are allowable costs; • Are not paid by the State or federal government under another award, except for authorized by the State or federal statute to be used for cost sharing or matching; • Must be incurred within the grant eligible time period. 5. Valuing In -Kind Support as Match If the Grantee chooses to use in -kind support as some or all of its match, the values of tho contributions must be approved by the Authority at the time the budget is approved. The valu will be determined as follows: • The value of real property will be the current fair market value as determined by an independent third party or a valuation that is mutually agreed to by the Authority and the Grantee and approved in the grant budget. • The value assessed to Grantee equipment or supplies will not exceed the fair market value of the equipment or supplies at the time the grant is approved or amended. • Equipment usage will be valued based on approved usage rates that are determined in accordance with the usual accounting policies of the recipient or the rates for equipment that would be charged if procured through a competitive process. Rates paid will not exceed the fair market value of the equipment if purchased. • Rates for donated personal services will be based on rates paid for similar work and skill level in the recipient's organization. If the required skills are not found in the recipient organization, rates will be based on rates paid for similar work in the labor market. Fringe benefits that are reasonable, allowable, and allocable may be included in the valuation, • Transportation and lodging provided by the Grantee for non -local labor will not exceed the commercial rates that may be available within the community or region. Cordova Heat Recovery Construction Grant Agreement #2195407 The Grantee must request disbursement of grant funds in the form and format required by the Authority with appropriate back-up documentation and certifications. (See Attachment 1) The back-up documentation must demonstrate the total costs incurred are allowable, and reflect the amount being billed. Documentation must include: ® A summary of direct labor costs supported by timesheets or other valid time record to document proof of payment • Travel and per them reimbursement documentation ® Contractor or vendor pay requests • Invoices Payment oil grant funds will be subject to the Grantee complying with its matching contribution requirements of the Grant. 7. Withholding of Grant Funds If, upon review of the monthly billings, the Authority discovers errors or omissions in the billings it will notify the Grantee within thirty (30) days of receipt of the billing. Payment for the portion of billings for which there is an error or omission may be withheld pending clarification by Grantee. Grant funds may be withheld for the following reasons: • The Grantee fails to provide adequate back-up documentation. • The Authority determines that a specific expense is not allowed under the grant. • The Grantee's matching contribution requirements are not met. Up to-10% of the Authority's contribution of grant funds may be retained by the Authority until the Project is completed and all required final documentation and reports are received and accepted by the Authority. In most instances, payments to a Grantee will be made on a cost reimbursable sis. Authority determines that cost reimbursement will significantly inhibit the Grante�e�s abil'iftyt"i" perform the Project and determines that an advance is in the public interest, the Authority m recommend an advance to the Grantee of an amount not to exceed a projected thirty (30) d cash need, or twenty percent (20%) of the grant amount, whichever amount is less. Before the Authority will issue an advance, the Grantee must provide in writing, and t Authority must approve a "Request for Advance Payment" form which includes: I a. justification of the need for the advance, b. documentation of anticipated line item costs associated with the advance. All advances will be recovered with the Grantee's next Financial / Progress Report form. Should earned payments during 'the terms of this Grant Agreement be insufficient to recover the full amount of the advance, the Grantee will repay the unrecovered amount to the Authority when requested to do so by the Authority, or at termination of the Grant Agreement. Cordova Heat Recovery Construction Grant Agreement #2195401 9. Unexpended Grant Funds and Interest Earned Any grant funds not expended under this agreement and any interest accruing on the grant funds belong to the Authority and shall be returned to the Authority. 10. Budget Flexibility The Grantee may revise the Project budget line items in Attachment 1 without a formal amendment to this agreement, provided the total grant amount is not exceeded and further provided such revisions are limited to a maximum of 10% (per cent) of the total amount of this agreement or $10,000, whichever is less, over the entire term of this agreement. Such budget revisions shall be limited to changes to existing budget line items, or the creation of new budget line items which are within the scope of the Project. Budget revisions may not be used to increase any budget item for Project administrative expenses. Changes to the budget beyond the limits authorized by this provision may only be made by a formal amendment to this Grant Agreement. The Grantee shall indicate each budget revision to the original Project budget on its Financial Reports submitted to the Authority. ZME� Cordova Heat Recovery Construction Grant Agreement #2195407 Period: to BUDGET SUMMARY TOTAL GRANT BUE)GET D PRIOR EXPENDITURES EXPENDITUR� S L:�T�HIS PERIOD TOTAL [EXPENDITURES GRANT I BALANCE Engineering and Design Work $ 820,000 Purchase Diesel Generator $ 1,760,000 Purchase Organic Rankine Cycle Heat Recovery Unit $ 900,000 Install Diesel Generator $ 1,220,000 Install Heat Recovery Unit $ 560,000 TOTAL 5,z6a,aaa WMA M-1 !fflAW M Direct Labor and Benefits Travel Equipment $ 2,660,000 Engineering Contractual $ 820,000 Construction $ 1,780,000 Materials/Freight Other TOTAL $ 5,260,000 I 13Y FUND SOURCES I Grant Funds $ 1,780 '000 Grantee Match — Cash $ 3,480,000 FT Grantee Match — In -Kind Other Contributions TOTAL $ 5,260,000 Form requires two original signatures. The person certifying must be different from the person preparing the report. One signature should be the authorized representative of the Grantee organization or highest ranking officer; the other should be the person who prepared the report. I certify to the best of my knowledge and belief the information above is correct and funds were spent in accordance with grant agreement terms and conditions. fim RMIEWIM Date: Title: Date: Cordova Heat Recovery Construction Grant Agreement #2195407 WO MMMM= Cordova Heat Recovery Construction Grant Agreement #2195407 IWO Grantee: Cordova Electric Cooperative Grant Number-. 2195407 M The Alaska Energy Authority certifies and acknowledges that the Project referenced above has been completed, and that all tasks have been satisfactorily carried out in accordance with the terms and conditions of Agreement Number: Project Manager Alaska Energy Authority am The certifies that the Project named above is complete in accordance with the terms and conditions of Alaska Energy Authority Agreement Number: Authorized Signature Title Printed Name Date Page 26 of 26