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HomeMy WebLinkAboutC15-344 EnergySmart Transition Agreement12/29/14 AGREEMENT BETWEEN EAGLE COUNTY, COLORADO AND ENERGY SMART COLORADO, INC. (Transition Agreement) THIS AGREEMENT ( "Agreement ") is entered into by and between Eagle County, Colorado, a body corporate and politic, ( "Eagle County ") and Energy Smart Colorado, Inc., a Colorado nonprofit corporation ( "ESC ") on the day of 5 c 2015 (the "Effective Date "). Eagle County and ESC shall collectively be referred to as the "Parties ". WHEREAS, Eagle County, Gunnison County and Pitkin County (hereinafter collectively the "Counties ") were awarded an Energy Efficiency and Conservation Block Grant also known as a Better Buildings Grant funded by the United States Department of Energy ( "DOE ") through the American Recovery and Reinvestment Act of 2009 which is documented by a notice of award dated June 14, 2010 with an effective date of August 12, 2010 from DOE to Counties (collectively the "Grant "); and WHEREAS, Eagle County was designated as the lead agency in the Grant; and WHEREAS, the Grant was awarded to allow the Counties to improve energy efficiency in approximately 5200 homes in the Counties by utilizing energy audits, resource centers, innovative financing options and workforce training; and WHEREAS, Pitkin County designated Community Office for Resource Efficiency ( "CORE "), a nonprofit corporation located in Pitkin County, to assist with implementation of Grant efforts in Pitkin County; and WHEREAS, Gunnison County designated Office for Resource Efficiency ( "ORE "), a nonprofit corporation located in Gunnison County, to assist with implementation of Grant efforts in Gunnison County; and WHEREAS, Eagle County contracted with Eagle Valley Alliance for Sustainability, a nonprofit corporation, which is now known as Walking Mountains Science Center (hereinafter "Walking Mountains "), to assist with implementation of Grant efforts in Eagle County; and WHEREAS, CORE, ORE and Walking Mountains are collectively referred to as the "Nonprofits "; and WHEREAS, ESC was established by CORE, Walking Mountains and HC3 (defined below); and 1 12/29/14 WHEREAS, ESC desires to acquire, operate and administer the Energy Smart Program (defined below) as set forth herein; and WHEREAS, through the efforts of the Counties and the Nonprofits the Energy Smart Program was created, and includes but is not limited to, a website, tracking software, education and advisory services, low cost home energy assessments and access to rebates (the "Energy Smart Program "); and WHEREAS with consent of the Counties and approval of DOE, Eagle County entered into an agreement with EnergySmart Partners LLC, a wholly owned subsidiary of Funding Partners for Housing Solutions, Inc., a non -profit organization certified by the United States Department of the Treasury as a community development financial institution ( "ESP "), for the implementation of a Revolving Loan Fund (defined below) to facilitate energy efficiency residential construction projects within the Counties to make borrowers' homes more energy efficient; and WHEREAS, other goals of the Grant are to expand the Energy Smart Program to other communities, jurisdictions and entities and to establish an entity that can manage and implement the expanded Energy Smart Program; and WHEREAS, ESC has developed a business plan and intends, among other things, to expand and permit access to the Energy Smart Program and Assets (defined below) by allowing participating entities and jurisdictions to pay a fee for participation, access to and use of the Assets; and WHEREAS, the Grant concludes on November 1, 2014, but certain on -going reporting requirements and continued restrictions established by DOE concerning the use of the Revolving Loan Fund will remain; and WHEREAS, the purpose of this Agreement is to transition operation of the Energy Smart Program from the Counties to a non -profit entity after closure of the Grant in November, 2014 and to allow ESC access to the Revolving Loan Fund in accordance with the terms and conditions set forth herein; and WHEREAS, High Country Conservation Center ( "HCY) is a non - profit corporation located in and supported in part by Summit County; and WHEREAS, HC3, while not one of the original Nonprofits, desires to participate in the Energy Smart Program and has resources and expertise in the area of energy efficiency; and WHEREAS, the Counties have or will enter into a Second Amendment to Memorandum of Understanding concerning the Energy Smart Program authorizing Eagle County to enter into this Agreement; and 2 1- 2/29/14 WHEREAS, ESC has the experience, expertise and vision to operate a sustainable Energy Smart Program. AGREEMENT NOW THEREFORE, based upon the representations set forth in the foregoing recitals, for good and valuable consideration, including the promises set forth herein, the Parties agree to the following: ARTICLE I DISPOSITION OF ASSETS 1.1 The assets identified on Exhibit A (hereinafter the "Assets ") were developed by the Counties and paid for through the Grant. Exhibit A is attached hereto and incorporated herein by reference. 1.2 As of the Effective Date, Eagle County, with consent and approval of DOE and the Counties, and subject to the terms and conditions set forth in this Agreement, hereby assigns, transfers, conveys and grants any and all right, title and any interest and obligations of the Counties in the Assets. 1.3. As of the Effective Date and subject to the terms and conditions set forth in this Agreement, ESC hereby assumes all right, title and any and all interest and obligations associated with the Assets. ESC shall be responsible for all liability associated with its use and operation of the Assets arising on or after the Effective Date. 1.4 ESC is accepting the Assets in their "AS IS" "WHERE IS" "WITH ALL FAULTS" condition and without reliance on any representation or warranty other than those expressly set forth in this Agreement. Further, ESC, its affiliates, subsidiaries, related or participating entities, jurisdictions, employees, agents, contractors and subcontractors hereby waive any and all claims whether known or unknown against the Counties in connection with the transfer, use, operation, maintenance or in any way associated with the Assets. 1.5. As consideration for the conveyance of the Assets, ESC agrees to utilize the Assets and operate the Energy Smart Program on a continuous basis as follows: a. ESC shall be responsible for continued community education and outreach. b. ESC shall be responsible for training contractors regarding the Energy Smart Program and the conduct of home energy assessments. ESC shall ensure that existing contractors continue to receive current information and training on the Energy Smart Program. C. ESC shall require new entities and jurisdictions participating in the Energy Smart Program to attend necessary training and adhere to Energy Smart Program 3 12/29/14 standards and guidelines as may be amended by ESC from time to time. ESC will act as and will ensure that any new participants act as ambassadors for the Energy Smart Program both to the public and other Colorado communities. d. ESC shall promote and operate the Energy Smart Program in a skillful, professional and competent manner in accordance with all applicable laws, rules and regulations. e. ESC shall not convey, assign or transfer title, in whole or in part, to the Assets to any third party without the prior written consent of Eagle County and consent of DOE. f. ESC shall be responsible for the professional quality, technical accuracy and the coordination of the Energy Smart Program and services furnished by or on behalf of ESC. ESC shall correct at its sole cost and expense any errors in its operation of the Energy Smart Program whether by itself, its affiliates, subsidiaries, Nonprofits, or related or participating entities, jurisdictions, employees, agents, contractors or subcontractors. This paragraph shall survive any termination or expiration of this Agreement. g. ESC has established and may modify from time to time, license fee(s) and/or annual dues which must be paid by entities and jurisdictions which participate in, have access to and use of the Assets. ESC agrees that each of the Counties may, but shall not be obligated, to pay fees or dues to have access to and use of the Assets or RLF (defined below). Nothing herein shall preclude ESC from establishing fees or charges for access to and use of new programs or services beyond the Assets and RLF. ARTICLE 2 ACCESS TO AND ONGOING OPERATION OF REVOLVING LOAN FUND 2.1 Eagle County with authorization from Gunnison County and Pitkin County entered into an agreement dated June 11, 2012 with ESP for the administration of an Energy Efficiency and Renewable Energy Revolving Loan Fund (hereinafter the "Revolving Loan Fund" or "RLF "). A copy of that agreement and any amendments thereto is attached hereto as Exhibit B (hereinafter the "Revolving Loan Fund Agreement "). 2.2 The RLF was funded through the Grant and a detailed accounting as of the Effective Date is attached hereto and incorporated herein as Exhibit C. 2.3 The Grant between the Counties and DOE closed on November 1, 2014. The Parties acknowledge and agree that despite such closure, Eagle County, as the lead agency under the Grant, continues to have responsibility for and an ongoing obligation to DOE, to report on the status of the RLF and ensure it is used in accordance with Grant and DOE requirements. The Grant is attached hereto and incorporated herein as Exhibit D. 4 12/29/14 2.4 In light of the on -going requirements associated with the RLF, the Parties agree that ESC may have access to the RLF but only in accordance with the terms and conditions set forth herein. Eagle County shall remain responsible for on -going reporting to DOE with assistance from ESC. 2.5 Any loans or expenditures made from the RLF during the term of this Agreement shall be in accordance with this Agreement, the Revolving Loan Fund Agreement, Grant, Federal law including but not limited to 42 USCA 17154 and 10 CFR Ch. II, Subch. H, Pt. 600 and State law, DOE rules, regulations and any guidance that may be issued or amended from time to time. The most recent guidance appears at http:llwww.ener&.Rovf eere/wioolartideslenergy- efficiency- and - conservation- block- grant- financine- programs- after -grant and ESC acknowledges that it has read and understands that guidance. ESC's failure to comply with the terms of this paragraph 2.5 shall be default under the terms of this Agreement. 2.6 The funds within the RLF are not and shall not be restricted for use by citizens or residents of a single community or jurisdiction. 2.7 ESC may not expand the purposes or types of properties for which loans are available through the RLF without prior written approval of DOE and Eagle County. Any such expansion will require an amendment to the Revolving Loan Fund Agreement in a form satisfactory to Eagle County and ESP as determined by Eagle County and ESP in their sole discretion. 2.8 ESC acknowledges that compliance with or exemption or exclusion from NEPA, Davis Bacon Act, Historical Preservation reporting and Buy American Act are requirements of the Grant. 2.9 The RLF cannot be commingled with other or different funds. In the event ESC establishes other sources of capital, then such funds shall be segregated and separately accounted for. 2.10 ESC shall be responsible for any non - compliance by ESC, its affiliates, subsidiaries, related or participating entities or jurisdictions, employees, agents, contractors or subcontractors in connection with expansion or withdrawal of participating entities or jurisdictions and access by their citizens or residents to and use of the RLF after the Effective Date. Any breach of this Agreement, Revolving Loan Fund Agreement, Grant and related guidance, rules and regulations shall be immediately corrected by ESC and ESC shall be solely responsible for any costs and expenses associated with such breach. 2.11 ESC agrees that no funds received through the Grant may be expended, directly or indirectly, for gambling establishments, aquariums, zoos, golf courses or swimming pools. 5 12/29/14 2.12 Loans that have been made from the RLF as of the date of this Agreement shall remain in place in accordance with their terms and interest or payment of principle thereon, if any, shall be reinvested in the RLF. 2.13 As of the Effective Date, the RLF is available to citizens and residents of the Counties and Lake County all in accordance with the terms of the RLF. ESC may expand access to the RLF to citizens and residents of eligible jurisdictions that independently or through another entity are participating in the Energy Smart Program on a first come, first served basis in accordance with the terms of this Agreement, Revolving Loan Fund Agreement, Grant and related rules, regulations and guidance, which may be amended from time to time, and: a. ESC acknowledges and agrees that because of the Grant requirements, citizens and residents of certain communities or jurisdictions may not be eligible to access the RLF but may otherwise participate in the Energy Smart Program. It shall be the sole responsibility of ESC to determine whether the citizens and residents of a jurisdiction are eligible to access the RLF in accordance with DOE requirements. As such, ESC shall obtain approval from DOE before expanding access to the RLF to a new jurisdiction. b. At such time as ESC desires to expand access to the RLF to a new jurisdiction, the same shall be accomplished by ESC providing notice to ESP and Eagle County in the form attached as Exhibit E. C. ESC shall be responsible for ensuring that new contractors are trained and that any necessary contractor agreements, homeowner disclosures, disclaimers or the like are appropriate for the each new jurisdiction. ESC shall be responsible for ensuring on- going compliance with NEPA, Davis Bacon Act, Historic Preservation requirements and Buy American Act as new jurisdictions are added. d. Nothing contained herein shall be deemed to create any contractual relationship between any participant in the Energy Smart Program and/or RLF and Eagle County. e. In the event a jurisdiction or entity participating in the Energy Smart Program and RLF no longer desires or is prohibited from participating, then ESC may provide notice to ESP and Eagle County in the form attached as Exhibit F of that fact and no additional loans will be made to the residents or citizens of that jurisdiction. In no event may ESC eliminate or reduce access to the RLF by residents of the Counties. Loans that have been made from the RLF as of the date of the notice shall remain in place in accordance with their terms and interest or payment of principle thereon, if any, shall be reinvested in the RLF. 2.14 Drawdown of RLF by ESC. a. ESC may request a reduction in the balance of the RLF, if funds are 2 12/29114 available, to support ESC and/or the Nonprofits and to fund energy efficiency grants and programs. The process for seeking a reduction in the balance of the RLF shall be as follows: i. Use of remaining RLF funds for another or different activity than authorized under the Revolving Loan Fund Agreement requires approval from DOE at EECBG@a.ee.doe.,gov at least thirty (30) days prior to taking any action. Information required to be included in the request to DOE is set forth in DOE guidance. ESC shall be responsible for ensuring new activities are eligible under the Grant and 42 U.S.C. 17154 and that the new activity does not exceed minimum administrative cost thresholds. ESC will simultaneously provide the information and request submitted to DOE to Eagle County. ii. Upon approval of DOE, ESC will then request that Eagle County consider the request to use remaining RLF funds. Eagle County may request that ESC make a presentation to the Board of County Commissioners concerning any draw down request. In the event a draw down request is approved, then Eagle County will promptly deliver to ESP a drawdown request in the form attached hereto as Exhibit G and ESP shall be authorized to provide RLF funds to ESC for use by ESC in accordance with conditions of any approvals granted in connection with the draw down request and the Grant. iii. In the event RLF funds are converted to other eligible activities, the originating funds retain their federal character and there remains a continuing responsibility to report and comply with DOE requirements. Thus, ESC shall be solely responsible for accounting, tracking and ensuring that any funds withdrawn from the RLF are used for approved eligible activities and accounted for as may be required by DOE. ESC will within five (5) days of a request from Eagle County provide required reporting information to Eagle County for submission to DOE for such new activities. If funds are not used by ESC for an eligible purpose then ESC shall be solely responsible for immediately returning such funds to the Federal government. b. It is anticipated that ESC will seek reductions to the balance of the RLF for support of the Nonprofits and/or ESC in an amount not to exceed a total of two hundred thousand dollars ($200,000) during the two year period commencing on the Effective Date of this Agreement. Approval by Eagle County for this request or series of requests shall not be unreasonably withheld. C. In addition to the anticipated reduction(s) set forth in 2.14(b) above, ESC may seek other or further reductions to the balance of the RLF (whether during the two year period commencing on the Effective Date or otherwise) with advance approval of DOE and Eagle County. Eagle County may request that ESC make a presentation to the Board of County Commissioners in connection with such additional request(s) and Eagle County may consider and approve or deny such requests) in its sole discretion. 6 12/29/14 2.15 The Revolving Loan Fund Agreement currently expires on June 11, 2017. Eagle County agrees that it will not dissolve the RLF or independently reduce the available funds in the RLF without prior written agreement of ESC and DOE during the current term of the RLF Agreement unless there has been a breach of the terms of this Agreement by ESC in which event Eagle County may take such action as it deems necessary in its sole discretion with respect to the RLF and RLF Agreement. 2.16 If this Agreement has not been earlier terminated and the RLF remains in effect then ESC and Eagle County agree to meet no later than December, 2016, to discuss and determine the status and best future use of the RLF. Notwithstanding the foregoing, the Parties agree that Eagle County may extend the RLF to allow outstanding loans to be administered by ESP. 2.17 The Parties acknowledge that the RLF may be terminated by ESP in accordance with the terms of the Revolving Loan Fund Agreement. In such event further access to the RLF shall cease and available RLF funds shall be distributed as requested by Eagle County and in accordance with the Revolving Loan Fund Agreement. In such event ESC agrees to execute and deliver such documents and instruments and undertake such further actions as may be necessary. 2.18 Notwithstanding anything herein to the contrary, Eagle County reserves the right to sell the existing loans to ESP or other third party in a manner acceptable to DOE. In such event ESC agrees to execute and deliver such documents and instruments and undertake such further actions as may reasonably be necessary to effectuate the transaction contemplated in this paragraph. 2.19 In the event the RLF is drawn down, loans are sold as set forth in paragraph 2.18 or terminated, then Eagle County shall arrange for the completion of administration of any existing or outstanding loans, and any balance in the RLF and interest shall be distributed as requested by Eagle County for a use approved by DOE. Ongoing reporting requirements shall apply until such time funds are fully expended or otherwise notified in writing by DOE. ARTICLE III MARKETING, TRADEMARKS AND INTELLECUTAL PROPERTY 3.1 Certain logos, advertising and marketing materials were developed in connection with the Energy Smart Program. Eagle County subject to Article I above has transferred any rights or obligations to the logos, advertising and marketing materials. Notwithstanding anything herein to the contrary, the Counties make no representations or warranties as to whether such logos, marks and marketing are properly registered or infringe on the rights of any third party. ESC hereby waives any claims against the Counties in connection with the use of such logos, advertising and marketing and possible infringement on rights of third parties. 8 12129114 3.2 ESC hereby acknowledges that any advertising, marketing or other materials to be published, distributed or shared in connection with the RLF shall be subject to prior written approval from ESP. 3.3 To the extent RLF proceeds are ultimately used for any marketing or advertising, ESC shall comply with the intellectual property provisions of the Grant. ARTICLE IV INSURANCE AND INDEMNIFICATION 4.1 ESC shall indemnify and hold harmless Eagle County, and its boards, the individual members thereof, their departments, officers, agents, employees, servants and successors ( "Indemnified Parties ") from any and all demands, losses, liabilities, claims or judgments, for which the Indemnified Parties may become subject to, insofar as any such demands, losses, liabilities, claims or judgments, together with all costs and expenses, including but not limited to attorney fees, incident thereto which may accrue against, be charges to or be recoverable from the Indemnified Parties as a result of the acts or omissions of ESC, its affiliates, subsidiaries, Nonprofits, related or participating entities or jurisdictions, its employees, sub - consultants or subcontractors and successors, arising directly or indirectly out of ESC's exercise of its privileges or performance of its obligations under this Agreement. This indemnification shall survive termination of this Agreement. Nothing herein shall be deemed to be a waiver of defenses or immunities available to Eagle County under the Governmental Immunity Act. 4.2 ESC shall maintain in full force and effect commercial general liability insurance, in a comprehensive form, in the amount of at least $1,000,000 per occurrence and $2,000,000 general aggregate at its own expense during the life of this Agreement, which shall afford coverage for all claims for bodily injury, including death, and all claims for destruction or damage to property and personal injury arising out of or in connection with any performance under this Agreement. ESC shall also maintain in connection with its access to the RLF, fiduciary insurance coverage in an amount not less than $1,000,000 under the terms and conditions set forth hereafter. Eagle County shall be an additional insured under these policies and ESC shall furnish Eagle County with certificates of insurance giving evidence of such coverages and containing a provision that Eagle County shall be given thirty (30) days written notice of cancellation or material chance of coverage. These certificates shall be delivered to Eagle County upon execution of this Agreement. Additionally, Eagle County, upon its written request, shall be given copies of these policies within five (5) days of such requests. 4.3 ESC shall maintain in full force and effect workers compensation and unemployment compensation insurance as required by law. ARTICLE V DEFAULT, CURE AND REMEDIES 9 12/29/14 5.1 If, any party fails to timely perform any of its obligations under this Agreement, then the non - breaching party shall deliver to the breaching party written notice detailing the failure of performance. The breaching parry shall then have thirty (30) days from the receipt of such notice (or such shorter period as may be dictated by DOE) within which to remedy the failure of performance, or if such failure of performance cannot be cured within such thirty (30) days, then the breaching party shall have a reasonable amount of time (or such shorter period as may be dictated by DOE) under the circumstances to cure such failure of performance provided the breaching party commences to cure such failure of performance within thirty (30) days and diligently prosecutes such cure thereafter. If, at the expiration of the curative period, the breach or failure of performance has not been cured, then the non - breaching party may seek specific performance, injunctive, or other appropriate relief available under the law, including damages. In the event of a breach or failure of performance by ESC, that has not been cured by ESC, as set forth herein, then, in addition to the remedies set forth above, Eagle County may provide written notice to ESC and immediately terminate this Agreement including access to the RLF by (i) ESC; or (ii) its participating entities; or (iii) citizens or residents of jurisdictions with access to the RLF. ARTICLE VI TERM AND TERMINATION 6.1 This Agreement shall remain in effect during the term of the Revolving Loan Fund Agreement unless earlier terminated. The term of this Agreement may be extended by the Parties upon their written agreement. 6.2 ' As to Assets conveyed to ESC, in the event ESC dissolves during the term of this Agreement or fails to timely cure a breach of this Agreement as set forth in Article V hereof which results in a termination of this Agreement, then Eagle County shall have the right, but not the obligation, to obtain all or a portion of ESC's right, title and interest to the Assets. ESC shall remain responsible for any liability created by ESC or arising during its ownership of the Assets. This paragraph shall survive termination of this Agreement. 6.3 As to Assets conveyed to ESC, in the event this Agreement expires and is not extended by written agreement of the Parties then ESC shall retain the Assets and provide for the protection of any confidential information. This paragraph shall survive termination of this Agreement. 6.4 In the event ESC is dissolved, ESC shall ensure it properly winds up its business including providing for the protection of any confidential information. This paragraph shall survive termination of this Agreement. 10 12/29/14 6.5 As to the RLF, in the event this Agreement expires and is not extended by written agreement of the Parties, ESC dissolves or fails to timely cure a breach of this Agreement as set forth in Article V hereof which results in termination of this Agreement or the RLF Agreement is otherwise terminated, then ESC's and any of its participant's or citizens or residents of jurisdictions with access to the RLF shall immediately cease. Eagle County shall retain access to and shall determine the future use of the RLF all in its sole discretion and in accordance with Grant. ARTICLE VII REPRESENTATIONS AND WARRANTIES 7.1 Eagle County represents and warrants that as of the Effective Date: a. County is a political subdivision of the State of Colorado; b. The Assets are not subject to any lien or encumbrance of which County is aware; C. Eagle County is not aware of any default of any material obligation affecting the Grant or Energy Smart Program as of the Effective Date; d. As of the Effective Date and without any duty of independent investigation, there are no known claims pending in a court of competent jurisdiction nor is Eagle County aware of any circumstances that may give rise thereto. 7.2 ESC represents and warrants that as of the Effective Date and during the term of this Agreement: a. ESC is a nonprofit corporation validly organized and existing under the laws of the State of Colorado and is in good standing to do business in the State of Colorado; b. ESC has taken all actions necessary to acquire the Assets and assume any obligations associated therewith; C. As of the Effective Date and without any duty of independent investigation, there are no known claims pending in a court of competent jurisdiction nor is ESC aware of any circumstances that may give rise thereto. ARTICLE VIII NOTICE 11 12/29/14 8.1 Notice: Any notice required under this Agreement shall be given in writing by personal delivery, fax, email or mail which shall be addressed as follows: Eagle County Attn: Adam Palmer 500 Broadway Post Office Box 850 Eagle, CO 81631 Phone: 970 -328 -8734 Fax: 970 - 328 =7185 Email: Adam.Palmer @eaglecounty.us With a copy to: Eagle County Attorney 500 Broadway Post Office Box 850 Eagle, CO 81631 Phone: 970- 328 -8685 Fax: 970 - 328 -8699 Email: atty @eaglecounty.us Energy Smart Colorado, Inc. Attn: Mona Louise Newton 111 AABC, Suite 11 Post Office Box 9707 Aspen, CO 81611 Phone: 970 - 925 -9775 Fax: 970 - 925 -9776 Email: mona@aspencore.org Notice shall be deemed given upon the date of delivery or three (3) days after the postmarked date of deposit, first class postage prepaid, in the an official depository of the U.S. Postal Service. ARTICLE IX MISCELLANEOUS 9.1 Third Party Beneficiaries. Enforcement of this Agreement and all rights and obligations hereunder are reserved solely for the Parties and not to any third party. 9.2 Governing Law, Jurisdiction and Venue. This Agreement shall be governed by the laws of the State of Colorado. Jurisdiction and venue for any suit, right or cause of action arising under, or in connection with this Agreement shall be exclusively in Eagle County, Colorado. 12 12/29/14 9.3 Assignment. ESC shall not transfer, assign or subcontract its obligations under this Agreement without Eagle County's written consent which may be granted or withheld in Eagle County's sole discretion. Eagle County's consent to any assignment shall not release ESC from liability or any obligation set forth in this Agreement unless specifically agreed to in writing. Any attempt to assign this Agreement without such consent shall be void. 9.4 Federal Debarment. ESC shall immediately notify Eagle County of any suspension or debarment or other action that excludes ESC or its subcontractors or sub - consultants, if any, from participation in Federal contracts. ESC shall verify that all subcontractors or sub - consultants intended and/or used by ESC in connection with this Agreement are in good standing and are not debarred, suspended or otherwise ineligible by the Federal Government. ESC shall maintain proof of such verification. 9.5 Modification. Any revision, amendment or modification of this Agreement shall be valid only if in writing and signed by all Parties. 9.6 Independent Contractor. The relationship of ESC to Eagle County is that of independent contractor. No agent, employee or volunteer of ESC shall be deemed to be an agent, employee or volunteer of Eagle County. 9.7 Invalidity . Invalidity or unenforceability of any provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed as if such invalid or unenforceable provision was omitted. 9.8 Waiver. No failure or delay by any party in the exercise of any right hereunder shall constitute a waiver thereof. No waiver of any breach shall be deemed a waiver of any preceding or succeeding breach. 9.9 Compliance with Grant, RLF Agreement, Local, State and Federal Law. ESC specifically agrees to perform its obligations as set forth herein in accordance with all local, state and federal laws governing the activities described in this Agreement. Likewise, it agrees that it shall at all times, perform in compliance with the Grant any related guidance and the RLF Agreement and ESC affirmatively states it has reviewed the same and has the capability to comply. 9.9 Order of Precedence. In the event of conflicts or inconsistencies such conflicts shall be resolved in the following order of priority: (a) Grant; (b) RLF Agreement and (c) this Agreement. 9.10 Entire Agreement. This Agreement contains the entire agreement between the Parties with respect to the subject matter hereof and supersedes all other agreements or understanding between the Parties with respect thereto. 9.11 Performance Reports, Records and Audit. ESC shall prepare and submit to Eagle County a quarterly performance report no later than fifteen (15) days after the end 13 12/29/14 of each quarter. The contents of the report shall include an update on the current status of ESC and its participating entities or jurisdictions, completed activities and energy savings projects realized, RLF account balance and portfolio summary. Failure to submit the reports shall constitute a material breach of this Agreement. Upon request by Eagle County, ESC shall present an update on the current status of ESC to the Eagle County Board of County Commissioners. ESC must maintain an established accounting system that complies with generally accepted accounting principles. Records related to disputes arising out of this Agreement shall be maintained and made available until such disputes have been resolved. ESC shall make, keep, maintain and allow inspection, audit and monitoring by Eagle County and DOE, a complete file of all books, records, documents, communications, notes and other written materials, electronic media files, and communications, pertaining in any manner to this Agreement and ESC's access to and use of the Grant, RLF and operation of the Energy Smart Program. ESC shall maintain such records until the last to occur of the following: (i) a period of six years after the date of this Agreement is completed or terminated, or (ii) for such further period as may be necessary to resolve any pending matters, or (iii) if an audit is occurring, or if ESC has received notice that an audit is pending, then until such audit has been complete and its findings have been resolved. Such inspection and audit shall occur in Eagle County, Colorado or other reasonable location that the County or DOE selects. ESC shall supply or permit Eagle County and DOE to copy such books and records. ESC shall insure that inspection, audit and copying rights of Eagle County and DOE is a condition of any subcontract or participation in the Energy Smart Program. ESC shall comply with 10 CFR 600.316 if applicable, and will provide Eagle County with a copy of its annual report with audited financial statement within thirty (30) days after it is completed. ESC shall provide Eagle County with such reports as required by DOE and the Grant to be submitted by Eagle County to maintain its compliance with the terms and conditions of the Grant. Such information may include, but not be limited to, status and development of energy efficiency and conservation strategy and gains. Annual reports are due to DOE at the end of October for the previous year. 9.12 On -going Financial Participation from Eagle County. ESC shall be solely responsible for all costs and liabilities of ESC, its operations and implementation of the Energy Smart Program as set forth herein. The Parties acknowledge and agree that Eagle County shall have no obligation, financial or otherwise to provide for on -going support to ESC. Notwithstanding the foregoing, nothing herein shall preclude ESC from seeking support from Eagle County through its community grant programs or otherwise. 9.13 Confidentiality. ESC shall be responsible for maintaining the confidentiality of any information supplied to ESC by any individual, entity or participant in connection 14 12/29/14 with the Energy Smart Program. Any personal information or data maintained by ESC in connection with utility account information shall be maintained in accordance with applicable state and federal law and in accordance with any information or assurance of confidentiality provided on the Energy Smart Program website or materials. ESC shall not disclose any confidential or personal information that may be part of the Assets nor shall it provide any confidential or personal information concerning the RLF or a specific loan under the RLF to any third party. Notwithstanding the foregoing ESC shall supply Eagle County and DOE with information necessary for complying with on -going reporting under the Grant. ESC acknowledges that information supplied to Eagle County and DOE may be public. 9.14 Survival. Any provisions of this Agreement which require observance or performance after the date of termination or expiration hereof shall survive and continue in full force and effect. ARTICLE X PUBLIC CONTRACTS 10.1. Eagle County is a governmental entity and all obligations beyond the current fiscal year, if any, are subject to funds being budgeted and appropriated. Specifically, notwithstanding anything to the contrary contained in this Agreement, Eagle County shall have no obligations under this Agreement, nor shall any payment be made in respect of any period after December 31 of each calendar year during the term of this Agreement, without an appropriation therefore by Eagle County in accordance with a budget adopted by the Board of County Commissioners in compliance with the provisions of Article 25 of Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. §29 -1 -101 et. seq.), and the TABOR Amendment (Constitution, Article X, Sec. 20). 10.2. As used in this paragraph 10.2, the term undocumented individual will refer to those individuals from foreign countries not legally in the United States as set forth in C.R.S. 8- 17.5 -101 et. seq. If ESC has any employees or subcontractors, ESC shall comply with C.R.S. § 8- 17.5 -101, et. seq. and this Contract. By execution of this Contract, ESC certifies that it does not knowingly employ or contract with an undocumented individual who will perform under this Contract and that ESC will participate in the E- verify Program or other Department of Labor and Employment program ( "Department Program ") in order to confirm the eligibility of all employees who are newly hired for employment to perform work under this Contract. (a) ESC shall not: (i) Knowingly employ or contract with an undocumented individual to perform work under this contract for services; or (ii) Enter into a contract with a subcontractor that fails to, certify to ESC that the subcontractor shall not knowingly employ or contract with an undocumented individual to perform work under the public contract for services. 15 12/29/14 (b) ESC has confirmed the employment eligibility of all employees who are newly hired for employment to perform work under this Contract through participation in the E -verify Program or Department Program, as administered by the United States Department of Homeland Security. Information on applying for the E -verify program can be found at: htty: / /www.dhs.goy /xprevprot/prop,MM gc 1185221678150.shtm (c) ESC shall use either the E- verify program or other Department Program procedures to undertake pre - employment screening of job applicants while the public contract for services is being performed. (d) If ESC obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an undocumented individual, ESC shall be required to: (i) Notify the subcontractor and Eagle County within three (3) days that ESC has actual knowledge that the subcontractor is employing or contracting with an undocumented individual; and (ii) Terminate the subcontract with the subcontractor if within three (3) days of receiving the notice required pursuant to subparagraph (i) of paragraph (d) the subcontractor does not stop employing or contracting with the undocumented individual; except that ESC shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an undocumented individual. (e) ESC shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority established in C.R.S. § 8- 17.5 - 102(5). (f) If ESC violates these prohibitions, Eagle County may terminate the contract for a breach of the contract. If the contract is so terminated specifically for a breach of this provision of this Contract, ESC shall be liable for actual and consequential damages to Eagle County as required by law. (g) Eagle County will notify the office of the Colorado Secretary of State if ESC violates this provision of this Contract and Eagle County will terminate the Contract for such breach. M 11 --) / --) () " It � 4 IN WITNESS WHEREOF the Parties have caused this Agreement to be duly executed on the date set forth above. Eagle County, Colorado By and through its Board of County I M VA"i A &Iflf4'.19 WN OF P/8 111,11 OIFM Chair Attest: Teak J. Simonton, Clerk Energy Smart Colorado, Inc. STATE OF COLORADO ?jTp-%VA )ss: COUNTY OF EAGEft -i� 7-) The foregoing instrument was acknowledged before me by A, IV"-4e as of Energy Smart Colorado, Inc. this ton day of My commission expires: 712-& 117 MICHAEL S HOLMES Notary Public State of Colorado Notary ID 20134037557 My Commission Expires Aug 26, 2017 17 Notary Public 12/29/14 EXHIBIT A Assets a. Central Website and creative /marketing materials. b. Customer Relationship Management System also known as CRM. c. Energy Smart Home Energy Assessment. d. Energy Smart Program files in drop box. e. Energy Smart Program Salesforce database, materials and training programs. f. All Energy Smart Program logos /branding and marks developed or created by the County. The marketing materials are located in Dropbox. The Parties acknowledge and agree that Counties have not obtained registered marks or other protection for the logos, marketing and branding developed in connection with the Energy Smart Program. g. Diagnostic Equipment consisting of gas detectors, infrared cameras, blower door kits and other equipment. 18 EXIIIBIT B REVOLVING LOAN FUND AGREEMENT 19 t AGREEMENT BETWEEN THE COUNTY OF EAGLE, STATE OF COLORADO AND ENERGY SMART PARTNERS LLC For Administering an Energy Efficiency and Renewable Energy Revolving Loan Fund Program This A ent for administering a Revolving Loan Fund ( "Agreement"), made this ti day of .2012, by and between the County of Eagle, State of Colorado, a body corporate and politic by and through its Board of County Commissioners. ( "County ") and Energy Smart Partners LLC ("ESP "), a Colorado limited liability company, a wholly owned subsidiary of Funding Partners for Housing Solutions, Inc., a non- profit organization certified by the United States Department of the Treasury CDFI as a community development financial institution ( "CDFI "). WHEREAS, the County, together with sub - awardees, Pitkin County and Gunnison County, Colorado received a grant of funds from the department of energy for, among other programs, the establishment of a Revolving Loan Fund to facilitate construction projects within these counties to make the borrowers' homes more energy efficient, and to create "green' construction jobs; WHEREAS, ESP has special expertise in administering Revolving Fund Loan Programs and is experienced in administering such programs in compliance with the federal and state laws applicable to grant recipients; and WHEREAS, ESP offers its expertise as a cost- effective resource to multiple public and private partners within the state of Colorado to leverage capital with additional capacity to internally isolate, account, and manage independent programs; and, WHEREAS, County desires ESP to administer the Energy Smart Residential Energy Efficiency Loan Fund Program ( "the Program ") and ESP is willing to do so upon the terms set forth herein. AGREEMENT NOW, THEREFORE, in consideration for the monies to be received, the covenants and conditions set forth herein, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties agree as follows: 1. SCOPE OF SERVICES. ESP will provide those services set forth on the attached Exhibit L 2. ESP COMPENSATION. For the above described activities, ESP shall receive from the borrowers a onetime non- refundable fee in the amount of $25 which shall be due and M billable upon submittal of all energy efficiency and renewable energy loans. An additional origination fee in the amount of $125 shall be paid to ESP at the time of loan settlement. ESP shall receive 2% of all interest paid on each of the loans outstanding. Public recording and any other third party service fees are the responsibility of the borrower and shall be assessed by ESP at the time of loan settlement. ESP shall receive a one -time payment equal to $8,500.00 upon execution of this Agreement as compensation related to implementation costs of the Program. 3. TERM OF THE AGREEMENT. The Term of this Agreement shall commence on the date of execution set forth above and continue for a term of five (5) years, provided that the term of. this Agreement and all provisions herein shall extend to and cover any additional time period during which ESP remains in control of the County's funds or other assets. The County shall have the right to terminate this Agreement if ESP fails to substantially adhere to the Scope of Services set forth in Exhibit 1, and otherwise in accordance with the terms of this Agreement. ESP shall have the right to terminate this Agreement if the County fails to substantially adhere to its responsibilities set forth in Exhibit 1, and otherwise in accordance with the terms of this Agreement. 4. CONTROL OF-FUNDS. In administering funds delivered to ESP by the County in the amount of $985,000, receipt of which is hereby acknowledged by ESP, and funds received by ESP from the Program borrowers, ESP shall be subject to the terms and conditions set forth in this Agreement. Program funds shall be discretely accounted for and maintained as independent of all other funds held for the benefit of itself and others. The County, -in its sole discretion, may change Program Criteria by written notice to ESP. All Program funds shall be used and administered only in accordance with the terms of this Agreement. All records and Program documents including promissory notes, security instruments, disclosures, applications, supporting evidence and agreements ( "Loan Documents ") shall remain distinct from other activities of ESP. Program funds and Loan Documents may not be assigned, transferred or encumbered, in whole or in part, without the express written consent of the County. 5. ACS RESPONSIBILITY AND REPRESENTATIVE. All notices, reports, inquiries, and replies shall be addressed and served upon the respective party representatives at the addresses below. The following individuals are designated for the purposes of this Agreement as representatives of the County and ESP (or their successors or assigns), respectively: 2 COUNTY: Adam Palmer Eagle County Community Development Department P.O. Box 850 Eagle, CO 81631 Tel. 970 - 328 -8770 Email: adam.palmer@eaglecounty.us Eagle County Attorney's Office P.O. Box 850 Eagle, CO 81631 Tel. 970 -328 -8692 Email: atty @eaglecounty.us ESP: Joe Rowan Energy Smart Partners 214 S. College Avenue Fort Collins, CO 80524 Tel. 970- 494 -2021 Email: joe@fundingpartners.org The parties may change their representatives at any time by written notice to the other party- 6. INSURANCE. ESP shall maintain in full force and effect commercial general liability insurance, in a comprehensive form, in the amount of at least $1,000,000 per occurrence and $2,000,000 general aggregate at its own expense during the life of this Agreement, .- which..shall afford.. coverage for all claims for bodily injury, including death, and all claims for destruction or damage to property and personal injury arising out of or in connection with any operations or services performed under this Agreement. ESP shall also maintain fiduciary insurance coverage in an amount not less than $1,000,000 under the terms and conditions set forth hereafter. The County, Piticin County and Gunnison County shall be additional - insureds under these policies, and ESP shall furnish the County's County Attorney's Office with certificates of insurance giving evidence of such coverages and containing a provision that the County shall be given thirty (30) days written notice of cancellation or material change of coverage. These certificates shall be delivered to County within ten (10) days following execution of this Agreement. Additionally, County, upon its written request, shall be given copies of these policies within thirty (30) days of such requests. �l 7. WORKERS' COMPENSATION INSURANCE. ESP shall maintain in full force and effect Worker's Compensation Insurance and Unemployment Compensation Insurance with the Colorado statutory limits at its own expense and as required by law. The Recipient shall also procure and maintain Employer's Liability coverage for at least $100,000 each accident, $500,000 disease policy limit, and $100,000 disease coverage for each employee. All volunteers used by ESP in the performance of this Agreement must be covered. under ESP's Worker's Compensation Insurance or covered under a Medical, Accident, Death or Dismemberment Policy with limits of not less than $25,000. ESP. shall furnish the County's County Attorney's Office with certificates of insurance giving evidence of such coverages and containing a provision that the County shall be given thirty (30) days written notice of cancellation or material change of coverage. The certificates shall be filed within ten (10) days following execution of this Agreement. 8. INDEPENDENT CONTRACTOR. In performing this Agreement, ESP acts as an independent contractor responsible for calculating, withholding, and paying all federal and state taxes and for- obtaining necessary and adequate workers' compensation insurance, general liability insurance and any other insurance required under this Agreement. ESP employees are not and shall not become employees, agents or servants of the County hereunder. ESP and ESP employees are not entitled to unemployment insurance benefits from the County. ESP is obligated to pay Federal and State income tax on any monies paid pursuant to this Agreement: Further, ESP acknowledges that the County is not involved in the administration of the Program in any manner including, but not limited to, selection of Program Contractors, loan approvals and closings, compliance with State of Colorado and federal laws governing the Program's lending practices, loan collections, and oversight of construction projects funded by the Program. In this regard, the County's only involvement in the conduct of the Program shall be to provide oversight of the administration of the Program to ensure compliance with the terms of the DOE Award described below. 9. INDEMNIFICATION. ESP shall indemnify and hold harmless the County, Pitkin County, Gunnison County (collectively "the Counties ") and their respective Board of Commissioners, and the individual members thereof, its agencies, departments, officers, agents, employees, servants and its successors from any and all demands, losses, liabilities, claims or judgments, together with all costs and expenses, including but not - limited to attorney fees, incident thereto which may accrue against, be charges to or be recoverable from the Counties, their respective Board of Commissioners, and the individual members thereof, its agencies, departments, officers, agents, employees, servants and its successors, as a result of the acts or omissions of ESP its employees, subcontractors, or agents, in or in part pursuant to this Agreement or arising directly or indirectly out of ESP's exercise of its privileges or performance of its obligations under this Agreement. This indemnification shall survive completion of the Scope of Services 4 and termination of this Agreement. Nothing herein shall be construed as a waiver of defenses or immunities available to the County under the Governmental Immunity Act 10. COMPLIANCE WITH THE TERMS AND CONDITIONS OF THE DOE AWARD LOCAL, STATE AND FEDERAL, LAWS. ESP .specifically agrees to provide its services described herein in accordance with all local, state and federal laws governing. the activities described in this Agreement as its Scope of Services. Likewise, it agrees that its services shall be, at all times, in compliance with those Program requirements set forth in the United States Department of Energy Award No. DE- EE0003798 having an effective date of August 12, 2010 ( "the DOE Award "), which requirements ESP affirmatively states it has reviewed and with. which it has the capability to comply. A copy of this award is attached hereto as Exhibit 2 and incorporated here by reference. Further, ESP acknowledges that its administration of the funds generated by the DOE Award may be subject to changes in the currently existing regulations. ESP agrees that it shall maintain its compliance with those amended regulations including, but not limited to, a modification of the reporting requirements relating to the Program funds. 11. PERFORMANCE REPORTS AND RECORDS. a. ESP shall prepare and submit to the County monthly a detailed Performance Report no later than fifteen (15) days after the end of each month. Said report shall be as referenced in Exhibit H or in a format approved by the County and shall be directly related to the Scope of Services. The contents of the report shall provide data and information to County to be used for coordinating, monitoring and evaluating -the Scope of Services to its completion. Failure to submit these reports shall constitute a material breach of this Agreement. b. ESP, or its parent organization, shall provide County a copy of its annual report with its audited financial statement compliant with 10 CFR 600.316 within thirty (30) days after it is completed. c. ESP shall maintain records of funds received and disbursed, correspondence, loan applications, loans funded, promissory notes, security instruments, payment histories and such other records for the duration of this Agreement, and for such longer time as may be required by the County. In no event shall such records be destroyed or discarded prior to their being tendered to County upon the termination of this Agreement or as may be agreed otherwise, in writing, between the parties. County and, if applicable, state and federal auditors, shall have access to those records, with or without notice, in accordance with the award, contracts and other agreements and in accordance with laws, rules and regulations applicable to them. 5 d. ESP shall provide County with such reports as required by the DOE award to be submitted by the County to maintain its compliance with the terms and conditions of that award. 12. TERMINATION. a. TERMINATION FOR CAUSE BY COUNTY. It for any reason, ESP shall fail to substantially perform the work required by the Scope of Services under this Agreement or fails to ensure the performance of, by legal means if necessary, the work called for herein with such diligence as will ensure its completion, or materially fails to comply with any of the terms, conditions, or other provisions of this Agreement which shall constitute a violation or breach of this Agreement, and shall fail to cure the default within fifteen (15) days following written notice thereof by the County, the County may terminate this Agreement by giving written notice to ESP. In addition to the other remedies available to it, in the event the County terminates this Agreement due to ESP's failure to cure any default as provided hereinabove or due to ESP's breach of or violation of any covenant, agreement or assurance herein, the County retains the right and may, at its option, make written demand for the delivery of, and ESP shall immediately upon receipt of such written demand of the County: (a) transfer to a County designated third party all sums received by ESP from the County under this Agreement as of the date of said demand, net of loan disbursements pursuant to this Agreement, plus interest thereon at the legal rate; (b) all Loan Documents, and all other documentation relating to the administration of the Program; (c) all expenses incurred by the County, including reasonable attorney's fees incurred in recovering said sums and records. b. TERMINATION FOR CAUSE BY ESP. If, for any reason, County shall fail to substantially perform any obligation required of it by this Agreement, or fails to - -- - ensure the performance of, by legal means if necessary, the work called herein with such diligence as will ensure its completion, or materially fails to comply with any of the terms, conditions, or other provisions of this Agreement which shall constitute a violation or breach of this Agreement, and shall fail to cure the default within fifteen (15) days following written notice thereof by ESP, then ESP may terminate this Agreement by giving written notice to County. In addition to the other remedies available to it, in the event ESP terminates this Agreement due to County's failure to cure any default as provided hereinabove or due to County's breach or violation of any covenant, agreement or assurance herein, ESP is entitled to recover all expenses incurred by it as a result of the violation, including reasonable attorney's fees incurred in enforcing its rights under this Agreement. 11 MAO' C. TERMINATION FOR THE CONVENIENCE OF THE COUNTY. This Agreement may be terminated by the County at any time in advance of the end of the Term of this Agreement. In such event, the County shall give written notice thereof to ESP and ESP shall be paid for the documented direct and incidental termination expenses due to the termination as are mutually agreed upon by both parties and in an amount not to exceed Two Thousand Dollars ($2,000.00). ESP agrees to assist the County in facilitating the transfer of the administration of the Program d. TERMINATION FOR THE CONVENIENCE OF ESP. ESP may terminate this Agreement at any time in advance of end of the Term of this Agreement with the consent of the County. ESP shall give the County written notice of any such termination at least one - hundred eighty (180) days in advance of the effective date thereof and shall state in the notice the reason or reasons for the termination and the effective date of termination. ESP shall neither be paid nor be considered eligible for payment of termination expenses, incidental, direct or consequential costs or damages or loss of profits due to the termination. e. RECORDS. Upon any termination of this Agreement in advance of its expiration date, all Loan Documents, reports, bank statements, correspondence and any other material accumulated by ESP in the administration of the Program shall be delivered immediately to the County in their state of preparation at the time of termination subject to the provisions of any termination agreement or order providing otherwise. ESP shall also immediately notify the County of all pending loans or other commitments of ESP which shall be outstanding on the termination date and shall take such action with respect thereto as the parties hereto shall mutually determine. No termination hereunder shall relieve ESP of its responsibilities to maintain Scope of Services records in accordance with this Agreement. f. TRANSFER OF FUNDS. Upon the termination of this Agreement, ESP shall transfer to the designee of the County all funds, promissory notes, accounts receivable, and deeds of trust attributable to the program on hand at the time of termination. Additionally, upon written instruction from the County, ESP agrees to_ return to the County such funds from the Revolving Loan Fund as the County designates for its use, which use shall be consistent with the terms of the DOE Award g. CLOSE -OUTS. ESP's obligations to the County shall not end until all close -out requirements are completed. Activities during this close -out period shall include, but are not limited to: making final payments, the transfer of program assets (including the transfer of all unused materials, equipment, unspent cash 7 Mn i advances, notes, deed of trust, security, program income balances, copies of transferred records, and receivable accounts) to the County's designee upon close -out or upon the County's request, and determining the custodianship of records. 13. AMENDMENTS. a. Either party to this Agreement may request Amendments to this Agreement at any time, but no change shall be binding unless it is mutually agreed upon by the parties to this Agreement. All Amendments shall be in writing and signed by the parties. b. Any change in or new federal, state or local law, rule affecting the Program or other regulation under which this Scope of Services is to be performed which may constitutionally be applied to the. Scope of Services set forth herein and which, by its terms, is intended to be applied to this Scope of Services, shall be deemed to be incorporated into this Agreement. c, Prior to ESP's acceptance of contributions to the Program fund, the County and ESP agree to amend this agreement to provide for those funds accounting and distribution upon termination of this Agreement. 14. INTEGRATED DOCUMENT. This Agreement including all exhibits embodies the entire understanding between the County and ESP for the Scope of Services and their terms and conditions. No verbal agreements or conversation with any officer, agent or employee of the County or ESP prior to or subsequent to the execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. - 15. ASSIGNABILITY. ESP may subcontract the performance under this Agreement in whole or in part; however, the responsibility for the performance of this Agreement shall not be assigned or transferred by ESP without the prior written consent of the County, which County. may grant or withhold in its sole discretion. The County, for its part, shall be entitled_to assign its rights, in whole or in'part, in this Agreement upon written notice of such assignment to ESP. Additionally, the County shall have the right, at its election, to join Pitkin County and Gunnison County as additional participants and co- obligors under this agreement. 16. SUCCESSORS. ESP and the County covenant that the provisions of this Agreement shall be binding upon its heirs, successors, subcontractors, representatives, and agents. 8 17. INCORPORATION BY REFERENCE. All of the parts of this Agreement and those which may become properly appended hereto, and all applicable federal, state, and local laws, rules, regulations, circulars, Executive Orders pertaining to the Program and this Scope of Services, and any other document referenced for incorporation are incorporated herein by this reference. 18. SEVERABILITY CLAUSE. The declaration by any court or other binding legal authority that any provision of this contract is illegal and void shall not affect the legality and enforceability of any other provision of this contact unless said provisions are mutually dependent. 19. CUSTOMER SERVICE. In rendering its services, ESP shall comply with the highest standards of customer service to the public. ESP shall provide appropriate supervision of its employees to ensure the maintenance of these high standards of customer service and professionalism, the performance of such obligation to be determined at the sole discretion of the County. 20. TABOR COMPLIANCE. In -the event the Program should at any time be determined to be subject to TABOR, ESP agrees, to the fullest extent possible, to assist the County in maintaining compliance with its terms. 21. THIRD PARTY BENEFICIARIES. This Agreement does not, and shall not be deemed or construed to, confer upon or grant to any third party or parties any right to claim damages or to bring any suit, action or other proceeding against either ESP or the County because of any breach hereof or because of any of the terms, covenants, agreements and conditions here 22. GOVERNING LAW. This Agreement shall be governed by the laws of the State of Colorado. Jurisdiction ,and venue for any suit, right or cause of action arising under, or in connection with this Agreement shall be exclusively in Eagle County, Colorado. IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed on the date first set forth above. ENERGY SMART P P. RS, LLC,.a Colorado- lifiiitecl lity company Joe Rowan, Executive Director Funding Partners for Housing Solutions, Inc. As its Member/Manager STATE OF COLORADO ss. COUNTY OF ck ) On this day of 2012, came before me known to me, and acknowledged to me that he /she had elecuted the within contract acting in his/her capacity as Executive Director of Funding Partners for Housing Solutions, Inc. as Member/Manager of Energy Smart Partners, LLC and the same was the act of that company. WITNESS my hand and official seal. My Commission expires: Connie F. Ealay Notary* Pubil-c of Caluradcr Commission Exphep 1 /•t/{6 �D�� ATTEST: Clerk to the Board 10 . MGM 0 an By. Peter F. Runyon, Chairman N Exhibit 1: Scope of Service's Application: ESP -shall bolidit and'- - receive completed iiiideiifi contractors frd`MJ",the"EiiE, -Residential rgy Smart LoanTuhid Pi6gjim'&T;6jrl -)'contractor Processing: loan applications from gy Efficiency Revolving rowers the Authoi—f;- -lease'llffo doil' d ­"d to Re an -s4PPOrtIng--­dddme#tAtipn shown on the attached Lo dn- File: "kbr6didreport ­ ; !, ­ processing 'fee hndpro6i§9idg'fee of $25 shall be due ESP at time ff-thelldali-appl;'dAtiori, by the -general contractor and remitted to ESP within , a feas6ftable time ' rame. Applicahts4re eligible to finance up to 100% of project and settlement '66sts, subject to Idaii amount limitations noted below ESP shall order third party verifications, includig credit rep6rt(s), property owner and encumbrances report and evidence of hazard' insurance (as applicable). Under normal circumstances, a, contractor or a borrower. can expect a loan commitment to be returned to the "AJ'Ai applicant within 4 holirs, or leis dtifing normal 'buis-mi­ -e&',ho_u'rs." Applications siibjniifteJd after 2:00 M " I ­ . I P WI, b process! the fbI1qwfiik'buginess day. Confirmation '6"k credit determination loan .terms "* f i I and Ie mafilinkdociinentiton riquifeme nts, as applicable, will be 8elj�ere d in ronic ormat to the applicant for review an( acceptance. Pre-Settlement: ESP shall order evidence of insurances and documentation of C payments due upon closing, as applicable. Final loan documentation shall =be ded ptep "and delivered to the project contractor for presentation to fjbbrr6vier.- "Loan documents shall include a, lien waiver affidavit wherein 66 'borrower must acknowledge -the amount paid to -the project contractor I r upon loan settlement. The project contractor shall acknowledge that all work is or will be -c6" in let6d* _ p, 11. -1 According to local standards and in a good and workmanlike fashio'n"�Q_ffihii the agreed V` Pon timefi-aiiii. the Project contractor verif rol verify , that all, suppliers And/or subcontractors for the project are paid in full with no further ieC!6tirse to the borrower, and furnish lien waivers to that effe' ct. Fees Collected: Application .($25) fee shall be collected at the, time of the submission of the Appl ication, Origination ($125), public recording and other third party fees shall be assessed and 6ollecitied at' time d" of settlement, etailed.)F� A settlement statement pfeparedby'ESP. Distribution' of lo proceeds shall be net I of loan I settlement fees: Requirements: As facilitator, the project contractor will be asked to present, all loan documents at the time of loan settlement. -If the loan is secured by la:s'u"�b o"rdinated -,deed of trust, each Borrower must 'acknowledge receipt of a sitandaraColo;aSo Notice of Rescission, allowing can'clqiation,of the mortgage within .3,busine§s days of settlement. The deed 6k'i�uit muk be signed'iu the pres­q'nce o a n " t f ' public, notary which will be arranged be tween ESP, the contractor and 6 'ipf orrower as applicable. M Settlement: Project c6bIiict6r,vrM bea§ked to facilitate deliveiy'dthe­executed promissory note ' a Deed of Trust (if applicable), and any other instruments eVldenjic`ig me debt undertaken to ESP within 48 hours of settlement-, Upon receipt and acceptance of executed documents as -well 'as' hen' -waiVers from e contractor 11' ,.Apd,'- applicable, subcontractors-(ittlii-ibAn' hi'" ""'44" ESP 6hffiibnts'� --'sbhlI­'r6ld%sb' loan proceeds, less its o wn fees, directly to piojeq'i contractor upon confirmation that all Wbik is complete, Dependent u"pq"A',t e gcWe f' o the prop6s�6d. projec -e-fun as ­F�. -c'- "i �­-- PP may ele-funds . incrementally may allI61W payment" &feC­tly to the borrower if so opted. Execution of a release of lien Affidavit shall be . t, - I,! - lien ,- ­­ req to each distribution of loan proceeds. No:chan�' to the Loan 9cgTqnts-or. oan amount shown on the settlement „,,L' ..,,',gFs 1,11 tat'243�ent are. permitted withoh.t prior ESP authorization. - Disburserueritpffiun is-prohibited . prior - to as expiratioriofllierescis"�” Sion period. Post Closing: As set forth within its Compliance & Loan Servicing Standards, ESP shall retain all original documents, and the, permanent.loan file, record property liens .and in -,process and issue sRbsequent project draw requests, U_ - I., - gq As necessary, _process collateral - 1 � ­ . R� TPA- obligations upon final satisfaction of the Note. All loan servicing �po plio monitoring, and compliance reporting fiinc4on& i6ii Se,perfbrmeo by.,p P. 'a and delivered to the County's Program adiaiftiS -�t , _ !T , ly,Such repo ,Or at.1gast qua#er rts shall be delivered within a format p .acce ta bl, to the Program. administrator and contain n sufficient detail to satisfy ,quirements of program fliridingso4rces. Borrower loan qualifications: In order to obtain a loan from ESP under the program, a borrower shall meet the fbllowjwt requirements: Credit Metrics FIC0 � "2� 't Tler2., Tier 3 Minin"Uni FIM(Ceidit - - "r 700, If sialided (or fec if Salad­o 680 if salaried, no o • Ea hborrower must t I OMa) e720 if iel[pmployed " fixedncoi) • 680 a self _employed self employment Iiive a minimum_ FIC0 s than y e ars 'more _- than_2 years , 5.75% • If there are multiple 2.00% 3 580 borrowers, the louver 9.50%' - —2.00% the score (regardless of income) must be ,used forquallficatlion Bankruptcy,' ForleEGsdie;, None in the last 7 years None In the last 5 years - None in the last 2 years Rep-ossession Unoafd'031111606 , 1. — , n AccdLAS,-JijdgMents, NO more than $2,500 total No more than $250 0 �o more than $2,500 Tax-ILleis, total total Lcian-Amounts Up to $25,000 up to $10,000 I UpLo $7,500 Note: Loan amounts -in excess Of $15,000 will require a grant of a subordinated security interest in the subject real piOperty. The proposed loan, combined with all other Outstanding loans secured by the subject prdperty -shall bot'exceed 115% of thi most recent - assessment value, as' determined by the County Assessor. In such instance, all owners of record to the subject pfoperty H' g '_ sh4 b&obligated to the proposed financing: Tnterpqt 11294 WRe1hpatila - I - • I I Tier FIC0 � "2� 't 777777---7 1, 60 84 120 ­ � FP v;. 1 did 1 700 6% 4.760/o' �6.25%, 2.00% 2 640 4.75% 5.75% 7.25% 2.00% 3 580 16.75% 9.50%' - —2.00% F__01- T JUJU Trom interest paymprits receive.d,from borrowers with residual balance retuiiQ i6 the fdhd. Salaried EthpWoos, Portion, SM Income; etc. J.-Self Em to d Stated 1nq6m'qflVo Verification Sia,(pd Income (No Merific6tion Required) • When the loan amount is I an 000 'iI4 'OIC .141 .1. h 9 When the lodn amount is less than $4,000 . YD • Arfd'iWein e 0 gre an 7,0 �6_ ' 0 And when the FIC01s greater than 720 Income V&kcLfion Required Income VeHr1c6'66n,Requ1red • When thb loan amount it gre6ter than $4,00(), WfiehliholloajW - -_ ­ - - amount is greater than $4,000 • And the F I C b is I 6s­si than 7'00 A�Rth e FICO is less than-720 • Cnepby stub With YTD ef a'rni6g's'datbd within 80 e - Wdsi hdc'e'ntfederal 6c income tax return (first 2 days of the appkation or award/benefit letter for 40) p U, I 2ige-i of 1040 I '" Sc I hedule C If applicable, C-) 1, .11 f�- 0 SSI or pension showing Income amount, payment frequency and start and end dates. Rental income verified by lease or Schedule E from tax return. NOTE: Any "other" income (not primary income), which is being used to qualify the loan, must be Debt to Income C "DTI 111 Ratio Remtirem Pnta Rental income verified by lease or Schedule E from tax return. NOTE: Any "other' income (not primary income), which is being used to qualify the loan, must be verified. Debt to Income Ratio Total Monthly Obligations Tier 1 Total monthly Tier 2 Total monthly Tier 3 Total monthly • Any loan which has a remaining term of less than 6 obligations to obligations to obligations to months may be excluded from the calculation total monthly total monthly total monthly a When revolving accounts do not show a minimum income. income. Income. payment use the greater of 1 % per month or $10 All qualifying Ali qualifying All qualifying • Real Estate taxes and homeowners insurance (if not FICO scores FICO scores — FICO scores — included in the mortgage payment) must be included in —50% 45% 36% ratio • Additions to the Borrower's cash flow from energy improvements may be considered at the underwriter's discretion Loan File Checklist • One paystub with Year to Date earnings dated within 30 days of application. • Award or-- Benefit letter for Social Security or Pension income showing income amount, payment frequency and start and end dates. • 2 years tax retums.with all schedules for self employed borrowers. • Rental income verified by lease or Schedule E from tax returns. • Any other income which is used to qualify for the loan must be verified. To facilitate the performance of its obligations under the Agreement and administration of the Program, ESP agrees to utilize the attached loan policies, procedures and forms: 1. Exhibit A., EnergySmart Revolving Loan Fund Compliance and Loan Servicing Standards; 2. Exhibit B., EnergySmart Residential Energy Efficiency Revolving Loan Fund Contractor Agreement; 3: Exhibit C., EnergySmart Residential Energy Efficiency Program Homeowner Statement of Understanding; 4. Exhibit D., Loan Application; 5. Exhibit E., Promissory Note (unsecured); 6. Exhibit F., Promissory Note (secured); 7. Exhibit G., Deed of Trust; 8. Exhibit H. Monthly Operating Report Form; 9. Exhibit I. DOE Reporting Form. 10. Exhibit J. List of Permitted Improvements These policies, procedures and forms may be amended from time to time by the mutual consent of the parties, which consent shall not be unreasonably withheld. ASSISTANCE AGREEMENT Po-ird No. 2. Modification No. 3. Effective Date 4. CFDA No. E )003798 - 08/12/2010 81•.1.28 Awarded To Sponsoring OtTice 7. Period of Performahee AGLE, COUNTY OF Golden Field - Office ttn: Adam Palmer 08/12/2010 U.S. Department of Energy through .O. BOX 850 Golden Field Office 08/11/2013' 51 BROADWAY 1617 Cole Blvd. AGLE CO 816310850 ' Golden CO 80401 Type of Agreement 9. Authority 10. Purchase Request or Funding Document No. X1 Grant PL 110 -140, EISA 2007 10EE006555 Cooperative Agreement Other PL 111 -5, Recovery Act 2009 t. Remittance Address 12. Total Amount 13. Funds Obligated AGLE, COUNTY OF Govt. Share: $4,916,126.00 This action: $4,916,126.00 ttn: Adam Palmer .O. BOX 850 51 BROADWAY Cost Share $0.00 Total $4,916,126.00 r AGLE CO 816310850 Total $4,916,126.00 t.. ^ =!pal Investigator 15. Program Manager 16. Administrator d almer Carolyn C. Elam Golden Field Office 70 -328 -8734 Phone: 303 - 275 -4953 U.S. Department of Energy Golden Field Office 1617 Cole Blvd. Golden CO 80401 -3393 Submit Payment Requests To " 18. Paying Office 19. Submit Reports To OR for Golden See Attachment #3 U.S. Department of Energy Oak Ridge Financial Service Center 'P.O. Box 4517 Oak Ridge TN 37831 Arrnnntinn and AnnrnnrioNnn rinfn ,CBG Temp Research Title and/or Description of Project ,COVERY ACT: EECBG: RESORT COMMUNITIES'RETROFIT PROGRAM For the Recipient For the United States of America Signature of Person Authorized to Sign 25. Signature of Grants /Agreements Officer Signature on File A and Title 24. -Date Signed 26. Name of Officer 27. Date Signed (Karen L. Bahan 08/12/2010 REFERENCE NO.OFDOCUMENTSEING CONTINUED ONTINUATION SHEET PACE of DE- EE0003798 2 2 uIt1E OF OFFEROR OR CONTRACTOR Y AGLE, COUNTY OF EM NO. SUPPLIES/SERVICES UANTITY UNIT UNIT PRICE AMOUNT (A) (B) (C) (D) (E) _ (F) i DUNS Number:. 084024447 In addition to this Assistance Agreement, this award consists of the items listed in the Special Terms and Conditions, Provision 2, "Award greement Terms and Conditions." DOE Award Administrator: Yolanda Ramirez E -mail: yolanda.ramirez @go.doe.gov Phone: 303.- 275 =4968 DOE Project Officer: Carolyn Elam E -mail: carolyn.elam @go.doe.gov Phone: 303 -275 -4953 Recipient Contact: Adam Palmer E -mail: adam.palmer@eaglecounty.us Phone: 970- 328 -8734 Recipient Principal Investigator: Adam Palmer E -mail: adam.palmer@eaglecounty.us Phone: 970 - 328 -9734 Electronic signature or signa'ture's as used in this document means a method of signing an 1 electronic message that- - '� ... (A) Identifies and authenticates a particular person as the source of the electronic message; (B) Indicates such person's approval of the information contained in the electronic message; and, (C) Submission via FedConnect constitutes electronically signed documents. ASAP: YES Extent Competed: COMPETED Davis -Bacon Act: YES Fund: 05796 Appr Yeai: 2009 Allottee: 31 Report Entity: 200835 Object Class: 41020 .Program: t 1005287 Project: 2004350 WFO: 0000000 Local Use: 0000000 TAS Agency: 99 TAS Account: 0331 JULY 2004 DE- EE0003798/000 Attachment #1 Intellectual Property Provisions (NRD -1003) Nonresearch and Development. Nonprofit organizations are subject to the intellectual property requirements at 10 CFR 600.136(a), (c) and (d). All other organizations are subject to the intellectual property requirements at 10 CFR 600.136(a) and (c). - 600.136 Intangible property (a) Recipients may copyright any work that is subject to copyright and was developed, or for which ownership was purchased, under an award. DOE reserves a royalty -free, nonexclusive and irrevocable right to reproduce, publish or otherwise use the work for Federal purposes, and to authorize others to do so. (b) DOE has the right to: (1) Obtain, reproduce, publish or otherwise use the data first produced under an award; and C-11 (2) Authorize others to receive, reproduce, publish, or otherwise use such data for Federal purposes. (c) In addition, in response to a Freedom of Information act (FOIA) request for research data relating to published research findings produced under an award that were used by the Federal Government in developing an agency action that has the force and effect of law, the DOE shall request, and the recipient shall provide, within a reasonable tune, the research data so that they can be made available to the public through the_procedures established under the FOIA. If the DOE obtains the research data. solely in response to a FOIA request, the agency may charge the requester a reasonable fee equaling the full incremental cost of obtaining the research data. This fee - should reflect the costs incurred by the agency, the recipient, and applicable subrecipients. This fee is in addition to any fees the agency may assess under the FOIA (5 U.S.C. 552(a)(4)(A)). Eagle County, CO DE- EE0003798 /000 STATEMENT OF PROJECT OBJECTiVF,S Eagle County' CO r.- . EECBG: Resort Communities Retrofit Program: Removing Bamers to Energy Efficiency_ through Education, Audits, Innovative Financing, and Measiirement to create a sustainable residential retrofit market A. PROJECT OBJECTIVES The objective of the'Resort Communities Retrofit Program is to improve the energy effciency of 10%, or 5400 hoines in Eagle; Pitkin, and Gunnison Counties by'20 %; utilizing energy audits, . resource centeis, innovative financing options, workforce training,-and comprehensive results calculations. ' B. PROTECT SCOPE The project scope includes '3 primary areas: 1. Access to Information: The Program will establish 'oine Energy Resource Center (ERC) in each county to promote the1pro'gram and provide comprehensive participation . assistance. "The ERCs will help owners take' advantage of energy audit ineentrves and,available rebates, connect them with qualified contractors, provide feedback on potential improvements, °- provide available financing information, and follow up evaluation. Using a data management ul service, the energy use of participating homes will be tracked to 'Luca. actual cost savings by to 'ct house type, size, construction type and date; and specific retrofit measu "res and provide a comprehensive analysis of the program's' results. 2. Access to Financing: The Program provides homeowners with four different financing options: Rebates for energy audits and efficiency improvements, including iio -cost 1 "quick fix 'kits, an on -bill pay revolving loan fund for unprovements up' {o X3,000, Program Acquisition Cost Estimate -"PACE=style financing'through each County's Energy`Srh Program for improvements of $3,000 to $30,000 and, Energy Performance Contracts for selected affordable housing rental properties and free - market multi- family condominium complexes. 3. Access to Skilled Workforce: The Program will provide contractor workshops and tuition assistance f6i both"retooling traditional blue - collar construction trades, as well as emerging green - collar technical trades. Also, home diagnostic kits and equipment will be made available to local contractors/homeowners. Eagle County, CO DE- EE0003798/000 r C. TASKS TO BE PERFORMED., Scope 1. Access to Information y{ d p The Program will eliminate existing bainesrs to information on energy efficiency and renewable energy as itpertams to human behaviors, home p*Iiasfng decisions, and home energy improvements, incin'ding costs and'expectect payi3ack5. �` Task 1.0 Set up comprehensive educational ; n "information system (months 1-10) Subtask 1.1 Establish Energy Resource Centers t` r `'',l ` An Energy Resource Center_(ERC) will be established in Eagle, Pitkin, and Gunnison '.., ,.v., Counties to he hom help' d owners w" a-d-e- througcomplicated h all of the co information regarding home , energy unprovements_, including costs, financing, paybacks, rebates; incentives, contractor bids, etc. Each ERC will be staffed with expert energy advisors to assist homeowners throughout-the process of first getting an energy audit, identifying feasible efficiency improvements and analyzing possible financing options. : Y Subtask 1.2 Standardize marketing approach The Program will hire dedicated personnel to standardize marketing strategy, look and message across each ERC and used by each County program administrator. Marketing materials will be provided in vanous templates so that each ERC,can customize according to targeted group or event E* ach ERC will be responsible „for tracking the marketing strategyraccording to i t ,laY lV the success of events and advertising. f Subtask 1 3,Establisl a data management system The- Program'will hire a' subcontractor to implement a comprehedsive.data tracking platform to track the success of the Program. The latform will allow local utilities to analyze gr p t .. i ti , energy consumption according to weather patterns, square footage, spatial distribution and greenhouse gas intensity . Homeowners that utilize the ERC or participate in the will be •Program encouraged to sign data release farms so that utilities ma share a x y ggregated energy�consumption data with�the Program Taskfoice and each ERC. Access to this information,will help dictate .. how the rnarketmg strategy targets consumers and how the Program morphs according•to.energy savings realized. _ Subtask 1.4 Launch Energy Smart marketing campaign Each ERC will be responsible for organizing homeowner events to market Energy Smart. } These events.include educational workshops and events that instruct homeowners on.the basics V-Y of residential energy use and local financing optionsaavailable. Task 2.0 Target educational approach (months 11 -29) Subtask 2.1 Conduct analysis of the marketing strategy The Program Taskforce will meet with ERC administrators to conduct an in -depth analysis of the marketing strategy. Marketing will be judged on number of households reached and the level of success achieved through each media source. The success of the marketing strategy will also be checked according to the level of energy savings realized. t Eagle County, CO DE- EE0003798/000 Subtask 2.2 Conduct analysis of ERC.effectiveness The Program Taskforce will evaluate each ERCbased on progress reports, energy savings realized.and,loc41 feedback: Taskforce representatives will be responsible�for in with their respective ERC to evaluate their work and plan for ramped up educational effortg. Subtask 2.3 Ramp up sPecific marketing events Each ERC will ramp up targeted marketing efforts (according to the results of the analysis). ERCs will host energy auditing events, neighborhood competitions and Home energy workshops. Several of these events will directly target second homeowner residences, affordable housing and the renter's market. Task 3.0 Assess Prop-ram (months 30 -36) Sub -task 3.1 Finalize reports and analysis Each Program Manager will work with their respective ERC to produce a summary of the Program's educational and outreach effort, including an assessment of the data management platform and the marketing strategy. The reports will be used to direct continuation of Program activities after the funding period ends. Scope 2. Access to Financing The Program improves residential access to financing by consolidating a set of tiered programs tailored to distinct consumer types, with emphasis on PACE financing through the Energy Smart Program. Task 1.0 Establish financing options (months 1 -10) Subtask 1.1 Develop quick -fix kits The Program will work with a sub - contractor to develop inexpensive but effective quick fix kits. Each kit has energy efficiency tools, such as a tube of caulk and weather stripping, which an energy auditor may install at the time of audit. Kits will be distributed to homeowners through each County's respective ERC. Subtask L2 Develop comprehensive rebate structure The Program will work with local utilities and governments to structure a consumer friendly and cost effective rebate program. Current rebate offers will be supplemented with funds from the Retrofit Program. Subtask 1.3 Establish revolving loan fund Program. Managers will work wit h. local utilities and jurisdictions to develop an on -bill pay program for rental properties in need of a loan up to $3,000. The on bill program will be facilitated by the regional utilities with support by;Program Managers. Subtask 1.4 Facilitate Energy Smart Program The Program Managers will facilitate PACE financing through the Energy Smart Program. Assessments may not exceed 10% of the property value. Eagle County, CO DE- EE0003798/000 4 Subtask 1.5 Coordinate financing offers with ERC educational efforts Program Taskforce and ERCs will coordinate to ensure financing is available as 'outreach programs are launched. -Each Program Manager will be responsible for disseminating information to their respective ERC. ; Task 2.0 Target financing programs and change as needed (month's 11 -29 Subtask 2.1 Conduct analysis of each financing option' The Program Taskforce will use•the data management platform to assess each financing piece according to cost effectiveness, energy saved and number of participants. This information will direct how and if any of the financing funds shift or how to better develop markets for certain options. Subtask 2.2 Facilitate Energy Performance Contracts The Program Managers will advertise the availability of funds for technical energy grade audits through an Energy Service Company (ESCO) for one affordable housing and one second homeowner condominium complex in each county. The Program Taskforce will select eligible candidates and help facilitate performance contracts for each. The Program will finance the payment of the energy audit with a revolving loan fund. The Program will be paid back through the Performance Contract. Task 3.0 Assess Program (months 30 -36) Sub -task 3.1 Finalize reports and analysis The Program Taskforce will meet with utilities and ERC administrators to assess the effectiveness of each financing option. The taskforce will produce a summary of the group's findings, which will be used to direct continuation of financing activities after the funding period ends. Scope 3. Access to Skilled Workers Skilled workers need minimal retraining to become green contractors. The Program provides distinct training and funding opportunities to the local workforce. The Program also provides diagnostic auditing tools in order to facilitate expansion of auditing services in each County and enhance consumer education. Task 1.0 Launch programs to support the green workforce (months 1-10) Subtask 1.1 Purchase diagnostic auditing equipment The Program Taskforce will subcontract the purchase of four sets of auditing equipment. Each ERC will be responsible for setting up a system so that energy au'ditors`may rent the' equipment. The equipment will also be "used as educational tools in various ERC eventsrand demonstrations. i 4 Eagle County, CO DE- EE0003798/000 Subtask 1.2 Facilitate a regional beyond -code seminar The Program Taskforce will gather stakeholders, government officials, and industry leaders once a year to discuss updates to climate and energy action plans, building codes, and land use policies. The purpose of the seminars is to facilitate policy decisions that support the extension and/or expansion of the Program past the funding period. Subtask 1.3 Establish tuition assistance program Local contractors will be eligible for tuition assistance for professionally accredited green training courses. The Program will offer two to three rounds of tuition assistance requests per year. Contractors that receive tuition assistance will be encouraged to work with their local ERC to market their services and network with other industry professionals. Subtask 1.4 Facilitate best practices workshops Each ERC will be responsible for organizing best practices workshops for local contractors and industry professionals. Workshops will be organized in collaboration with Colorado Community College in Eagle and Pitkin and Western State College in Gunnison. Task 2.0 Continue support programs, modify as needed (months 11 -29) Subtask 2.1 Conduct analysis of each program Each program will be tracked according to number of participants, skills learned or adopted and jobs created. All participants will be required to provide contact information so that the Program Taskforce may follow up in six months, eighteen months and thirty six months. Task 3.0 Assess Program (months 30 -36) Sub -task 3.1 Finalize reports and analysis The Program Taskforce will meet with local community colleges, workshop facilitators, contractors and ERC administrators to assess the effectiveness of the workforce program. The Program Taskforce will produce a summary of the group's findings, which will be used to direct continuation of support activities after the funding period ends. Scope 4. Project Management and Reporting Task 1.0 Project management Project will be managed by Eagle County and a taskforce made up of representatives from each county. The county representatives will be responsible for disseminating information to their local partners, including government and each ERC non - profit. Information will be shared with the utilities at the regional level. Lastly, the Program Taskforce will be responsible for helping local entities strategize and finalize funding sources for the continuation of the Program past the funding period. These meetings will begin in the Program's second year. Task 2.0 Project reporting Reports and other deliverables will be provided in accordance with the Federal Assistance Reporting Checklist following the instructions included therein. DOE F4600.2 U.S. Department of Energy DE- EE0003798/000 105/2010) FEDERAL ASSISTANCE REPORTING CHECKLIST ' auarnerEmdanzAreobsoteta Attachment #3 AND INSTRUCTIONS -s 1. Identification Number. = IProgratn/ProjectTrtle- DE- EE0003798/000 EECBG: Resort Communities Retrofit Program:. Removing Barriers to Energy Efficiency through Education, Audits, Innovative Financing, and Measurement to create a sustainable residential retrofit market 3. Recipient: Eagle County, CO 4. Reporting Requirements "Frequency ' No. of Copies` ` Addressees A. MANAGEMENT REPORTING - ® Progress Report tl,M Upload 1 copy to the address In the next column WNtW.PAGE.ENERGY.GOV See Nate 1 ® Special StatosReport A Electronic Version See Note 2 B. SCIENTIFICJTECEINICAL REPORTING (Reports/Products must be submitted with appr 9priate DOE F 241. The 241 forms are available at www.csti.eov /elir& Rcport/Product Form ❑ Final ScientificMcbnical Report DOE F 241.3 ❑ Conference papers/proceedings* DOE F 2413 Q Software/Manual DOE F241.4 ❑ Other (see special instructions) DOE F 241.3 rt ScienfiTic and technical conferences only C. MANCIAL REPORTING I ® SF -425, Financial Status Report q, F EiectronicVersion WNN.PAGE.ENERGy.GOV ® Leveraged Funding Report A See Note 3 D. CLOSEOUT REPORTING — ❑ Patent Certification ® Property Certification F T11D ❑ Other E. OTHER REPORTING ❑ Annual Indirect Cost Proposal ❑ Annual Inventory of Federally Owned Property, if any A WNW.FEDE RALREPORTING ® Other -See Section 5 below: GOV FREQUENCY CODES AND DUE DATES: A- Within 5 calendar days after events or as needed S- Semiannually; within 30 days after end of reporting period. F- Final; 90 calendar days after expiration or termination of the award. Q - Quarterly; within 30 days after end of the reporting period Y- Yearly; 90 days after the end of the reporting period M- Monthly, within 30 days after the end of the reporting period 5. Special Instructions: Forms are available at httnsJ /www ecre =nine energy eov /foim� eeY 1. The Monthly EECBG Progress Report will be due on the 3e of the mofitii following the month for which data is being iipoiia The Quarterly EECBG Progress Report will be due on 30 month following the of the the quarter for which data is being reported. For -the 3'a month of each quarterly id period, both a monthly and quarterly report aie due on theirrespective due dates. Monthly reporting will be effective beginning April 2010 with the first monthly report instructions "er¢v due May 30, 2010. See at: httpJ /wtuw eecb¢ en govll7ownloadeMFCgG 10 -07A pdf 2. Submit reports to the DOE Project Officer. 3. Submit a report of leveraged fund expenditures to the DOE Project Officer, upon request , Other Reoortlne: _ 1. ARRA Performance Progress Report: The required reports are due no later thari'ten calendar days after each calendar quarter in which the recipient receives the assistance award funded in whole or in pate by the Recovery Aix. Recipients are instructed (o maintain data in order'to report cumulatively. See the Special Terms and Conditions for Recovery Act reporting requirements, along with the following web site: IntoWwww.federalrevorting.gov . 2. Disposition of Historic Preservation Consultations by Category Report: This report shall be submitted annually on September 1. A reporting format will be forthcoming. See Federal Assistance Reporting Instructions on following pages for more details. Federal Assistance Reporting Instructions Reporting requirements under the EECSG Prograrh consist of the following types of reports: SPECIAL STATUS REPORT The recipient must report the following events by e-mail as soon as possible after they occur. 1. Developments that have a significant favorable impact on the project. 2.1 Problems, delays, or adverse conditions which materially impair the recipient's ability to meet the objectives of the award or which may require DOE to respond to questions relating to such events from the public. For example, the recipient must report any of the following incidents and include the anticipated impact and remedial action to be taken to correct or resolve the problem/condition: a. Any single fatality or injuries requiring hospitalization of five or more individuals. b. Any significant environmental permit violation. c. Any verbal or written Notice of Violation of any Environmental, Safety, and Health statutes or regulations. d. Any incident.which causes a significant process or hazard control system failure. e. Any event which is anticipated to cause a significant schedule slippage or cost increase. f. Any damage to Govemment -owned equipment in excess of $50,000. g. Any other incident that has the potential for high visibility in the media. FINANCIAL REPORTING o FOR ALL RECIPIENTS; Submit a Quarterly Progress Report and the SF-425 Federal Financial Report. Instructions for the Quarterly Progress Report are below. The SF-425 is available at ]Lt-tP://www.whitehouse-gov/omb/grants/index. html. CLOSEOUT REPORTING Property Certification The recipient must provide the Property Certification, including the required inventories of non - exempt property, located at http: / /grants.pr.doe.gov. ANNUAL REPORTS FOR UNITS OF LOCAL- GOVERNMENT AND NONPROFTTS:'Submit annual reports not later than two (2) years after the effective date of this award and annually thereafter. The annual report shall describe the status of development and implementation of the energy efficiency and conservation strategy and "assessment of energy efficiency gains within the jurisdiction of the eligible unit of local government or nonprofit organizatian's. The annual report shall also address the metrkilisted below. FOR STATES: Submit annual reports not later than one (1) year after the effective date of this award and annually thereafter. The annual report will include the metrics listed below as well as: o The status of the subgrant program of the state; - Specific energy effrctency and conservation goals of the state for subsequent calendar years; and ' 2 ARRA PERFORMANCE PROGRESS.REPORT Failure to comply with this reporting requirement may result in tenlrination of that part of the award funding by Recovery Act. Not later than 10 days after the end of each calendar quarter, each recipient shall submit a report to the grantor agency that contains: • The total amount of American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, covered funds received from that agency;' gency " • The amount of Amencan Recovery and Reinvestment Act of 2009, Pub, L, 111 Scovered funds received that were expended oriobligated to'p 'olect or activities: - • A detailed list of all projects for which American Recovery and Reinvestment Act of 2009, Pub. L 111-5, covered funds were expended or 6; aQated including: • Name of project • Description of project • Evaluation of the completion status of project • Estimate of number of jobs created and retained by project in the manner and form prescribed by DOE • Infrastructure investments made by State and local governments, purpose, total cost, rationale or agency for funding infrastructure investment, name of agency contact. • Information on subcontracts or subgrants awarded by recipient to include data elements required to comply with the Federal Accountability and Transparency Act of 2006 (Pub. L. 109 -284 DOE intends to append the periodic ARRA - performance Progress Report to include reporting on the following, at a minimum: - -The results of.the funding provided for the EECBG Program through the American Recovery and Reinvestment Act (ARRA) will be assessed according to the following performance metrics: a Jobs created and/or retained o a Energy (kwh/therms/gallonsBTUs /etc.) saved a Renewable energy generated a GHG emissions reduced • Cost savings The metrics described below are designed to track the accomplishments of projects funded by EECBG. States must not include results reported by direct grant recipients. Grant recipients will be preserited.wiih reporting requirements at the time they receive funding and will be expected to report their achievements in terms of the specified metrics, presented below. Grant recipients will be' required to report on project expenditures, and also on specific activities` and achievements, such as square feet of buildings retrofitted. These items tend to be outputs (actions taken by grant recipients) but also include some short -term outcomes (results achieved relatively soon after project outputs occur that lead toward attainment of ultimate project objectives). Expenditures: Accurate records should be kept on project expenditures for all EECBG ARRA funded efforts. The specific information to be gathered and tracked is listed below. It will be the same for all project types: • Expenditures for project activities • Expenditures for administration • Expenditures for evaluation • Leveraged funds Short-term Outcomes (DOE will provide supplemental guidance on how to calculate these outcomes to ensuxe:consistent approaches that results can be aggregated at a regional, State: and riational level): Energy Savings (kwh equivalents) { Annual reduction in natural gas consumption (mmcf) by sector and end -use catrgory • •Annual reduction in electricity` consumption (MWh) by sector and end =use category o Annual reduction in electricity demand (MW) by sector and end use category 'Annual seduction in fuel oil consumption (gallons) by sector `and eind -use category Annual reduction in propane consumption _(gallons}by sector and end use ealegoiy Annual reduction in gasoline and diesel fuel consumption (gallons): iiy sector and'end -use category - Job Creation/Retention , Number Type Duration Renewable Energy Capacity and Generation `. • Amount of wind- powered electric generating capacity installed (MW) • Amount of electricity generated from wind systems (MWh) 11-11 • Amount of photovoltaic generating capacity installed (MW) • Amount of electricity generated from photovoltaic systems (MWh) o Amount of electric generating capacity from other renewable sources installed (MW) • Amount of electricity generated from other renewable sources (MWh) 4 ill Emissions Reductions (tons) (CO2 equivalents) , • Methane • Carbon • Sulfur dioxide • Nitrogen oxide • Carbon monoxide Protected Personally Identifiable Information WE Reports must not contain any Protected PIl. PH is any information about an individual which can be used to distinguish or trace an _individual's identity. Some information that is considered to be PII is available in public sources such as telephone books; public websites, university listings, etc. This type of information is considered to be Public PH and includes, for example,,first and last name, address, work telephone number; a -mail address, home telephone number, and general educational credentials. In contrast, Protected PII is defined as an' individual's first name or first initi al and last name in combination with any one or more of types of inform m"ation, including, but not limited to, social security number, passport number, credit card numbers, clearances, bank numbers, biometrics, date and place of birth, mother's maiden name, criminal, medical and financial records, educational transcripts, etc. 4 r t` '4 DE- EE00037081000 H Eagle County, CO SPECIAL TERMS ANV CONDITIONS ° Number,,, Su_ biect .f :Pass 1= RESOLUTION OF CONFLICTING CONDITIONS i . ............................... 2. AWARD AGREEMENTTERMS AND CONDITIONS ...;. z t 2 3. ELECTRONIC AUTHORIZATION OFyAWARD DOCUMENTS .... =,.y ........................ 2 rA r 4, PAYMENT PROCEDURESADVANCESTHROUGHTHE AUTOMATED STANDARD APPLICATION FOR`PAYMENTS (ASAP) SYSTEM .,,,, 2 �. x 5. LIMITATIONS ON USE�OF FUNDS ,; ........ .,.. J. ... 3 6. REIMBURSABLE FRINGE BENEFIT COSTS .................. 4 ,,,.,,, 3 7. INDIRECT COSTS ARE NOT.REIMBURSABLE ° ¢ g ` s ........ y�$A "7 7C s' " � 7x 1 tt •.. u... 8. USE OF PROGRAM INCOME - ............................ ` 3 f - ............... 4 9. STATEMENT OF FEDERAL STEWARDSHIP } ................. ............................... 4 L 10. SITE - VISITS .... .. .....4 11.. REPORTING REQUIREMENTS ..........................: ........... ............................... 4 12. PUBLICATIONS .,. ..... -.. ... f. 13. FEDERAL, STATE, AND IVIUNICIPALeREQU1REMENTS.:.. 14, INTELLECTUAL }PROP!EORTY,10KOVIS.IONS AND CONTACT INFORMATION ... 5 15. LOBBYING RESTRICTIONS 6 11 Y. .. Tt•tYY °A'- .�.'M1lN}'i�Y�4:1s �' ..r.m *N... .. 4 •..• 16. NATIONALENVIRONMENTAL POLICY ACT (NEPA) REQUIREMENTS ............... 6 17. HISTORIC�:PRESERVATION z 6 18. Wi4STE`STREAM. �, s �c hs �. , . 7 • .... ... ... ...... 19... DECONTAMINATION AND /AOR DECOMMISSIONING (D&D) COSTS ................... 26. SUBGRANTShSU&dONTRACTS, AND LOANS d r, �t ... .... ....' .......... 8 21. ADVANCE ",UNDERSTANDING COI�GERNING PUBLICLY FINANCED ENERGY,IMPROVEMENT PROGRAMS ;....... _" a „���, ............. ...... ...... ........:.. 8 22. SPECIAL PROVISIONS RELATING TO WORK FUNDED UNDER AMERICAN RECOVERY AND REINVESTMENT ACT OF 2009 (May 2009) :..:: _ ::...� ...........:.. 9 23. REPORTING AND REGISTRATION REQUIREMENTS UNDER SECTION '1512 aQFTHE RECOVER YACTm a �� r „ . �„ ....13 24. NOTICE REGARDING T,I•IE PURCHASEtOFAMERICAN MADE EQUIPMENT +.? z °t may. '"Fr .. �stt'..• z5.z. M? as ^a r ' D z C' a5 T !t t t r� 'v N AND PRODUCTS - SENSE OF.CONGRESS. .. ............. .............. 14 25. REQUI RED „USE OF AMERICAN [RON STEEL, AND MANUFACTURED : GOODS,—,SECTION 1605 OF'THE AMERICAN RECOVERY�AND�� REINVESTMENT:ACT OF 2009 F .. ... ... .........14 26. REQUIRED USE OF AMERICAN IRON, STEEL, AND MANUFACTURED G�P900 (COVERED UNDER )NTERNATIONAL AGREEMENTS) s SECTION 1605 OF�THE AMERICAN RECOVERY AND REINVESTMENT ACT�OF 2009.....17 •27.2 WAGE RATE REQUIREMENTS UNDER SECTION 1606 O _ _THE RECOVERY :.. ; .� �: r ... 28. 1ZEC�oVERYACT TRANSACTIONSlISTED.IN SCHEDULE OF . ;EXPENDITURES OF,FEDERAL AWARDS AND RECIPIENT , RESPONSIBILITIES FOR INFORM'IN'G SUBRECIPIENTS ..... :...... 22 29. DAMS BACON ACT AND CONTRACT WORK HOURS AND SAFETY STANDARD ACT . .... ... ... 23 i t 1 DE- EE0003798/000 Eagle County, CO I. RESOLUTION OF=CONFLICTING CONDITIONS" > Any apparentinconsistency betweenX..ederal :statutes aancl regulations and the terms and t ,conditions contained in this award must be, referred to the DOE Award Admnustratorvfgr {.. guidance. .. V .. ... rte; _ {s....`.4 .K A'.. }a. .» jy \°4 T 2. AWARD AGREEMENT TERMS AND "CONDITIONS ='a ''� _ ' ti .�.'<` +.: az °a �«re This award%agreement consists of the Assistance Agreement plus the following -, .. Zfi��r. �,ar a Special Terms and Conditions ' t �. �b.° `Attachments: Attachment Number' Title r ; Intellectual P op t : °r 2 .�,, .... Perty.PrQYvisions. Statement of�Project Objectives =\ 3. , Federal Assistance Reporting Checklist and\Instructions 4. Budget Pages (SF. 424A) C. DOE Assistance Regulations, 10 CFR Part � 600 at http / /ecf -""— cess gov. ' oposlas a D5d Application /pr p O : , r *G.. sqr `r.E:+ d 'kit a.;," e r, National Policy Assurances to Be Incorporated as Award Term§, effect on date of award at http /(management energy }gov /businessdoe%137L4tm4'' �; 3. ELECTRONIC AUTHORIZATION OF AWARD'DOCIMU Stax .:,. .. .. ..... - ,. ,, �. NTS t r .4aen..; Acknowledgement of award documents by the Recipent s authorized representative through . electronic;systems+usedµbyatheDepartment of Energy, spe6ificallyFedConnect ;constitutes the Recipient's_ acceptance of the terms and conditions 6f3the award: Ackriowleiigement via FedConnect by--the: Recipient's authorized representative constitutes the Recipients electronic signature: t 4 4. PAYMENTPROGEDURES ADVANCES THROUGHTHE AUTOMATED STAlYD.4;Rp PLICA,T TON FOR FAYMENTS, (ASAP) SYSTEM ...'x`ns".zi \r 41s "'h 'st .' LFs� s.T, s,.�" 'S'd r5f' ' td �..ii haw.. a. Method of Payment .Pi dtit.trill be made by advances through the Department of Treasury's ASAP system _ R b. :Requesiwg Advances:�Requests fo_r advances must be made through the ASAP system. �,. You maysuburt requests as;frequentlyas required. to °meet'yo'rieeds- todisburse funds for the�Federal share of�pioject costs. -'If feasible; you slioulddine` eacti request so that you.receive payment on the same day that you disperse funds for direct nnynnro edt costs and the proportionate share of any allowable indirect costs 'If same., ay transfers are not '° feasible, `advance payments mustbe as close to actual Fdisbursements„,as admuustratively feasible., y d4 c. Ad�uStingpayment'regtiesfs'for available °cash. You must disburse an funds' that are available from repayments to and interest earned on a revolving fund, program income, ,- VA b. If actual allowable fringe benefit costs are less than those budgeted and "funded under the award, the Recipient may use the difference to pay additional allowable direct costs during the project period.34f at the 'completion of-the award the Government -s share of total alloyvable,costs .(i.e;; direct and indirect), is'less than the total costi reimbursed, the Recipient must refund the difference. y 7.-- INDIRECT.COSTS ARE NOT REHN4BURSABLE r; i The budget;for_this award does not include in costs., Therefore, these expenses shall not be charged to nor reimbursement requested for this piojeet nor shall the indirecf costs' from this project be allocated to any. other federally sponsoredproject. In addition; indirect costs shall got be °counted as`cost share zriless approved by the Contracting;Officer. 'This restriction does not apply to sub - awardees' indirect costs. DE- EE0003798/000 - Eagle County, CO ' rebates, refunds, contract settlements, audit recoveries; Credit's; discounts, and interest a earned on any of those funds before requesting additional cash payments from DOE. d z Pa u�ents, pAllpayments are made by electronic =funds tran sf& t o the lank'account identified -on the ASAP Bank Information Form that you filed with the U.S. bepar'taent of Treasury. 5. LWHATIONS ON USE OF FUNDS a. I - By,accepting fluids underthis award, you agree that none of the fiuids'obligated on'the award -shall be expended, directly or= indirectly,ffor{gambling establisl aieiits aquariums, ;zoos, golf courses or wimming.pools. ay .._ . ., r b. Recipients may use notahore than 50 percent of the amounts provided for a`loan loss reserve to support loans made with private and public funds and to support a'sale`of loans made by a grantee or third -party lenders into a secondary market. 6. RERMURSABLE FRINGE BENEFIT COSTS a. ;The Recipient'is° expected to manage their final negotiated p'r'oject budgets`,' including their fringe benefit costs. DOE will not'amend an award solely to provide additional , -fiords for changes in fringe benefit:eosts or for,changes`in rates used for calculating these �" costs RM-recognizes that the inability to`obtain full reimbursement fringe 'benefit 'costs y means,the Recipient must absorb the underrecovery: °Suchunderrecove'y -may be allocated as part of the Recipient's cost share. , b. If actual allowable fringe benefit costs are less than those budgeted and "funded under the award, the Recipient may use the difference to pay additional allowable direct costs during the project period.34f at the 'completion of-the award the Government -s share of total alloyvable,costs .(i.e;; direct and indirect), is'less than the total costi reimbursed, the Recipient must refund the difference. y 7.-- INDIRECT.COSTS ARE NOT REHN4BURSABLE r; i The budget;for_this award does not include in costs., Therefore, these expenses shall not be charged to nor reimbursement requested for this piojeet nor shall the indirecf costs' from this project be allocated to any. other federally sponsoredproject. In addition; indirect costs shall got be °counted as`cost share zriless approved by the Contracting;Officer. 'This restriction does not apply to sub - awardees' indirect costs. DE- EE0003798/000 Eaglc County, CO S .USE OF PROG -�AM N-COM E If you earn program- income during the project period as a result of this award, you may add the,program,income to the funds committed.to the award and used to further ehgible'project objectives} _ # = r 9. STATEMENT OF FEDERAL STEWARDSHIP DOE will exercise normal Federal stewardship in overseeing the pro, ect activities performed under tiusaward c Stewardship ;activities include, but:are not limited to, conducting site vvisits, 4reyieyving performance;andfiiiancial reports; providing techncal assistance- and/or temporary intervention in unusual circumstances.to correct ;defi ciencies which leyelop during the project; assuring compliance with terms ands conditions; and reviewing technical performance After project completion�to ensure that the award objectives have been accomplished 10. SITE VISITS DOE's authorized representatives have the right to make site visits at reasonable times to reviewprcjectaccompli shments and,man-agement,control systems and to.provide`tecluiical assistance, if required Yau must provide; and Must'recluire'your subawardees to provide, reasonable,,access to facilities, office;space, resources, and assistance fortheysafety and convenience of the.,government representatives in the performance of-their duties. 'All site visits and„eyaluations must be performed in a manner that does not unduly interfere with or delay the work. 11. REPORTING REQUIREMENTS a. =Requirements. The reporting requirements,for this award are identified on "the Federal -As sistance'Reportin9 Checklist,,DOET 4600:2, attached to this award. ,Failure -to comply with these reporting requirements is considered a rimaierial nonconnpliance'with the terms of the award. Noncompliance may result in withholding of future payments, suspension or termination of the current9' ie'd; and witbholding of fiiture-awar'ds '.A willful failure to perform, a history of failure to perform, or unsatisfactory performance of this, and/orMher yfinancial assistance awards, may also result in a debarment action to preclude Aiture,awards by Federal °agencies:. f. , b. Additional ,Recovery Act Repdrting:Reguirements are found in the Provision below labeled; "REPORTING AND REGIST'RATION:REQUIR.EMENTS UNDER SECTION 1512 OF THE RECOVERY ACT , 4 r--, X DE-EE0003798/000 Eagle County, CO 12. PUBLICATIONS a. Nou are encouraged to publish or otherwise mak e pu4 licly-available th6results of :-work conducted udder the l award b. An 49knoWle4gaidit of DOE support and 4 disclaimer mer appear in the publication eati ' of any material, whether copyrighted or not based on or develope' d under this project , =as follows: Acknowledgment "This material is based upon work supported by the Department of Egqrgy.[NAtional,Nuclear SecurifyAdn�inisiration] [add i I iame( I other of o Department agencies if applidable] under Award Number(g) [enterihe'aw'ard' numbef(s)].11, Disclaimer: "This report was prepared as an account of work sponsored by an agency of the United-States Government. Neither the United Stat - Government nor any es agency thereof, -nor any oftheir employ6es, makes -any warranty,• express orimplied, or assumes any legal liability or responsibility for the ac '- completeness; or 1 -1 iii.- - curacy; essi usefulness of any information, apparatus, product, or process disclosed, or represents that its` use would d not infringe owned rights. ,Refer e-hei6i� I to any - Qui. end specific commercial product; process; or service by trade name; trademark; manufacturer, or otherwise does not necessarily constitute or imply its endorsement, recommendation, or favoring by the United States Gov'eintridiii or a, ny'a'gency th6reof. The views and opinions of authors expressed herein do not necessarily state or reflect those of the United States Government or any agency thereof," 13. FEDERAL, STATE, AND MUNICIPAL REQUIREMENTS You must obtain any required permits, ensure the safety and structural integrity of any repair, replacement; construction and/or alteration,-and comply with applicable federal, state, and municipal laws, codes, and regulations for work performed under.this award. 14. INTELLECTUAL PROPERTY PROVISIONS AND CONTACT INFORMATION a. The intellectual property.pfovisions 'applicable to this award are prbvideil as an attachment -to this.award,or- are refefenced in'th6 Agreement Cover Page. A list of all intellectual property provisions maybe, found at http: / /www.sc.doe.noy /financial assistance awards.hihn. - an b. Questions regarding intellectual property matters should be referred to the DOE Award Administrator identified and the Patent Counsel designated as -the service provider for the DOE office that issued the award. The 1P Service Providers List is found at htp://WWW.'kd.do*e.L-ov/do'cuments/Intelldctual;Piohe& (1P) Service Providers, for Ac &sition.pdf c. The 1P ;Service- Provider for theGolden Field Office is Julia Moody, who may be'readhed at a.moody(& go.doe.jzbyor303;.275-4867 k, DE- EE0003798/000 s Eagle County, CO 15. LOBBYING RESTRICTIONS By.accepting funds under th s award, you agree that none of the :hinds obligated on the award shall be ex ended directly or indirectl to influence `con ess onAl action on,auy legislation P , Y Y� gI or appropriation matters pending before Congress, other than to communicate to_lvlembers of Congress as described ina18 U:S.C:1913 This restriction is in addition`to'thos -- piescribed elsewhere in statute,and regulation. t 16. NATIONAL ENVIRONMENTAL POLICY ACT (NEPA) REQUIREMENTS You are restricted from takind g any action using Federal funds, °Which would have an adverse effect on the environment or limit the choice of reasonable alternatives priorto DOE providing either a NEPA clearance or a final NEPA decision regarding this project. If you move forward with activities that are not authorized for Federal funding by.the DOE Contracting Officer -in advance of the final NEPA decision, you are doingso at risk of not receiving Federal funding and such costs may not be recognized as allowable cost share. You are prohibited from implementing energy efficiency improvements and, renewable energy generation opportunities , - including demolition, repair, replacement, anstallation, construction, disposal, or alteration activities until such time that you - comply with the Waste Stream and Historic Preservation clauses. - , If this award includes construction activities, you must submit an environmental evaluation_,' reportlevaluation notification form addressing NEPA issues prior to DOE initiating the NEPA process. If you intend to make changes to the scope or objective of your project you are required to contact the DOE Project Officer.identified in Block 15 of the Assistance Agreement before proceeding. You must receive notification of approval from the DOE Contracting (officer prior to commencing with work beyond that currently approved. All projects under this Award are bounded in compliance with the uploaded and signed Statement of Work;ExpeditedNEPA review.- DO m Determination for. a A this activity, which is categorically excluded from fuurther NEPA review. Any projects that fall outside the Statement of Work are conditioned pending further NEPA review., 17. HISTORIC PRESERVATION Prior to the,expenditure of Project fundsto.alter any historic structure or site, the Recipient or. subreci*Xit shall ensure that it Js compliant `with,Section 106 of the National Historic Preservation Act A , consistent with DOE's 2009,1etter.of P ) delegation of authority regarding the NHP.4. Section lOG applies to historic properties that are listed in or eligible for listing in the National Register of Historic Places. If applicable, the Recipient;or,subreczpient must contact the State Historic Preservation Officer (SHPO), and the Tribal Historic Preservation Officer- (THPO) to coordinate the Section 106 review outlined in 36 CFR Part 800. In the event that a State, State SHPO 6 DE- EE0003798/000 } _ Eagle County, CO r and DOE enter into a Programmatic Agreemeut,nthe terms of thaf Programmatic :. Agreement shall apply to all recipient`and subrecipient activities within that State. SHPO contact information is available at>,the following link: http : / /www.ncshpo:org/find/iz aex.htm. ,THPO- contact information is -.available atthe fdllowing3ink j http; / /www.nathpo.org/map.html. Section 110(k) of the NHPA applies to DOE fiuided t activities. <l - The ?Recipient or subreeipient certifies that-it will retain spfficient documentation "to s` : _ demonstrate that the Recipienf or- sulirecipienthas received required-'approval(s) from'tha SHPO or THPO for the Project. Recipients or subrecipents shall avoid taking anyacton that results in an adverse effect to historic properties pending compliance swith Section 106. The Recipient or subrecipient shall deem comp fiance with Section ,106Yof the NHPA complete only after it has received this documentation=:'The Recipient or -N, subrecipient shall make this documentation available to DOE on DOE's request (for example, during a post -award audit). °Recipient y+ill be required to report annually on September:l,the- disposition of all historic preservation consultations by category. 18. WASTE STREAM The Recipient assures that it will create or obtain a waste management plan addressing waste generated by,a proposed Project prior to the Project generating waste. This waste management plan will describe the Recipient's or subrecipient's plan to dispose of any sanitary or hazardous waste (e. I construction and demolition debris, old light bulbs, lead ballasts, piping, roofing material, discarded equipment, debris, and.asbestos) generated as a result of.the,proposed Project: The Recipient shall ensureahat the Project is in `compliance with all Federal, state aiid local regulations for waste disposal. • The Recipient shall make the .waste management plan and related documentation available to DOE on D,OE's request (for example, during a post -award audit). , 19 DECONTAlViINATION ,AND /OR DECOMMISSIONING,(D &D) COSTS . Ilotw thstandmg any otliFwro lions of thus Agreement the .Govemment shall not be .. A !r?S r .,.. J responsible for or have any obligation.to,the Reci-Pient forp(i) wDecontamuiation and 4. Decommissioinng (D &D)_of any, of_#he Recipient's facilities or (ii)yany costs ,which may be incurred by the Recipient in connection with the D &D ,of any of its facilities due to the performance of the work under this Agreement, whether said work was performed pnor,to or late of the Agreement. 7 DE-F,E0003798/000 !Eagle County, Co 20. SUBGRANT-8i"SUBC-ONTRACTS AND LQANS"'-13,-, -The j Recipient hereby warrants that it will -enkdrelhat,`41 .' is activities ee(s) and loan- recipients` are 66 to t- , wi e'appTpved.§t6f616 n t of Pro j b. Upon the Re6ipiprifs selection of the sub-grpntee(s and loan recjp!eAt§,,Ith6,k6'. h ' n0fYIk.,P.-'appi6val:noim requgedj the DOE-Project Offider-With -f regardless of doAt 9 information for ,jIajhe:ofSub-,Gfanted!r Awar4 Statem'ent.6fworjc indluding,4pplicable activities.- C. in addition to the, information in paragraph b.,above- for `each , sub -grant and loan that -has -an estimated -cost greater thafif 1 $ 0i000,000,r:th&redpi&tmust submit for. approval by the Contracting Officer, a SF424A B I udget Informati on - Noncongtrudion - * . i, , Programs, and PMC 123.1 Cost Reasonableness D t-i"' - - ti' i Idr;a o primpa on Financial Assistance (available at httD://www.eere-t)mc.ener I gy.,goy/forms.g jx �P 21. ADVANCE-UXDERST4! DI CONCERNING PUBLICLY MAfjijkjD ENERGY IM PRO VEMM ' NT-PROGRAMS The parties recognize that the Recipient may use funds under -this award for Property: Assessed CkRri Energy (PACE) loans, Susiainabl& Energy Municipal Fi f manpmg,' C ean Tnogy-Assessmdnt ]Jistfi E an y^ pts,�-- nergyLdanTixA��di'sme-ni,P�6irirhg'(ELTAii8y, or any other form of dffivation of Special -Taxing District whereby taxing -e" n'tifiei Wiled' through increased tax assessments for energy efficien �nd' I , pla ts cy renewable enorgy'builaihg improvements made by their constituents. The Department of Energy intends to p'dblisb "Best Piaqtic'esll th t6lhel u" esf - " -or-o _er�gui. emespdrtairung s 0 s e Recipient wider,this zward pertaining to the programs identified herein. By accepting this A o inco*jidth.-Ifo th&' Minn b*tdAt biadi6ble award; 6 Recipient -qg(o§-t maxi xecipient also -agrees; -- b----tS'---- . y-1 acceptance of this maximum di(tcht practicable such program used by the sub-recipient. '- - 8 -' , ; -,-I J'A �' � re I 'b - *pieftts qWe is su ---re'ci Est pra6fi66s"and '6thei i j� o , any guid 61h int DE- EE0003798/000 ` Eagle County, CO 22, _SPECIAL PROVISIONS-RELATING TO WORKTUNDED UNDERAMERICAN w :.a RECOVERY AND lull , STMMNT ACYOF `2009. (May 2009} ry. - t "Preamble The American Recovery and Reinvestment Act of 2009, Pub. L.111 -5, (Recovery Act) was enacted ioTpreserye and create jolis'arid,promote economic recovery, assist those most `Y L' 4. , impacted °byxthe recession; provide in`vestments'needecl to increase econouuc efficiencyby spurring technological advances .in science and health; invest in transportation;erivtronniental protection, and other infrastructure that will provide long -term economic benefits, stabilize State and local government budgets, in order to minimize and avoid reductonsn'esseatial services and counterproductive State and local tax increases. Recipients shall use grant funds in a manner that maximizes job creation and economic benefit., _' -7, The Recipient shall comply with all ,terms and conditions in the Recovery Act relating generally to governance, accountability, transparency, data collection and resources as specified in Act itself and as discussed below. Recipients,should,begin planning activities for:their first ",tier subrecipients including c, obtaining aDUNS:number:(or up`dati4 the existing DUNS.record), and regisfering-with'the Central don' ontractor Registration (CC R).' C-) Be advised that Recovery JAdt finds can be used in conjunction with other funding' as necessary to complete projects, but tracking and reportin g e must b separate to meet�the eP reporting - requirements of the Recovery Act and related guidance. For projects funded by sources other than the Recovery Act, Contractors must keep separate records for Recovery Act funds and to ensure those records comply with the requirements of the Act. The. Government has not fully developed the implementing ir'stiuctions of the Recovery Act, particularly _concerning specific procedural requirements for the new reporting requirements. v _ ..___The Recipient will be provided these details as they become available.'; The Recipientmust comply'with all requirements of the Act. If the recipient believes there is any inconsistency between ARRA requirements and current award terms and conditions; `the °issues will be'l t, referred to the Contracting Officer for reconciliation. Definitions For purposaes of this clause, Covered Funds means funds expended or obligated from , appropriations under the American Recovery and Reinvestment Act. of 20Q9, Pub. L. 111 =5. Covered Funds will have special accounting codes and will be identified as Recovery Act funds myt" q rant,;cooperatrve agreement,or TIA and /ormodificationpgmg Recovery Act funds. Covered Funds .must be reunbursed byrSeptember 3,0, 2015. Non - Federal employer means any employer with respect to covered-funds -- the contractor, subcontractor, grantee, or recipient, as the case may be, if the contractor, subcontractor, grantee, or recipient is an employer; and any professional membership organization, certification of other professional body, any agent or licensee of the Federal government, or 0 = ' DE- EE0003798/000 ' Eagle County, CO any-person acting directly or induectlyAn the,interest �f -jR m loyer receiving coveted funds; or with r espect to;covered fuudsreceiYed by;a`State orlocal governmentthe`State or local government receiving the funds and any contractor or subcontractor receiving the funds and any contractor or subcontractor of the State or local •government; and does not ineanany department, agency, or other entity of the federal government. Recipient means anyaentity =that receives Recovery'Act funds duectlyfr om the,F.ederal> :_ ,government (mcludmg Recovery Act funds received through grant loan;' oftontract) other than an individual and includes a State that receives Recovery Act Funis;­, t ' " P • a t - ' 4 . r +�,; i.,.r a's#s ».r`w: s °1, g£f.s. _• �,..- S ecial Provisions ' . A. Flow Down Requirement , p Recipients.:must include these special terms and conditions in any, subaward._ F B. Segregation of Costs RecipieW.mij4ksegregate the obligations and expenditures related to fundinga rider the Recovery ActM nancial -and Accounting systems should be revised as necessary to ..r g - r ,,- segregate, segregate, track and maintain these funds apart and separate from other revenueJstreams. No part of the funds from the Recovery Act shall be commingled with any other funds or used for a purpose:othet than that of making payments for costs `allowable for Recovery Act .7 " -- projects. C. Prohibition on Use of Funds None of the funds provided under this agreement derived from the American Recovery and Reinvestment Act of 2009, Rub.,-L., 111 -5, °maybe used by any State or local government, or .any pnyate entity,. for any casino or other gambling establishment; aquarium, zoo, golf course, br swunming •pool. a .. . D.:Aecess-to >Records. .- With respect to each financial assistance agreement awarded utilizing at least some of the funds appropriated or otherwise made available by the American Recovery and ReiiiV"ent Act of 2009, Pub, L. 111 -5, any representative of an appropriate inspector general appointed under section 3 orA8G of the Inspector General Act of 1988 (5 U;S.C.rApp.) or of the -< Gom troll �. _p er�General is authorized $(1).to exanaine'any:records of the contractor or grantee;,any of its subc'ontr'actors or` subgrantees, o-r =any State'or local agency administering sack contract that pertau to and �° involve transactions that relate to,'tlie subcdiitract-subconl act; grant, or- subgrant; and i (2) to interview any officer or employee of the contractor, grantee, subgrantee, or agency regarding such transactions.' .: - - 10 DE- EE0003798/000 Eagle County, CO .-n E tP.ubhcation j An application may contain technical data and other data, including trade secrets and/or privileged or confidenti information, which the applicant�does not want disclosed #b the POE or =used by the Government for�any puipose otlier than'the application To protect r t such data, the applicant shouldwspecificallyideiitify each pagesncluding each line "or .;, paragraph,thereof,conta=g,the data to be protected and'Mark the cover sheet of the - application with the following Notice as well as referring to the Notice on 'each =page :to which the Notice applies: - Notice of Restriction on=Disclosure and Use,ofData • ,, , ; , >, °; The data contained in pages ` pfithis application have been`submtted in ^confidence;and contain trade secrets or proprietary information; =and'suah data shall -be =used 6r2disclosed only 'for;evaluation purposes, provided that if this -applicant receives an-award`as aresulf of or in connection with the submission of this application,-DOE. shall have the right to use or disclose the, data here to.the extent provided in the award: This restriction does not limit the Government's ri ght to use or disclose data obtained without restriction from any source, including the applicant. Information aboiit -this agreement,will be published on the Internet, and linked to'the website www.recove,ry.gov ;maintained by the Accountability and Transparency °Board: The Board may exclude posting co , .. tual�or other information on the websiie qn a case =by =case basis When necessary,to.protect iiational secur`ity;or to protect informatioj� that 'is not,subiect to" disclosure under sections 552 and 552a of title 5, United States Code. ._ F. - Protecting State and Local Government and Contractor Whistleblowdrs. The requirements of Section 1553 of the Act are summarized below. They include, but are not limited to: Prohibition on Reprisals: An employee of any non - Federal ~employer receiving covered funds under the American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5 ;,may not be discharged, demoted, or otherwise discriminated against as a reprisal for disclosing, including a disclosure made in the ordinary course of an employee's di! ds to the Accountability and Transparency Board, an inspector general, the Comptroller General a t member' of Cong'ress,�a State or Federal regulatory o "rlaw enforcement agency; a person with supeivisory'authority over the_ employee (or other person workuig for'the'e%nployer wlio, has the,authority-to investigate,.discover or terminate Misconduct), a court o`r''gzant jury,'the head of a Federal agency, or -their representatives information that the'employee believes'is`' evidence of: - gross management of an agency contract or grant relating to covered_ funds; - a gross waste of covered fluids; s= . - a substantial and specific danger to public health or safety related to the implementation or use'of covered fiinds• an abuse of authority related to the impldme tation of use of covered (funds; or - as =violation of law,'rule; or regniation related to an agency coiitra&f (ifidfVding the ` 11 Dl�- EE0003798/000 Eagle County, CO competition for or negotiation of a contract) or grant, awarded or issued relatinjA o covered r-- funds. AgencyAction allot later than0 days afterreceivin an ins ector g P r general report of ariY alleged reprisal, -:the heacl.of the =agency sball;determine whether there is_su�fficient basis °to r , conclude that the nonF.ederal employer has subjected the employee to apiolubited reprisal, The agency shall either -i§ an order;denying relief�in whole oz'= nrpartor shall takeone or more ofthe =following - _ y - Order the employer to take affirmative action to abate the reprisal ff =,T fid - Order the employer to reinstate the person to the position that the person held before the reprisal, together with compensation including back =payxcoinpensatory damages; P employmentbeneflts;.and otherterms`hnd conditions "bftemployo ent ttiat;would applyto the personiuthatposition .ifthexepri "salliadnotbeen !taken = °.tt,.z F- } = Order the employer to rpay the employ pan ^amount equal to the aggregate amount 'of all costs and,expen5e5 (including attorneys' fees and,expert witnesses' =fees) that were reasonably incurred by the employee foi *in4onnection with, bnngmg:the comp laintzega diiigthe reprisal; as determined by the head of a court gf°cgmpetenf jurisdiction. h. g �. °5 , :, a a y., Nonenforceability of Certain Provisions Waiving Rights and remedies or Requiring Arbitration: ±Except as provided in a collective bargaining agreement; the rights .and reiriedies :provided to. aggrieved employees by.this section maynot ',e waived-by any agreement,,' policy; forim, or. condition °of employmenumcluding any,predispute arbitration 4greemeiit. No predispute arbitration agreemeut.shallrbe valid or enforceable if regiures arbitration of a dispute arising out of this-section. Requirement to Post Notice of Rights and Remedies: Any employer receiving covered funds under the American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, shall post notice of the rights and remedies as 'required therein. (Refer to section 1553 of the American Recovery and Reinvestment Act of 2009, Pub. L, 111 -5, www- Recovery.govr for specific requirements of this section and prescribed language for the notices.). �,G. Reserved' H. False Claims Act Recipient and — sub - recipients shall promptly refer to the DOE or other appropriate Inspector General _any, credible evidence_that a principal, employeg, •agent, contractor, sub- grantee, "V subcontraator_or, oth%X=rson has submitted afalse claim under.the False Claims Act or has comnutted�a cnininal or civil violation of laws pertaining to fraud;conflict of interest; bribery, gratuity or similar misconduct involving those funds. I. Information in Support of Recovery Act Reportins ' t ��i -. i , i.t Sit .. ._. .x I', :•e. .; 1 .a y :. Recipient maybe required to submit backup documentation for expenditures of funds under the Recovery Act ;including such ,items Invoices °Recipient shall provide copies of backup documentation at the reqst'fhe onacng C Officer,or designee. 12 DE- EE0003798/000 :Eagle County, CO 4 . 7 A'va�labili .- tyofFunds ..Funds_ obligated to ,this `award are available for-reimbursemerit of costs• until 36 months1fter the aw and -date. K. Additional Funding Distribution and Assurance of Appropriate Use of Funds Fix Certifi cation by,.Governof-4-Tor hinds provided:to any State )Vagency thereof by, the, America ReinYestmeit and RecoyActof 2009Pb G -State o shall certify that: 1) the state will request and use funds providedby.the Act; and2) the hinds will be used to create jobs and promote economic growth. Acceptance by State Legislature'"' If mds- provided 46-a y State in'auy division of the Act are not accepted for use by the Governor, then acceptance by the State legislature, by means of the adoption of a concurrent resolution, shall be 'sufficient to provide finding to such State—:_ Distribution After adoption of a State legislature's concurrent resolution, funding to the % State will be for distribution'to local goveMnIdrits' counoils `of governmenf, pulilic- entities, and publi&- piste entities within the State either bq formula or at'the Std a s' disc,' ,- ,, . x L. Certifications = . . With respect to funds made available to State or local governments for infrastructure investments under the American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, the Governor, mayor, or other chief executive, as appropriate, certified by:acceptance' of this award that the infrastructure investment has 'received the fullretnew.aud vetting iequired by law and that the chief executive accepts responsibility that' the infras6ucture'inv6 t i`erit is an appropriate use of taxpayer dollars. Recipient shall provide an additional certification that includes a description of the investment, the estimated total ,cost,'and the amount of covered funds to be used for posting on the Internet; A State o rilocal:agency may not r''eceivc infrastructure inveitment funding from funds mane available by -the `Act "unless'this certification is made and posted. t` 23. REPORTING AND REGISTRATION•REQUIREMENTS UNDER SECTION 1512 OF THE RECOVERY ACT (a) This award requires the recipient to complete projects or activities which are funded under the American Recovery and Reinvestment Act of 2009 (Recovery Act) and to report on use of Recovery Act funds provided through this award. `Information fromthese - — orfs will be made available to the public. (b) The reports are due no later than ten calendar days after each calendar quarter mn Which the Recipient receives the assistance award funded in whole or in part by the Recovery Act. 13 DE- EE0003798/000 - Eagle County, CO (c) Recipients and their first-ti subrecipients must maintain current registration§ in the Registration Central Contractor ,(http: /U".ccrgov) at all times during which they have fi active federal awards funded with Recovery Act furids.A Dun and Bradstreet Data Universal _ x Numbering System (. D-' UN, S) Number (http:I /ww dnb.c- is_one of the requirements for registration in the Central Contractor Registration. (d) The recipient shall report the information described in sectson 1512(c) of the Recovery Act i;&k the reporhngiuistructigns and data _,elements that wAll be rovided online at P z ht %/ FederalRe `ortc ` ` ov and.ensure that ari° informationahat:is rigg y filled is pre- correctedp updatedasneeded. _ q s 24. NOTICE REGARDING THE PURCHASE OF AMERICAN -MADE „^ •EQUIPMENT ANDrPRODUCTS = SENSE�OF CONGRESS .,- It is the sense of the, Congress „that,• to the greatest extent racticable all 11 , • I p equipment and products purchased with funds made available under this award should be American -made. *SpecialNote Definitization.of the - Provisions entitled, "REQUIRED USE OF�AMERICAN IRgN, STEEL, SAND MAN[JFACTURBD GOODS, — SECT ION.31605 OF THE '' r ANIERICAAlY RECOVERY AND REINVESTMENT';ACT;OF- 2009't.and "REQUIKEDsUSE OF AMERICAN IRON, STEEL, AND MANUFACTURED GOODS (COVERED UNDER INTERNATIONAL AGREEMENTS) — SECTION 1605 OF THE AMERICAN ; _ s ,_ RECOVERY AND REINVESTMENT ACT OF 2009” will be done upon definition and review of final activities. , x - 25. REQUIRED USE OF AMERICAN; IRON, STEEL)�AND:MAIVUFACTURED +SECTION1605 GOODS , OF•THE AMERICAN RECOVERY, AND .i REINVESTMENT, ACT OFt2009 Ifthe Recipient determines at any time that any,constructipn, alteration, or repair activity on a public building or public works will,be performed during the course ofthe project "the Recipient ;shallnothfy the Contracting :Officer prior to coraniencing such work and the° : - following provisions shall apply. •- a ;- ,r, (a) Definitions.As used in this award term and`conditioi - -' (1) Manufactured good means a good brought to the construction site for incorporation into the building or work that has been-,.; W Processed into a specific form and shape or (ii) Combined with other raw material to create a material that has different properties than the properties of the indiyjdual raw n terials:. Y _ (2) Public building and public work means a public building of, and a public work of, a governmental entity (the United States; the District of Columbia; commonwealths, territories, 14 DE-EE0003798/000 Eagle County, CO and minor outlying islands of the United States, State and local governments; and ;mul _r ti State, regional, or intetstate entities which h ave governmental functions). These buildings and works may include, without limitation, bridges, ddiiis',;plaq highways; 4parkways, - ­;>t streets, gub*ays, tunnels, s "'jig _0 ewers, mains, power lines, i generators_ , pumpi, stations, airports, terminals, docks drves, ways,? ays. li"du budysJ6, 6§i piers, wh breai,waters, levees, and canals, and the construction, alterati maintenance, -on,,oi.reDairof such buildings and works. (3) Steel means an alloythatjncludes At4east 50 per-cent iron, behAiden ijO2-a�Yd,2 &'rderft - carbon, and t", Y 4 may include other- - elements: i (b) Domestic preference. (1) This award term and condition implements Section 1605 of the Arnefidan Recoveryand Reinvestment Act of 2009 (Recovery Act) (Pub. L. 111--5), by requiring that J I all iron, steel, and mariufactured goods used in the-Proj9d are produced in' -the United 8titts dxcepi'as provided in Paragraph (b)(3) of this section and condition.- (2) This requirement does not apply to the mat6rialllisted by the Federal "Government as followt? None. , W'? (3) The award official may add dther,iron,- steel, and/or M'ahufactdred'godds to'theillsfifi' paragraph (b)(2) ofthis,s6ction and condition if the F6derAl,GO'vetmmbhf deteimin6s-that-_ (i) The post of.the domestic iron, steel., and/or, manufactured goods wouldbet'nimi6nable. The cost of domestic stic iron,, steel or manufactured goods used M6 the project is unreasonable when the cumulative cost of such material will increase the cost of the o ' more than 25 percent; ; verall project by (ii) The iron, steel, and/or manufactured good is not produced, or manufactured in the United -States 'in sufficient and reasonably,available quantities and of d satisfactory quality; or (iii) The application of the restriction of section, 1605 of the k6co very 'Act *ould be inconsistent with the public interest. (C) Request for" determination of inapplicability of Section 1605 of the Rdcov' ery Act. (1)(i) Any recipient request to use fbreign"iron, steel, and/or manhfactdred goods in accordance with paragraph (b)(3) of this section shall include adequate information for Federal Government evaluation of the request, including— (A) A description of the foreign and domestic iron, steel, and/or manufactured goods; (B) Unit of measure; (C) Quantity; 15, (D),qpst- (E) TiMpof delivery ' qT- availabii Y; it (F) Location of•th 6 protect, (G) Name and address of the proposed supplier; and DE-EE0.003798/000 Eagle County, CO (H),A,detai led justification ,of-the reason-for useof-Iore gn iron, steel, . I !and/onmadufadhired goods cited in accordance with paragraph (b)(3) of-Ns,section 0. (ii) A request based on unreasonable cost shall include a reasonable survey of the market and a completed cost comparison table in the format Wparagraph (d) section: •• ` , Mp of section. (iii) The cost ofiron, steel, and/or- manufactured goods Material shall -include all delivery costs to the construction site and,anyapplicable duty. (iv) Any, recipient request for A-de.terminatipn . submitted after RecoVefy.A ct fodsha:V6been obligated for a project for construction, alteration, Maintenance, or repair ,Act kplainwhy the recipient could not reasonably foresee the need for such determination and could not have requested ;the determination before thd,fands were obligated. the reci pidnfd6es not submit asp.tisfactory explanation, thb,awatdbfficial need not Make a determinkiwi., (2) If the Federal Government determin es after funds have been,obligated for a7proje6t for construction, alteration, maintenance, or repair that an exception to -section,1605 of-the Recovery Act applies; the award official will'amend the award to allow use of the foreign iron, steel, and/or relevant manufactured goods. When the basis for the exception is nonavailability or public interest, the amended award shall reflect adj ' i ustment of the award amount redistribution of budgeted ,funZ ds =and/or other actions taken to-cover. costs associated with acquiring or using the foreign iron, steel, and/orireleVAht manufactured ii6odsiWhen the basis fbiihe exception is the unreasonable cost of the domestic iron, steel, or manufactured goods,,thq.award offici al shall adjust the amount or redistri ' budgeted funds by at least the differential established in 2 CFR 176.110(a). (3) Unless the,•F.poeral Government determines that an.exception to section 1605 of the Recovery Act applies, use of foreign iron, steel, and/or manufactured goods is noncompliant with section 1605 of the American Recovery,andR6inVestmentAct... 16 DE- EE0003798/000 Eagle County, CO (d) Data. o permit evaluation of iequests under paragraph (b) of this section based on unreasonabld cost, the Recipient shall include the following information and any applicable supporting data based on the survey`of'suppliers: . . . .' ''f, Foreign and Domestic Items Cost Comparison Description Unf i of measure Quantity, Cost (dollars)* Item 1: ..Foreign steel, iron, or,manufactured,good Domestic steel,'ifon;'or manufactured good ° Item 2 Foreign steel, iron, or manufactured good Domestic steel, iron ,;or manufactured good [Listname, address, ;telephone number, email address, and contact for suppliers surveyed. Attach copy of response; if oral, attach summary.] [Include other applicable s . _ upporting information.] [ *Include all delivery costs to the construction site.] 26. REQUIRED USE OF AMERICAN IRON, STEEL, AND MANUFACTURED GOODS (COVERED ;UNDER INTERNATIONAL AGREETS) - SECTION 1605 OF THE AMERICAN RECOVERY AND REINVESTMENT ACT OF 2009 (a) Definitions. As used in this award term and condition— , Designated country -- 1 A World.Trade Organization Government Procurement Agreement country,(Aruba, Austria, Belgium, Bulgaria, Canada, Chinese Taipei (Taiwan), Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hong Kong, Hungary, Iceland, Ireland, Israel, Italy, Japan, Korea (Republic o fl, Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, Netherlands, Norway, Poland, Portugal, :Romania, Singapore, Slovak a Sri. —z .. }. F,. Republic, Slovenia, $p Sweden. Switzerland, and United Kingdom; {2) A Free Trade Agreement A ) countryJ(Australia, Bahrain, Canada, Chile, Costa Rica, Dominican Republic, El Salvador, Guatemala, Honduras, Israel, Mexico, Morocco, Nicaragua, Oman, Peru, or Singapore) w. �s (3) A United States European Communities Exchange of Letters (May 15, 199 5) country: 17 7, 7 DE-EE0003798/000 Eagle County, CO Austria, CzechRe -EstoniapFid -,.public D6=zkk, and Fr6ide,; Germppy,-Gr Mgej)qiTgar ,y-Irel6d Atoly, , Netherlands, eri, an joland, Portugal, Romania- -RepAblici�810*gPia,-,S�iin,-,SW United Kingdom; or (4) An Agreement b # WqOj.P O4dE,apd,tlqU4itedAtatesof-AmericaonGovermmcnt Procurement country (Canada). Designated _country iron, steel, and/or manufactured goods — (1) Is wholly the growth, product or manufacture of a designated country; or .(2) In the .case of a,inanufactured good that P consist in whole" or,m part f mate rials il§ fom another country, has been substantially tralisf6inied in a designated,coj4jtryjntoq,, and different manuf6effired good distinct from-th�e' materials from Whidli it was tradsf6frij6d. Domestic iron, steel, and/or manufactured good ,—, (1) Is Wholly. the growth, product, or maiiilfactilte'of the United States; or (2) In the case *6f a manufactuted good that consists ifi,whble or in part of materials Ir6m another country, -has been substantially jjit�e ,States jd new iffid*, different manufactured good distinct from the - materials from which it was transformed. There is no requirement with regard to thebn"' g mi'" A components - .­ - transformed. ";. ?. oi'sub6a�ar�&ig in i, manufactured goods or products, as long as the manufacture of the goods occurs in the United States. Foreign'ir6n, steel, an'd/oi manufactured go'*odmeans iron, steel 'a'r'id/,o manufactured *good that is not domestic of aesilg'nAted d6unfirty' iron, st an' d/6r`ma6f46tdred go'o'd.i Manufactured good means a good brought to the construction site for incorporation into the building or work that has been (1) Processed into a specific form and shape; or (2) Combined with itdfi g to create thii his diff"eierit esAhan the properties . w '-bf the individual raw m6dtdiigi. Public buitdrng and public work I ni&.� a , pu't)iic , b`u`iildiing, of, and pbblicgw`orik- 6� a Stafb9,'-ffEDistri6tVf C territories,- gbvOnin6htal 6iffil (the United ohiffibii;`da dhWbalti-ji- and minor outlying islands "o'-T` t;h-8'l- J­ni&d'-Siatd9"--'-,- Stat&'pilia local eov State, regional, or interstate entities which have governmental functions). These buildings streets, sifliWays �'�tthiiiels +i—t `sewers, mains, power nevpumping' stations, heavy th railways, airports, terminals, docks, piers, Wharves, -" - ' -"f " ways, es;- breakwaters, levees, and canals, and the construction, alteration, maintenance. or repair of 18 DE- EE0003798 /000 Eagle County, CO such Uuildings an d works,- Steel means an alloy that includes, at least 50 percent iron, between'`:02 aiid'2 percent carbon, and may include other elements. (b) It "on, steel, and manufactured goods. (1) The award term and condition described in this section implements - (i) Section 1605(a) of the American Recovery and Reinvestment Act of 2009 (Pub. L. 111 -5) (Recovery Act), by requiring that all iron, steel, and manufactured goods used in the project are produced in the United States; and (ii) Section 1605(d), which requires application of the Buy American requirement in a manner consistent with U.S. obligations under international agreement s: Tfie r "estrictions of section 1605 of the Recovery Act do not apply to designated country iron, steel, and/or manufactured goods. The Buy American requirement n'section 1605 shall not be applied where the iron, steel or manufactured goods used in the project are from a Party to an international agreement that obligates the recipient to treat the go 'd services''&that"' Party the same'as domestic-goo'& aid 'services, W&of January 1,'2010,,tliis`ob'ligation "shall only apply to projects with an estimated value of $7,804,000 or more. (2) The recipient shall use'-only domestic or designated country iron; steel,,and manufactured goods in performing the work funded in whole or part with this award, except as provided in Paragraphs (b)(3) and (b)(4) of this 'section. , .: (3) The requirement in paragraph (b)(2) of this section does not apply to the iron, steel, and manufactured goods listed by the Federal Government as follows: None. (4) The award official may add otheriroin; steel, and manufactured goods to the 1ist�in paragraph (b)(3) df this sectionif the Federal Government deterrriine -that = (i) The cost of domestic iron, steel, and/or manufactured goods would be unreasonable. The cost of domestic iron;�steel, and/onmanufactu ed goods used'in theproject is Iinreasonable whenthe cumulative cost of such material Will increase the overall cost'of the project by more than 25 percent;.{ (ii) The iron, steel; =and/or manufactured good is not produced,- or•manufactured i`tlie United States insufficient and reasonably .,available commercial quantities ofa satisfactoryyquality; or (iii),The' apphcation of the restriction`of section 1605 'of the Recovery Act would be inconsistent ' the public:interest. (c) Request for determination of inapplicability of section`1605'of the `Recovery'Act or the Buy American Act. WE DE- EF-0003798/000 Eagle County, CO (1)(i) Any recipient request to use foreign iron, steel, and/or manufactured goodsin accordance with paragraph (b)(4) of this section shall include adequate information for Federal Government- evaluation.ofthe request-including-,- (A) A description of the foreign and domestic iron, steel, and/or manufactured goods; 03) Unit of measure; x a (C) Quantity; (D ),C st; ,'_ (E) Time of delivery or availability; f (F) ,Location of the. proj eet; , (G) Name andaaddress'of the proposed supplier; and r (H) A detailed justification„ofthe•reason for use of foreign iron, steel, °and/or manufactured goods cited in accordance wth.paragraph (b)(4) of this section. , „� „• r (ii) A request based on unreasonable cost shall include a <reasonable survey tof the market and a completed cost comparison table in the format in paragraph (d) of this section ,,s: (iii) The cost of iron, steel, or manufactured goods shall include all dehv :co *` ery sts to the construction site and any applicable duty. (iv) Any recipient request for „a,determination submitted after Recovey Act funds have been obligated for a project for construction, alteration, maintenance, or repair shall explain why the reciptent could not reassonably ,,foresee the need ;for su&determination and could not=have _ requested the .determination before the funds were obligated.Jf the rb6piejdt�does'not submit a satisfactory explanation, the* award official minon need not make a deterat . f _ ( 2 aIf theme ), pFederal Government;determines after funds have been obligated for a protect for construction, - alteration; maintenance, =or repair that,an.except on to section'1605'offthe r', Recovery Act applies, the award'official will amend the award to allow -use of thelforeign iron, steel, and/or relevant manufactured goods. When the basis for the exception is nonavailabil0,0]c public:interest,• the amended award�shall reflect adjustment of the award amount, redistribution of budgetedyfunds;rand/orgther appropriate actions taken to `cover ' costs associated with acquiring or using the foreign iron; steel, and/or relevant manufactured goods. When the basis for the exception is the * unreasonable cost of the domestic iron, steel, or manufactured goods;,thervaward "official shall adjust the award amount'or redistnbuie ' ' budgeted funds, as appropriate, by at least the differential establisledin =2 GFR ;176110(x). (3)U pless- the Federal .,Government °determines:that;an exception to section 1605 of the'- Recovery Act applies, use of foreign iron, steel, and/or manufactured goods other,thau f PTO] DE-EE0003798/000 Eagle County, co designated coon iron,"steel, and/or manufactured -goods . J isi ioncohipliant unth the -applicWeAdt-, Q Diztq..,-�y6 permitl6valuationiof'e - U- -,parqgriDl�-(b) 6f.thig section based biiei, K_quPs :under a unreasonabldc6st,'the pp M ca4v shidijocipdej4e following irifohnati applicable supporting data based ori-th6 survey of suppliefs: '1kV tTd'r61gn,a-Ad D6 3 6jil C L (List name, 'address,J I elophone number,-email address, and contact.,for-suppliers surveyed.- Attaph,pppy,of te o, , . , . nisL* dorali, attach summary.]. t2 [Inclu4p other applicable supporting information.] [*Include all delivery costs to the construction site.] 27.W,AG LE, RATE REQVWMEEN SENDERSECTION 1606 OF THE -RECOVERY ACT (a) Section aE1s 606,ofthe Rewve ­ry,Apt requires that ,-all.,labpfqs and,m&--hanics employed by contractors; bid-sub*"�* on prof ctl b -7 -­ —P -y-i - "gtEissi.stcO�inw�hol6.orin�art b and through1he Fede r'al Government 4 .,Y y pursuant to the Recovery Act shall be paid wages,at rates not I ' ess than those prevailing on projects of a character similar in the locality as determined byAhpAecrqtary.of Labor in accordance with subchapter IV of -,chapter 31 bf.title 40, Unit6d St�ato,plqqS. Pursuant Plan N9-14 #n4J4qJCop.e1andtAct, 40U.&C-3141,6fe- eparimentb D f Laborlas issu6driegul 4pijs at 29 C. o, p e t the, Dairis-Baicbn and un meg related Acts. Regulations in 29 IJFk'�.5 instruct agencies c6fid - - qrpmg application of the standard Davis-ticon contract clauses set forth in that section. Pederal agencies.providing grants, cooperdtive agreements, and loans , under the R6 Act shall �overy ensure that the standard Davis-B a-6 F' R. 53(a) are on contract clauses found in 29 C incorporated in any resultant covered contracts that are in excess - of $2,000 for construction, alteration or repair (including painting and decorating). 21 Cost rtepi �j il, %F,4 Fdreigti#' steel, 6d A44440ir ,gqpd j ty -na F 7 Domestic steel, iron, or manufactured good ,1,` Item 2: Toreign'stqe A ''iron, or manufactured 47-"t, -7 Domestic steel, #ct4, tor manufactured - (List name, 'address,J I elophone number,-email address, and contact.,for-suppliers surveyed.- Attaph,pppy,of te o, , . , . nisL* dorali, attach summary.]. t2 [Inclu4p other applicable supporting information.] [*Include all delivery costs to the construction site.] 27.W,AG LE, RATE REQVWMEEN SENDERSECTION 1606 OF THE -RECOVERY ACT (a) Section aE1s 606,ofthe Rewve ­ry,Apt requires that ,-all.,labpfqs and,m&--hanics employed by contractors; bid-sub*"�* on prof ctl b -7 -­ —P -y-i - "gtEissi.stcO�inw�hol6.orin�art b and through1he Fede r'al Government 4 .,Y y pursuant to the Recovery Act shall be paid wages,at rates not I ' ess than those prevailing on projects of a character similar in the locality as determined byAhpAecrqtary.of Labor in accordance with subchapter IV of -,chapter 31 bf.title 40, Unit6d St�ato,plqqS. Pursuant Plan N9-14 #n4J4qJCop.e1andtAct, 40U.&C-3141,6fe- eparimentb D f Laborlas issu6driegul 4pijs at 29 C. o, p e t the, Dairis-Baicbn and un meg related Acts. Regulations in 29 IJFk'�.5 instruct agencies c6fid - - qrpmg application of the standard Davis-ticon contract clauses set forth in that section. Pederal agencies.providing grants, cooperdtive agreements, and loans , under the R6 Act shall �overy ensure that the standard Davis-B a-6 F' R. 53(a) are on contract clauses found in 29 C incorporated in any resultant covered contracts that are in excess - of $2,000 for construction, alteration or repair (including painting and decorating). 21 DE- EE0003798/000 Eagle County, CO (b) For additional guidance,on the wage rate:req#irements of section= 1606;.coutact your 3 awarding agency. Recipients of grants cooperative agreements and loans should direct•their — initial inquiries concerning the appli cation of Davis -Bacon requueinents.to a paticular fe4orallyassisted., .roject,,to (theFederal agencyfunding the proJec : rTlie Secretary ofL'abor retains final co,yerage authontyauadei "Reorganizatign "P1anNumgybrrl4 28, RECOVERY ACT TRAN SACTIONS LISTED 1N SCHEDiTLE OF EXPENDITURES OF3FEDERAL'AWARDS SAND RECIPIENT RESPONSIBILITIES FOR INFORMING SITBRECIPIENTs (a) To maximize the transparency and�accountability of funds authorized under the American f4 . 414- k. � i s3 Ae1 14,1 " - - ,. -10A lk =, I ° 'a� bf Y. Recoveryy and Reinvestment Act o , 9 (Pub. =L. 111 5) (Recovery Act) as required by Congress and in accordance with 2 GFR 215.21 "Uniform Administrative Requirements for Giants and Agreements" and'QIvIB Circular A 1U2 °Common Rules provisions; recipients li agree to *maintain records that idenhfyadeguately the source ancl'application of Recovery Act funds OMB Circular A -102 is available at t ,- z �, r :, ,,,.. hftp / /ww : Whitehouse. gvv /omb/circ filar %a102la102.hhn Y (b) For recipients covered by the Single Audit Act Amendments of 199,6 and OMB Circular A!133, !WdiWf States 'Wca Ggvemeri, s; auN iens agree to separately identify the expenditures "for Federal awards under the Recovery Acton the Schedule of Expenditures of Federal Awards (SEFA) and the Data Collection Form (SF- SAC)requiredby_OMB,Grcular:A 133`0 MHCircularA -133 isiv"ailable "at 4 http: / /www.whitehouse.gov /om x hl-This shall be'accmliihed l y /3m. ? identifying expenditures for Federal awards made under the Recovery Act separately on the SEFA, and as separate rows under Item 9'of Part III on the SF= SAC,by`CFDA,�nuniber, and inclusion of the prefix "ARRA2 in identifying the name of the Federal program on the SEFA and as the first characters in Item 9d of PL t'III on the SF SAC. (c) Recipients agree'to separately identify to'each sub oUP6nt,° *`document of the time of subaward and at the time of disbursement of funds, the Federal award number, CFDA number, and amount of Recovery Act funds. When a recipient awards Recovery Act funds for':an existuig programtithe information fuznislieii to subrecipients shall "distinguisli tle'' -° subawards of incremental Recovery Act funds from'iegular suliawards iuiiter theYeisting ro t (dp) R66pients"agree'to require their subrecipients to include ori`their 5EFA infotinahon'to a a specifically identify Recovery Act funding similar to the requirements` fgr`the iecipieni SEFA described above. This information is needed to allow the recipient to properly monitor subrecipient�expendrtuie of ARRA funds as -44 as overs ' t'b the Federal �awa`rdirig R ,. Y agencies,Offices o.1fispector General and the GovernmentAcoountabli t, "Oh' -' 22 F DE- EE0003798/000 Eagle County, CO 29. DAVI&BACON ACT AND CONTRACT WORKHOURS AI DV SAFETY '=STANDARRACT Definitions: For purposes of this provision, "Davis Bacon Act and Contract Work Hours and Safety Standards Act," the following definitions ae applicable: = E `' (1) " Award" means any grant, cooperative agreement or technology,iiivegimba agreement made with Recovery Act funds by the Department of Energy (DOE) to a Recipient Such Award must require compliance "with`the labor - standards clauses and ' wage rate requirements of the Davis Bacon Act (DBA)for workperformed by all :laborers and mechanics employed by Reeipients'(otlier than a=uuit"of Stake orlocal government -whose own'employees perform the con* struct oo) =Subrecipients, 4 Contractors,and subcontractors. (2) `,`Contractor"• means in entity that enters info'a Contract sF6r-purp6s6 of these clauses,- Contractonshall include (as applicable) prune contractors; Recipients, Subrecipients, and Recipients' or Subrecipients'scontracfors; suiicontractors, and lower- tier' =subcontractors. "Contractor" does not mean a'Tar f Sfate`or local government where construction is performed by its own employees" .(3) "Contact ",means a contract executed by a Recipient, Subrecipient,•prime contractor, or any tier subcontractor for construction ; =�`alte,atiott;'of-r4air' It may also mean (as applicable) (i) financial assistance instruments such'as grants; cooperative agreements,4echnology investment agreemenfs,•and loans, arid, (ri) Sub'awards, contracts.and subcontracts issued under financial assi "stance "agreements. "Contract" does not mean a financial assistance instrument with a unit of State'or local government where construction is performed by its own employees.~ (4) "Contracting Officer" means the DOE:official authorized to execute an Award on behalf of•'DOE -arid who'is responsible for `the business management ind'non- program aspects ofthe financial assistance process: (5) "Recipient",means any entity other =than an inilividual•tl at'receives'an Award of Federal funds m the=fonn.of a-grant,': cooperative agreement; --o °r' technology investment agreement direeily; from =the Federal Government and -is financially•, :countable for the use of an y DOE Rinds or ro _ p perty, and is legally responsible for darrymg out the terms and conditions of the program and Award. (6) "Subaward" means an award of financial assistance in the form of money, or property in lieu of money; made -under an award by a Recipient to 'an' eligible ,Subrecipient or.by a Subrecipient to a lower -tier subrecipient.<The term'includes financial assistance °when provided by any legal agreement, even if the agreement is called a conctb not,ilde he tecpi6e -s p ocurein services to carry ent of goods and out the pro&m.nor=does`it:include any form ofassistance which is excluded from the definition of "Award" above. 23 DE- EE00037981000 Eagle County, CO (7) V'Subrecpent"rmean "s Ia nonFederal,entity that expends'AFederal funds eceived from a Recipient to c 7 p airy out a Federal program, but does not include.an individual that is a beneficiary`of such a program. Davis Bacon Act (1)1Vlinunumyw.ages.:.Sr.> Ji4 z dt u.s . #P y= ... 7 . r All laborers and mechanics,employed:or worldngupon the site of the work (or und �e United States Housing Act of�1937,ortun der;the Housing Act -of 1949 in osrcothnuho dvelopment of thepi0je t),Y,y�nll be pascl ui cond tiorially and .,not less often`than once,, yweek; and,,without subsequent deduction,or rebate on any account (except such payroll deductions <as are permitted by regulations issued by the Secretary of Labor under the Copeland" opeland Act (29 CFR part 3)), the full amount of wages and bona fide fringe benefits- ,(or. fl V due,at hme of payment co "mputed at rates not -less than those contained in the wage,deteim nation;of tpe Secretary of Labor wludit is4ttac64,heretoi6d made a ,part hereof,,regardlessbq any .contractual relationship which may be4ll e ed to exist between ihe'Gon#ractorand such,laborers'and inechariics:.:: h Contributions made,;or,costs reasonably anticipated fordbona fide fringe benefits under section l(b)(2) Qf {the, Davis- BaconAcf odbbad1f of laborers:o mechanics are considered wages paid;to such =laborersror.mechancs, subject to the'provisions ofparagraph (a)(1)(iv) of taus secti0n;1also; regularreottributions made;or costs incurred f ,,.m6re than a- weekly period (but not less often tlian-quarterly) under plans, funds,,or.programs which cover the particulaz weeklyperiod, are deemed to be constructively made or incurred during such weekly,p"eriod..Such laborers and mechanics shall be paid the appropriate wage rate and Tinge benefits on the wage .determination for, the classification of work actually performed; without r`egazd to stall, except as provided in §§ 5: (a)(4): Laborers or mechanics performing work in more than one classification maybe compensated at tlie.rate.specifed for each classification for the time actually worked therein, provided that the employer's payroll records accuratelyaset forth the time spentrin,each classification in which work;is performedhe.wage determinaton•(includmg any additional classification and wage, rates, confor`ined unde; ara h a ( 1 )( ) of this section ) and the Davis -Bacon poste(WH=I321) shal;be posted at ahimesbyhe Contractor and its subcontractor`s at thb site of the work in a prominent and accessible place where it can be easily seen by the workers. (u)(A):The Contracting ;Officer shall Tequire,that any class of laborers „or. mwlecchh ncs,u p, which is not listed in the wage determination and is to,be employed.under 'the m,Coutract shall be classified in conformance ; with the wage deterriunation.;;Ttie.Contracting Off cer ;strati approve ari'additional classification ,and wage ratea nd fringe benefits =therefore only when the following criteria have been met: =� r” i 24. D&EE0003798 /000 Eagle County, CO (1 ),,The work to be erformed b the classification r "nested is not (} p,Y y �l performed by a classification in 'the wage `determination; (2) ;The}classification is utilized in the area b the cons, u`ction industry; and Y (3) The proposed wage rate; including anyUona`fide'fiinge =benefits, bears a reasonable relationship to °the wage rates, contained nn the wage'' determination ., � .. ., I a e 's ,'i i` -:t .l.' a "y; k. -•. � � ._ 1+ (B) If the Contractor and the laborers 'and rnechaiucs "to be employed in the classification (if known), or their representatives, and the Contracting Officer agree on- &e- classif cation and wageirate (mcludnng the amount designated for fringe benefits where appropriate), a'report of the achott taken shall�be sent by the Contracting Officer:to the Administrator of the Wage`and flour Division, U.SDepartinent of ,alior, Washington; DC- 20210.'The Admuusttator, or an authorized representative; =will approve; modify, or disapprove every' p , _ additional classification action "within "30 daysof receipt and soadvise the ,.Contracting Officer or will notify"the,Contractfhk Offieei =withuiitt a 30 -day ..,period that adonal time is necessary. (C) In the event the Contractor, the laborers or mechanics to` be eon p '4oyed in- the classification or their representatives, and the Contracting Officer do not / agree on the proposed classification and wage rate (inc'ludinl the'ambunt designated for fringe benefits, where appropriate), the Contracting Officer shall refer the questions, - including the views of all interested panties and the :recommendation of the Contracting Officer, to the Administrator for deter mination.,The'Administrator, -or an authorized representative, will issue a determnation within 30 days of receipt and so advise the`Contacting Officer orwill notify the Contracting Officer within the 30Y day period that additional time is necessary. r , (D) :The wage rate (including finge benefits where appropriate)'determined ,purs .. , paragraphs (a)(1)(ii)(B)'or (C) of this section; shall-be paid to all workers performing work -in the `cfa`ssification under'ths Contract from the first day on which work°is peifoned in ihe:classification. (iii) Whenever,the minimum wage rate"prescrilied n the Contract for a class of laborers onmechahics includes a fringe benefitwhnch'is' not expressed as an hourlyrateAlie Contractor shidF6th&paythe benefit as stated in the wage determination or. shall pay another.bona fide fi irige benefit . an hourly cash equivalent thereof. {iv) If the - Contractor~does tiot'inake payments to a tni§tee or other =third person, the Contractor may ,consider, as part of4he;wages'of any;labore or',meclnariic the amount of any costs reasonably anticipated in providing bona fide fringe benefits 25 DE- EE0003798/000 Eagle Couuty, CO undera plan or program, providedthat tho Secretary of,Labor has found, upon the wntten request of the Contractor, that the; applicable staudards.of the Davis = Bacon - - Act have been met The Secretary of Labor may require`the Contractor.to set ;aside in a separate account assets "for the meeting of obligations under =the plan or r. _ program. ,(2) Withholding 4n Departmentaof Energy or.the Recipient or Subrecipient shall upon its own Aachon or upon 3wntten request of an authorized representative of the'`Department of Labor withhold or_cause to be withheld from'the Contractorunder this Contract of any 'Other Federal contract with the same prune contraetoi, or any other federally::assisted „ contract subject to,Davis Bacon preva�ling�wage • requirements by ais held same #w�ucli ,tfie ;prune contractor, soumuch of the,ac'crued `payments or advances as may be considered necessary to pay laborers' ind iueclianics; °including apprentices, trap ces; an l helpers, employed bp`y the Contractor,or any,subco itractor the fall amount of wages required by AheContrdcL In the event.of,failure`to "pay4any laborer.or�niecl an c,> including any apprentice,�trainee, orthelper, employed of working on the site_of tl a work (or under the UmtW States'housing A'ct of�19374or,under the Housing Actzo- M-949, in'the' construction or development of the project), all or,part of the wages "equv ed by,the Contract, the Department of Energy, Recipiert, yor Siibrecipierit, `may after wntteniotice to the Contractor;.sponsor, applicant, or owner; take,such action as' nayibe necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations.have ceased: (3) Payrolls,and basic records.. . (i)Payrolls and basicrecords relating thereto shall be maintained by the _ Contractor-during the course,of the work and preserved. for[aperiod of three years „ therea ft for all laborers and mechanics working at the site of the work (or under United States Housing Act of 4937,ior under.the Housing Act of 1949, in the . construetigri' #idevelopinent ofthe project) ='Su 'h` "'-" ds "shall contain the name, address, and social security number of each such worker; his or her correct classification, hourly rates'of wages paid (including rates of contributions or costs anhpated fgr bona fide fringe benefits or cash'equivalents`ther"eof ofthe types descnl�ed in.sechon'3(b)(2)(B)'of the Davms'Batcon�ct); daily arid weekly = number of hours worked, >deductions made,;and actual wages paid. Whenever the Secret " of Labof lias found uiider 29 GFR 5 5 a 1 iv that the wages of an azY OO(.) g. Y laborer or.mechanic include the amount of any costs reasonably anticipated in :providing benefits`unfder-a':plan orprogram described in section 1(b)(2)(B) of the -1j"'...- °Davis Bacon Act; othe Contractor_shall�mai iii records,which show that the acomnitrnent <to provide such benefits`is'.enforceable; that the plan or program is financially responsible, and ihatathe±plan;or ?program °lias been communicated in writing to the ]abofrers or mechar ics.affected, and records J-*' sfiow the costs anticipated'or the actual cost incurred in providing such benefits. Contractors -. employingRapprentices or tranees under<approved.programs`shallmaintain written evidence'of the registration of appientideslup prograafs and certification r-. v 26 DE EE0003']98/000 Eagle County, CO 'Ix,of trairiee:piogra ns,,the registtation`ofthe apprentices and trainees, and °the ratios -- and wage rates prescribed inthe app. licable5prografnsj (ii) (A) The Contractor shall submit weekly for each week in which any Contract worlds performed a copy of all `payrolls to t1ieDepartnient of Energy if the agency is aparty to the Contract; but if the agency is not such a party, the Contractor will subr<ut the payrollsto the Recipient or- Subrecipient (as applicable); =apphcant; sponsorj *,owner, as fire case` naybe, for transmission to the Department_of Energy. The payrolls submitted shall get out accurately and completely,all of the information required,te.balfiffiAiii ned under 29 CFR �5 5(a)(3)(i) except that <full social security ft 6is`and home addresses shall not be included on weekly transmittals pInsteacl; the payrolls shall only need to include an individually identifying number$or =each,`loyee (e.g., the last four digits of the employee's social security number). The required weekly payroll_ information may be-'submitted in `any�form desired: Optional Form WH -347 is available for this purpose`from the : age- and;Hour Division Web cite at, http:// www: dol. g6v/ esalwhd/form`s /wh347uist.htm'or its successor site. Ile prime Contractor is 'responsible fdr the submission of copies of payrolls by, albs ubcontractors. Goritractors'and'subcont actors shall"niaintain'thefull social security number` and current address "of eacli coveied:wworker, and shall provide them:upori`request to the Departmerit:of <Energy;ifthe agency is a party to;the, Contract; °but ifthe agency: is notsuchia'party,4the Contractor will submit them to the Recipient or Subrecipieiit (as applicable) -"=applicant, sponsdr;�or owner, as the ,case °maybe, forttransmission to the Department of Energy, the Contractor,•or, the Wage and Hour Divisiontf the'Deparhnent of Labor for purposes of an investigation,or•audit of compliance with prevailing wage 'requirements. It is not a violation of this section =for a prime contractor to require a °subcontractor to provide addresses and social security numbers to the prime contractor for its'o wri`records,.,without.,weekly submission to the sponsoring government agency (or the Recipient or Subrecipient (as applicable), applicant, sponsor, or owner): (B) Each payroll submitted ;shall be accompanied by'a ",Stateniient of Compliance; ' -3 signed bathe Contractor or subcontractor or lus or her agent liq,pays or supervises the paymerit.of the ,persons employed under the Contract and shall cert ify the following. 4- (1) That thenpayeoll for the.payroll period contains the information required to be provided.under § 5.5 (a)(3)(ii) of Regulations; 29 CFR part 5, the. appropriate :infdruiationisbeingmaintau edundert§ 5.5 (a)(3)(i) of Regulations; 29 CFR part :5 and that such informahoii is correct and (2) That eachlabo er or rmclianic (including each helper; apprentice, and trainee) employed bathe Contract during "the payroll = period =has been paid .. C we . ll ekly wages .eamed,,withoiit rebate; either,directly'or indirectly, 27` DE EE0003798/000 Eagle County,'CO that no deductions have been made.ether directlyior mdirectly from -� °= the full wUes earned, ;othei >than 15ermissble deductions as set forth in Regulations; 29 CFR part 3 ..> ;`.^ . _,s ..- t?. -':♦ °4 t> i„ � Jre ".? �r x...,x:?$� i.�g� yf � f �2:. ='; §s`� � `,t� 3 �: a���;� ThatteddhIab6rer or mechanic has been paid not less than the applicablewage rates andtfringe benefits orcash equivalents for the j ; , ,_ classification of woikperformeld,yasispec fiq in the applicable wage ,, :� detemunahon inncorporated�into ;the Contract. h:i� ' �,��s: s!4 iA ' J F ,t . =(C)ptTheweekly submission of�a properly executed;certification set forth on the:reverse side f,OptionaltFoiii WH 34P7 sha11'satisfythe requirement for submission ofatle NStatement.of Coiipliaiice'Srequired byparagiraph ofathis section "� v .� ,F 7, `s�s�.ti ?., {, ,,, it,.. � t -•_ � >... �3 ,,.. _S iP �a y� (D).aThe;falsification,of any affthe above certifications may1subject the a : iGgntractor or s boontractor toacivil or criminatproseciit 6 under section - .l OQl'of title 18, and section 3729 ofttitle 31 of the United States Code. .. �.. +p � r °a.a s.0 xis •y r`,+;,' i�.3'3 �� '3+t% :.;w ..;. ?'.2s n e ; " -! t� >'d tp:ty �.'�.q i ,:,(iii)'The Corifractor•orisubcontractor shall make "the records required under paragraph '(a)(3)(i);oftluO-ection available.forinspection; copying, or transcription by,authonzed 'repre'sentatives of the De tmenf> of Energy or the _ _;Department;ofIabor, and' hall peiuut'su6h r*esentatives�to interview employees?diuingiworkinghours onlhe job: Iffthe Contractor or subcontractor - fails'to subinb tlieerequired r'ecords•.or,to make.them available,fthe Federal agency after;wr tten notice to the'Contractor; sponsdij apphgpnt, or owner, take such ;T action asmay be necessary to cause the suspension of any,fither payment, advance, ,or;guarantee of funds.fFurthermore, failure to submit the required records upon ^,request,or to make such records available may be grounds for ; DE- EEOOQ3798/000 Eagle County, CO k ,Who is not registered or otherwise employed as stated above, =shall be paid not less — - than the applicable wage rate on the wage;deteminationfor the classification of :work actually performed Iri addition; any: apprentice performmgwoik on the job site in excess of the rdtio, permitted underbtlie re stered`program "shall be paid not less than the applicable wage rate on the wage determination for'the work actually performed. Where a Contractor is performing construction on a project`in a locality_other than that, n wliich its program is registered;tthe ratios and wage rates, {expressed in percentages oftleJoumeyman's hourly rate) specified in the ., Contractor`s or subcontractor's registered program'shall be observed. Every apprentice must be paid at not less than the rate specified jn the registered program for the apprentice's level of progress, expressed as arpercentage of the journeymen hourlyrate specified in;the applicable °wage %determination: Apprentices --'hall be paid ;fringe benefits -in accordance °with the'provis ors of the apprenticeship program. If the apprenticeship program does not specify fringe benefits,i-apprentices must be paid the full amount of fringe benefits listed' on the wage determination for the applicable classification.° If the Administrator determines -that a differentprac Aide predails,forthe applicable apprentice classification, 4inges shall be paid in accordance with that detemunat on. In the °event the�Office of Apprenticeship ,Training; Employer =and Labor Se vices, or a State Apprenticeship A gency recognized by --th6.0f9ce withdraws approval of an apprenticeship program, the Contractor will no longer be permitted to' utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved.- . , (ii) Trainees. Except as provided in 29. CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered ,in ,a program which has received prior approval, •evidenced.by formal certification by the U.S. Department of Labor, Employment and TrainingAdminist ation: The ratio of- trainees to journeymen on the job site shall not be greater than permitted under the plan approved bythe Employment and Trau g Administration Every trainee`must be . -paid at riot less'thanthe rate specified in thi approved program for.th�e "trainee's level of progress, expressed as a,percentage ofthe journeyman hourly rate . ,specified m.the °applicable wage.det germination: Trainees shall be'paid�fringe _.benefits in,accordance with the prcivisions`of the trainee p ogr&h. If the'trainee program do'es,not mention hinge benefits, trainees shall be paid the "full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeymnp *age rate on the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on,the payroll at a trainee rate who is not registered and particip_atuig m.a training plan approved byihe Employment and Training •Administration•shall be paid n ' less thanthe applicable wage rate on the wage determination for the classification of work actually, performed: In additi on, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the 29 DE- EE0003798/000 Eagle County, CO wage determination fortthe work aetually.performed Inthe evenfthe , •, rEmpooyment and-Training Administration withdraws approval of-ft training program, the Contractor w llno longer lie permitted to ut'll tiainees at less than the applicable - predetermined rate for the work= peiformeduntil ari acceptable P) Equal employment ,opportucuty.'The'utilization of apprentices; trainees, and �oumeymen undei this part shall;le in conformity withsthe.:equal:employment opportunity requirements of:Executive Order:l 1246, as amended and 29 CFR part (5) Compliance with Copeland Act requirements. The Cgntractor,shall'comply with the requirementsof 29 CFR part i3; which are incorporated liy reference nthis Contract. ,(6) Contracts and ,Subcontracts. The Recipient; Subrecipient, :the Recipient's, and Subrecipient's-contractors and subcontractor shall insert.in'ariy Confracts the clauses contained- herein in(a)(1),.through "(10) and such other clauses as',the•Depa 4ment of - Energy may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in, any lowerrtier subcontracts.:The YRecipientshall be responsible forathe compliance by any subcontractor or loweraer subcontractor with all of the paragraphs in ths`clause. ._ _ (7) Contract termination; debarment: A breach of the Contract clauses in 29 CFR 5.5 may be grounds for termination of the Contract, for debarment C1 and as a contractor and a subcontractor as provided in 29 CFR-5.12. (8) Compliance with Davis -Bacon and Related Act requirements. All rulings and interpretations of the Davis -Bacon and Related Acts contained in 29 CFR-parts 1, 3, and 5 are herein incorporated by reference "in this Contract. -- -. - :(9) Disputes concern nglabonstandards. Disputes arising out ofthe'labopstandards -provisions of this Contract shall not be subject to the:jener''al disputes clause of this Contract. •Such.disputes shall be resolved ui'accordancevi& the procedure "s of the Department of Laborset -fo thin 29 CFRtparts 5, 6; and'7 Disputes -withu 'the meaning of this;clause include dispute's between: the Recipient; Sub'recipient, the Contractor (or Any of its 'subcontractors); =and7the contracting agency, the U:S: Department of Labor, or the employees.or their: representatives. (10) Certification of eligibility: r . (i).By entering into this Contract,`the Contractor- certifiesthat "neither it (nor he or she) nor anyperson or firm! who has .an interest iuthe Confractor's firm is a person or.fm neIWble to-be awarded Govern ent contracts by virtue of section 3(a) of Ahe Davis =Bacon Act or 29,.CFR 5.12(a)(l). 30 DE- EE0003798/000 Eagle County, CO (ii) No ,part of this Contractysh4 be subcontracted to ranyperson�or firm ineligible ' - for award of agGovernimnt contractfby virtue of section 3(a�rofthe=Dayrs =Bacon Act or*29 CFR 3:12 {a)(l). a Af 1 x wY._ E '.''S 4:'!a j Af� -t''Yffi (iir) The.penalty -; 6ninakingfalse statements is prescribed rn theU S Criminal _ : =,Code •�18�UxS:C-�1001 ? -, : � � � � � ! ys . (b) Contract Work Hours Anil Safety, Standards Act:,M used =in this'paragraph, the terms laborers:and meeharues rnclude yvatchnibA -and guards:. ..,•,• . r),e +a � r ' =::.' i . ^. ;._ 7 d. " :i u � ...'. Y. ...: E_. ,iii 2.i ( (1) Overtime requirements. No Contractor or subcontractor cohira' "g-fofanypair of the Contract work which may require or involve the employment of Laborers or mechanics shall require or permit any such laborer or.mechanic•in any.wdikweek in which,U or she j is employed on such work to work in excess of forty hours in such workweek unless such - laborer or mechanic receives compensation at a rate not less than orie`and one- =half times the basic rate of pay for all hours worked in excess of forty hours in such workweek {2) Violatron; aability for,unpaid wages; liquidated damages: °In <the` event °of'any violation of the, „clauseset forth in paragraph'(b)(l) of tWu� ction, the Contractor and any _ r subcontractor responsible therefor shall be liable for the unpaid wages AnIddition, such Contractor and subcontractor shall be liable to the United States (in the case of work done undo r <contract•for,the:Distdct`,of C,.61 a of a'temtor , tb uch'Drstrict of to such territory), for,liqurdated damages. Such'ligAidated damages shall be`computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in- violation of the clause setfarth in paragraph (b)(1) ofthis section, in the sum; of $10 for each calendar day on which such individual .was °required or permitted to work in excess of the standard workweek of forty.houis without paymdnt'of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. 4Y .. . 'k d. '♦ ;'Fi (3) Wrthholding for,unpard: wages Arid liquidated damages: The I3epartiri`eiit of Energy or ,the Recipient, or= Sub :recipient {shall upon° ts;own action or upon wntiteri request of an authorized representative of the Department of Labor withhold or cause to be withheld, ;from anvmpneys payable,9p account of work perforlfied by the :Contractor =or subcontractor under =any such contract or any other Federal contra Witlf the same prime Contractor, - or.miy other federally - assisted contract subject to the Contract Work Hours *,Safety;Standards,Act, which- is "'lieldby the same prime contractoi. such sums as may be determined <to be necessary to satsfy_any liabilities of such Contractor,or subcontractor for oripaid wages and liquidated damages as provided in"the clause set forth in paragraph (b)(2) of this section. (4) Contracts,and Subcontracts:?The Recipient, Subreeipient,sand_Reeipient's and Subrecipent's contractor_or subcontractor- shall. insert 'inany.Contractsxthe:clauses set forth in ' ara a h I throu .'` p gr p (b)() through of this section and also a clau"se'regurrrngttie subcontractois to include these clauses in any lower tier subcontracts. The Recipient shall be responsible for conipliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (b)(1) through (4) of this section. _ 1 31 DE- EE0003798/000 Eagle County, CO Tlfe,Contractor or subcontractor- shall`maintain:payrolls and basicpayroll records Fdurmg thecourse ofthe work and'shall =preserve. them for a period of three years from the completion ofthe Contract for all laborers and mec`harucs,��ncludii "guards and watchmen, working on the .Contract: Such records shall contain the naive and address of A.each suirh'employee; social secunty number, {correct classifications,hourl ' y rates of wages Paid, daily and weekly humber of hours worked, deductions made,; and actual wages paid. The °recd °rds to be maintained.under`this paragraph shall be made available by the s.. _ representatives of the Department of Energy;and the Departmeat ofLabor and the. Contractor or subcontractor will permit such representatives to interview employees _. duruigwork�nghours on thedob a. 4 (c)Recpient;Responsibilities for Davis Bacon Act..r= 5 , (1) On behalf of the Department oflEnergy (DOE), Recipient shall perform the-following functtons. vx l . ii <. 1,! j "'0 W,% tain, maintain; and monitor all Davis Bacon Act (DBA) certified payroll records ^,submitted by, the'Subiecipients and Contractors af.,, ier:under r I -t }.,Awar :r,, ,.n . :x, r , . ;x• .y tr's z. , ��'c+ L °.•r.Y:` ,Re. 1 , all DBA certified payroll records for compliance with >DBA ° require_ ments,Including applicabWD OLI wage urination`s ,l; 0.dete .(iii) .Notify DOE of any non - compliance with DBA requirement' by Subrecipients or•xCofitractors at any:tier, including any non - compliances ^. identified ¢as the result of reviews performed pursuant to'.paragraph (ii) above;. (iv) • .Address any Subreeipient and any Contractor DBA non - compliance issues; ifyDBAenon- compliance issues caruiot-be resolved in a,ffik y `irianner 'fo ward ° ,.complaints; summary.of investigations and all relevant information`to DOE; .: ;(v) .s .Provtde�DOE`:with detailed,information regarding,the resolution of any DBA non- complianeeissues, - - (vi ) ;_Perform services in support,of DOE investigations of complaints filed regarding noncompliance by.Subrecipients and Contractor`s with DBA 7 : , . ' requirements; (vu) , a Perform "audit:serviees as necessary to ensure compliance by`Subreoipients and Contractors with DBAFrequirements and as requested by the-Contracti ig ;Officer; and J r iin _(viii) o Provide copies ofall records upon request byDOE or D(OL in a timely manner. �FF 32 C) DE- EE0003798/000 Eagle County, CO (d) Rates of Wages The prevailing wage rates determined by the Secretary of Labor can be found at http: / /www.wdol. gov /. 33 EXHIBIT A: ENERGY SMART, 'PARTNEWS COMPLIANCE& LOAN SERVICING S'I'ANIDARDS :n , I. - DOGUMENTATION'AND' UNDERWRITING CRITERIA ` A. CONTRACTUAL LOAN SERVICES 1 Documentation Requirements —The loan applicant is required to provide sufficient documentation to verify eligibility under the Program guidelines approved by the Eagle fCounty Such verifications may include, brit 'are not hmi #ed to, `financial capacity standards, income Iumtations, credit assessments,rcollateral quality and funds availability " ` `' Loan refeial sources 'shall forward . co ies;of all.necess i p ary documentation to ESP within a reasonable ,, �.�...,t.. x,..` period prior to the scheduled closing date. ESP reserves the light to deny applications that lack sufficient documentation to render verification of eligibility or where sufficient time has not been afforded into perform all `duties required of it with available 'staff or capital resources. ESP Staff shall review documentation and either: approve the application, request fur , further information, or decline the application. Staff shall issue a final determination in writing . to the applicant within a .reasonable period df tiinei specifying thefapproved loan amount, all terms dand rprovisions of the credit offer and • any documentation requirements pnor to'loan'funding The letter aiay be sent to She referral source - -and shared with the appl cant'to expedite the loan closing sequence A completeIloan file must include: t W Application— Applicants shall co>nplete,'sign andydate ati application formprovided by ESP, which form shall require sufficient detail to`determine eligibility grid adequately` assess relevant characteristics of the credit request. Applicants shall acknowledge the right of ESP to verify as accurate and complete all information provided within the application vend supporting documentation. 'Such right extends to third partyverifications, as deemed appropriate by ESP according to the Program and nature of the c'r`edit request b. Income Verification — Applicants shall provide income and/or financial statements consistent with prevailing 'ESP standards "Analysis of such information will "remain consistent with ESP programs unles'S otherwise specified within -the relevant provisions-of the Program. In all cases, income measurements shall' be defined using ypevaihng median income statistics provided by the U.S. Department of Housing and Urban Development, as released annually for the market` area served by the proposed protect and as adjusted for hou`sehold,Q x �, „ >,, iss� ".',. • +i 3r z; E - . �.T .s ti•" tat, s .. .. C. Supplemental Documentation ESP'shall collect additional documentation according to w �. < q , o , , . . prey "azlmg standards✓of similar ESP programs or as dictated by the Program pursuant to Exhibit 1 of -the Agreement., Collection and consideration 'of all supplemental documentation :shall 'couforin'to "'fair credit,statufes and ethical business standards. 2. Underwriting Analysis — Qualification for the Program shall be evaluated "for "reasonable debt capacity, °adequacy of colla``teral and the provisions of Exhibit 1''Underwnting third party, programs will typically'eatail: - .,.. r, _ `a. IncoinelReyenue Determination Appiiccants will lie` screened against minimum standards identified finder the`Program, utihziiig techniques and 'formulas prevailent nudes similar ESP 'programs t!'At a iuimmum, °appli%an"ts shall'provide sufficient documentation to determine t_ t fc i 1:a�i 'J" Y P ep ;• .,t._ turns, payroll current income bu internall r "_ ared'finanelid statements federal tax re Energy.Sir! t Partners LLC May S, 2012 Compliance & Loan Servicing Standards statements and/or contractual,agreements. ESP reserves the :right to require any and all income documentation deemed t a appropri ate to the credit request.., t} .r_ _ Financial Capacity — As a result of the proposed financing applicants will be screened for reasonable capacity to hold and service the debt according to all terms described within the Program. ESP shall utilize techniques and formulas prevalent to similar ESP programs. In addition to the proposed debt, all other ,contrajctual obligations, of the applicant: shall be considered, including tliose'diselosed'by'the applicant, ven$ed through third-parties, public records and companion credit terms and conditions relevant' elevant ,to ;the proposed transaction. ,ems :.- r,.,.. Single-payment items, taxes and discretionary obligations need not be considered unless otherwise noted under the Program. � j ..'t . i, r- i ,� iet, ; i. 'q,' b 'Collateral —The °Program may require a grant of interest in real property owned or controlled by the�applicant `'ESP shall identify`'and assess the proposed collateral as compliant to established standards under the Pro ; grain while taking reasonable caution to' insure the collateral is not unduly burdened by pno; claims that duninish the secuntyryinteresttaken inthe Applicant's real roe or evidence ciedi't'te`rms}detrunentalto the a licant's fin ancial�capacity. p- P rh' PP d. Loan Amount Maxunum` loan `amount standards shalt be established ;by, the Program as set ;forth in Exhibit` 1: `' - - .e - ` .. , . .. , . e Borrower -All parties holding aa' ownership interest . the subject collateral property; as applicable, must be obligated on the Promissory Note and ;Se6unty.Interest ,assignment. Residential' loans sh aff be issued to natural persons only. All signatories to the Program's loans must be of legal age and provide 'a valid Social Security Number (SS1V). Consistency All documentation used to underwrite a loan file shall be accurate and consistent with all other documentation within the file. i Loan App }royal — ESP, shall have authorization to. approve applications that meet, all eligibility criteria established for the Program' and as set fortilim Exhibit h. Loan applications that are declined or withdrawn shall be retained on file for period of two (2) years from the application date. ESP reserves the ik6"t to d`6' fii`iidmg under any program,where the borrower or their agent is unable to clearly demonstrate a valid purpose for the requested loan, or, when elements of frauduhent activity are discovered. Where applications are not compliant.to the stated purpose or use of the requested program, ESP retains the right to refer applicants to alternate financing sources. a j 4. 'I;aan`Funding SAt, such_pomt that all underwriting conditions , have been satisfied and in Accordance with timing requirements of performance contracts, ESP will provide a written detaiq of any conditions or documents necessary prior to executing the promissory note and related documents. To the extent practical, 0 loan documents utihized by ESP: shall adequately protect the interests of the organizati on while conforining to all applicable federal, state and local statutes. At a minimum, loan do, cuments shall lie reviewed for enforceability and compliance by qualified counsel at least,annualty. To thejextent possible, the application refer al source and/or borrower shall be provided copies of all documents to be executed ui advance of loan closing. The agent presenting the final loan documents shall assume responsibility for satisfying such requirements prior to issuing loan•fnnds ;to any party; All multi-page documents shall bear the initial(s) of all borrowers at the bottom of each page of the nndocument, except where signatur_ e(s) are.required. All .persons hold! ng;title to, the, subject _collateral ro per as lisfedkon` the Warranty ;Deed or; transfer of ownership „document,'.must, also be obligated on ilie Promissory Note and pledge their interest in the security through a deed of trust gr applicable assignment. However, persons not taking- ownership tovthe;subject_properiy may be a ided`as aciditional'guar- tors on the promissoryNote. The loan owing, EnergySmart Partners LLC May 8, 2612 Compliance & Loan Servicing Standards A. - Settlement Statement,— Prepared by ESP, dependent upon the loan to be made under the terms of the, Program ESP shall review the statement in advance of closing to verify "completeness and accuracy of,all entries. ESP shall be listed as a lendor for the full and °correct loan amount, with all applicable loan fees listed by category. The file copy shall carry signatures of all parties to the transaction. b. Promissory Note - ESP shall prepare and review for accuracy a Promissory Note (Note) to be executed by boriower(s) at loan closing. The terms of the :approved. 0' inn shall ie`accuraWy reflected on the appropriate Note form. C. Deed of Trust or Collateral Assignment -ESP shall prepare and review for accuracy a Deed of Trust or; applicable .assignment .;form ,that "reflects exact terms. =and, titles shown on the Promissory Note. •ESP or an approved Notary Public shall be employed to notarize and record the executed document with the appropriate .publi c office. if applicable, all necessary riders to the Deed of Trust will be prepared and executed in a similar manner. d. f Federal Truth In Lending Notice and Other Applicable Disclosures — ESP shall prepare applicable disclosures of loan .terms, sample calculations and •other relevant conditions or provisions of the loan program, submitted as part of the final loan package., e. Loan Proceeds Within a reasonable timeframe prior to the scheduled Ioan closing, ESP shall set upta wire transfer to the bank account of the Contractor or Borrower in the amount of loan, less. any, fees to be collected from borrower and - payable to ESP: r Where an 'ESP Staff representative is present at loan closing, -a cashier's check may be drawn for the amount of the loan and made payable to the Contractor or borrower. 5. ,Post Closing Procedures - Within a reasonable time,peri d of loan closing, ESP must conduct a i complete review of the loan file to insure all documents are correct, complete, and compliant with all J ESP underwriting standards and secured.in the permanent loan file. The live note shall be placed in safe deposit with.a financial institution, while the recorded Deed of Trust or collateral assignment shall be securely,maintained in the file. Additionally, ESP will assume responsibility for monitoring: a. Receipt of recorded documents — Within 60 days of loan closing, ESP should be in zeceipt of the all recorded documents. If not received, ESP will contact the appropriate public office to determine . if the instrument has been received,'recorded, or subject to . processing I delays.' If recording has been delayed, an, appropriate follow, up - period will be established.= If recorded more .than 15 business days prior, ESP shall request the public office perform . a document search and repart their findings within 110 .days, of such request..-If not received'within 'such time, ESP shah request•acertified copy;of -the document and forwarded by registered delivery from'escrow agent of record ,, If the document has,not been received by,the public office within 60 days, ESPshah contact the escrow agent o request a document search. Escrow agent shall be instructed, o provide gap coverage under the title insurance policy; obtain new signatures on replacement documents, if necessary, and record the document at tbe.earliest possibility. . b. Receipt of •post closing verifications; compliance reports, work completion notices or similar documentation associated with the loan program. C. Loan Registration - Upon execution of the loan, ESP shall enter the new loan into the tracking system and establish follow -up dates for annual review, hazard insurance renewal and maturity notif cation J . d. Document Retention -All documentation used to evaluate and/or service -individual loan files wily be retained in electronic and hard copy format for minimum of 4 years frorn the `date of final disposition. For loans that are denied or withdrawn for whatever reason, the date of disposition,will be the date: upon Which the file was officially classified as cancelled. For:loans .. that =are originated, the date of fu-al disposition will the the date of final and full repayment. EnergySmart Partners LLC May 8, 2012 Compliance BitLoan Servicing Standards Loans that are charged off as uncollectable shall be'retained for the minimum period from the date Ahe -file is returned from cbilection services as uncolledii6i -. The maximum retention period for all loan files shall be 5 years from the date of final disposition'' IL PORTFOLIO MANAGEMENT A. CONTRACT,LOAN SERVICES ; 1. Reporting, Risk and Compliance Review— Staff shall conduct ongoing review of outstanding loans to establisYcompliance with lo- 'provisions, which may'include'p "eiiodic written`oc telephone contactst.review of public records, insurance or` Other notices ":and dialogto the transaction , ESP `reserves the right'to° accelerate payment or prescrib should the borrower fail to comply with anysuch requirements. ESP shall prepare and present to Eagle County the following reports at least quarterly, more frequently as circumstances or contractual terms maydictate. a. Comprehensive Report — A complete accounting of'all outstanding loans, sorted by jurisdiction and dedicated investment source, which details borrower name, family size, All percentage, loan amount, parental status and date of the loan. Total loans funded and available capital, if appropriate,•shall also appear according to jurisdiction and dedicated investment source. b. Summary Report - A composite accounting of total piogram capital, funds invested, principal and interest recapture, loan loss, and aggregate loan characteristics. c. Compliance Report - A separate report shall be compiled by staff, independent auditors or the Executive Director to detail any incidence of non compliance as'siich items re identified. The report -shall contain detail of the issud bf suspected non - compliance, any corrective actions taken or recommended and delivered to ESP management, as appropriate. ESP management is authorized to take further action or refer the matter to the `Board'of`Trustees of its, parent organization for "formal determination and further notice to affected 'parties. - ESP management is required to provide a report to its parent Board of Trustees which identifies any issues of non- compliance, or attest to the absence of non - compliance, at least monthly. 2. Risk Rating and Loan Loss Reserves — Finance activity undertaken through contractual relationships do not present capital exposure to ESP,,by'definition. Wlule; ESP : does : not assume direct capital exposure under coritiactiW finance activities, indirect exposure .is - presentvin. the 'form of errors, 0-1 niis'sidns and 'lireach drpfiuciary eonsibility in performing ddties detailea:Within the service agfeeinent Within`the service agreement or as a matter of =practice in the event -such provision is not clearly established, ESP `shall i az%tain'rniuimum general liability insurance coverage in the amount of $1;000,000 per incident or $2;00bbbo aggregate. Such amounts may be modified upward by action of ESP management As deemed recess 'Y "' seek coverage under a performance bond to further protect the interests of both the organization ESP may Eagle County, though insurance remains thepreferred risk mitigation vehicle. ganizahon and 3. Loan Repayment - According to all terms and provisions of the Program, Staff shall deliver an invoice to the :borrower sufficiently prior to the payment 'due' date to allow tiitlely response. All payments received shall be applied to accrued interest, late fees their principal. Pa E6 in excess of the invoice amount shall be applied as principal reduction. Should ESP determine ttie borro''wer is non- compliant with any of conditions or provisions expressed within the loan documents, borrower shall be instructed in writing to submit>payment in full of outstanding principal and mtefest`within tliiity (30) days of the notice.-..- 4: Loaa Maturity Procedure — ESP shall deliver a final payment request aad n, — i6rity notice to the borrower for an amount "shfficient to retire all outstanding g principal,'inte`rest and applica�ile "fees prior EnergySmart Partners LLC ' May 8, 20, 12 Compliance & Loan Servicing Standards - to the scheduled maturity date. Upon final settlement, ESP shall extinguish the loan according to procedure noted as set forth herein after expiration of a reasonable payment hold period. 5. Delinquency - In all cases, payment of principal and interest are due no later than the close of business on payment date(s) specified within the loan documents, or by the date shown on the demand forpayment noted in Par. 3. After such time, the loan shall be considered in default, with appropriate action taken to remedy the loan. Until the point when payment is sixty (60) days past due, ESP shall retain the ability to make all satisfactory arrangements for payment, including waiver of any penalties where appropriate. The following procedures shall be taken in cases of default: A 10 days past due —A late payment notice is mailed to the borrower, reflecting the amount due, date of default and request for immediate payment. b. 30 days past due - A second notice shall be mailed to borrower and mandatory direct contact shall be performed. c. 60 days past due — ESP shall complete a full report that details the nature of all contact with borrower, any outstanding concerns of the borrower, and results of all discussions with borrower, its representatives and/or counsel. The report shall be submitted to Eagle County for informational purposes. d. 90_ days past due - ESP management shall determine whether further collection activity is warranted based upon the nature of borrower representations, or lack thereof. If it is determined that further negotiation, loan modification, or other curative efforts are warranted ESP shall continue to hold the account in collection status and recognize an impairment of the asset for 't accounting purposes. "In the event ESP management determines further action by ESP is w, unlikely to resolve the delinquency, ESP shall cease loan service activity on the account and refer the item to a licensed professional agency in good standing with the State of Colorado for further collection action. Upon referral of the item, ESP shall recognize full impairment of the asset 7. Bankruptcy - Upon receipt of a notice of bankruptcy petition, all direct collection efforts with the borrower will cease. EnergySmart Partners LLC May 8, 2012 Compliance & Loan Servicing Standards EXHIBIT"IB: ENERGY S I MART RESIDENTIAL ENERGY EFFICIENCY REVOLVING LOAN FUND CONTRACTOR AGREEMENT Now, on this ' day* of Energy Paitl�ersll;C, a �rgy Colorado limited company ( ."ES-P-)2 a cobtradt6if de sin'- i and d, simg, -0 participate in the Energy Smart Residential Energy Efficiency Revolving Loan Fund N6` - grm a ('5C6ntrac-tor"), state the follo"WM—: 91 WHEREAS, Energy Smart Partners LLC, a Colorado limited liabili ty 'company, as administrator of the Energy -Smart Residential Energy Efficiency Revolving Loan Fund Program (the ."Program t),°ds*Et" titorbf the revolve g loan fund and accepting 46'-­ ' 7" from j6hn applications om the citizens of Eagle C6u*,- Pitkin Coiimity and 6u I 6on ' nm County, WHEREAS,'the'piitpose of the Program is to assist th6-funling of construction which miketiO bofr6wees homes more energy effi6ient and to create green construction jobs; WHEREAS, it is the goal of this Program to improve' the energy -efficiency of 10% or 4100 homes in Eagle County, Pitkin County and Gunnison County by 20% through the utilizatio"n' of the Program; WHEREAS, as a condition of participation in the Pro &'am,'the dontractor has agreed to conduct a project to be funded by the Program: AGREEMENT NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: 1. Tasks to be performed: As a participant in the Program, the Contractor ractor shall:, 1 pbrnit their customer's 1-ok A 4pp i6iioh to ESP„ with 'an executed- copy oi'thec'o ,construction project contract, contingent upon , fmanchig, setting forth e work to eI. b the price for such wofkarid'the.- I I I . date by which the work will be completed. A check k in the sum of $25.00 serving as a I loan . , application fee shall also be - delivered to 'ESP at the time of the submission of the loan application; 2) deliver to their' customer` the loan documents prepared &r that custom-er's signature by ESP; 3) obtain from the customer the customer's executed lo ' do an cumentation; and 4) deliver that loan documentation to ESP. Upon receipt of the loan Contractor ; , , , ), - proceeds, shall provide its executed lien waiver affidavit wherein the Contractors customer (Customer) now, ESP's borrower -to- I 2[c1F#9v4ddg6 the fiiiiouht -pai". to,the (Bdrrb*&)'sha,i-- 'd contractor upon the loan settlement. The Contractor s . hAI1 V 1. eTif all swid6is and/6r,subcontiacto� for ilie proje-ct.'" 0 y_ that are paid in full with no fluther recourse to the customer; and "§'h' 'lien waivers to that' effect. 2. Representations: Contractor represents it shall perform all . of its work, for the customers according i6locil standards and in a good and wor1q'nan'l"& i . otiwithin the agreed time frame and," at its bwii cost and expbnise, fiifmishi all 'items, airticles,operations mentioned or herein specified, related labor services, tools, equipment, transportation and incidentals '�necessary and required for 1 sati­s­ fa­ ctoiy, acceptable copplet­ ion — of th-_ e 4grqed Nyork,gr del- Yery of materials for or to Customers as specified in the loan application documents and this agreeigent. , Contractor shall do all things necessary in its sole discretion to,perform Work for Ct - &61her s- 1'n-jth6'1h` _4_116us and economical manner consistent with good pe _1C w6i6a*iA all applicable building business dirik codes, sound bu ine s practice, and reasonable precautions for safety Ail work -to *be" p, eirf&ined' for Customers under -this Agreement shall be coordinated , in advance with the Customers and shall be performed Only during such time periods as approved such Customers. by Contractor iep'_;.-&senfs and it, warrants that . the trainin g, education, qxpepq4 ensing, certifications, pe, Jfipatiob�, and resources needed 4. �o properlyP t46,-3YqFk for Customers as described in the loan - app ication documents and related a-'greements. Contractor further acknowledges and understands that not oversee. any :aspect of the otii�4 I I", ,I _'I. A t ESP will k I ­ *. I '_ `. Contractor's I or and this agreement is only M benefit for beWefit of Contractor?s Customer. Contractor shall maintain complete and accurate records of all work p M10 through the Pr9gralfi. 2. Tenn of Agreement: weeme This Agreement ,shall begin and become effective on the date of execution by the Contractor, as specified on the signature page. 7 3. Payment for Work Performed: The terms and conditions of pay ment for work pefformed for a Customer shall be solely between the Contractor and the Customer. Contractor shall not be paid by ESP without the express authorization of Cdsi6rner and in no event shall ESP be liable for payment of any kind to Contractor for work performed pursuant to this Agreement. 4. Insurance Requirements: The Contractor shall procure and maintain at its own expense, the following kinds and minimum amounts of insurance for purposes of insuring 4 ­�)- ­ g the liability risks which the C6ntracGr'has assumed until this Agreement has " ' ' _d ' - 'T ' ­1 � eernen expire oristeJrminAeld. The &iiiricior 'will be -responsible for e'viaen6e-df'­_ provi continued i i insurance when ekti4ig/rene, g fbis Agreeffienfi m Liability a. Commercial General ilily. This coverage should be pi6videa on an V6 most I-, ISO 1998 or mbs duridrit with minim'u6mi limits 61 $6'0`bO'06.-6O` eid_.siroieiirni i it for each occurrence. b. Workers' Compensation and Employer's Liability 1--. '_--st be m"! iiinf �in6d "W"'ith the statutory '�loyees,- (0 iffitts' 'EITU ti4iii, Is required f6r. 0 A:Ccid , - , , , 11 . 1 minimum �,l ifi, - f, - $ 1 0"666.66 ticii 64t/$�QO,000.00 Limit/$100,06dbODisease -Each` - ,-;._ Disease -Policy , Employee. c. Vehicle'- ln�br�nce. Qontrg6tdr shall -at all tunes - carry insurance on Contraddr's I '. 1":�"V " 1 - -Y, ". , -11 r,� vehicles inanAihouhtnotid�ss, ffidn-s-3.0,0,-,�o-,Oo-,,)&Occurr occurrence oo e, en in th agjr6jafe.;' 2 ,,;The Gontractorshall _provide Certificates of Insurance for Contractor's Commercial ,General Liabil y,Cov9rage and Workers' Compensation and Employer's Liability Coverage to'' the Customer. These Certificates of Insurance.shall also_contaui a valid' .provision= bT =endbrseinent that these policies may not be canceled, terminated, changed or modified without thirty (30) days written notice to the Borrower. 5 ' "Trauuna 'Contractor 'agrees to maintain all permits, licensing, certifications required by any governmental agency with liiiisdiction over the constractioni project :Contractors agrees to , participate in any training program required for participation in the Program initially'and from time to time. 6. Quality Assurance: ESP shall have no responsibility to inspect or otherwise supervise work performed for a Borrower, which remains Contractor's obligation. i 7 Remedy of Failure .Contractor shall, at -its sole expense;:immediately correct and remedy All : - defective work, Ldamage;or +loss, - caused, in whole or,in .part by, the; direct 'or . indirect actor omission of Contractor, its subcontractors, employees {or agents, _or3or 1whichzCdnttactoH§ otherwise ,responsible..Contractor. agrees to immediately remedy, at-the Contractor's . expense, anyfailure by.the Contractor resulting in a serioushealth'and safety,issue.AAny:failure to comply •. with other,program requirements discover Aur*g a quality assurance check roust be remedied °'z by, the ,Contractor, at the Contractor's expense,. within three :(3) .business .days of reported failure. 8. Warranties: All materials and equipment furnished to Customers by Contractor shall be new and of first -class quality. Contractor agrees to warrant all work to the Customer to be free from - defects.,for -a minimum of one (1), year; after date such work is completed and accepted by the - Customers,.(or suchlogger period as pis industry ;custom or practice); and agrees td.p romp tly t correct, attContractor's; sole cost -and -expense,;any defect- discovered'during= such, eriod:�If an -.. t r, K... ,4 item of work fora Customer is defective or otherwise requires repair or ;correction; the'aforesaid warranty shall not commence ao.,run', th .,respect to such item -until afterdt-is satisfacfozily ! repaired; remedied andcorrected Contractor wilt talso transfer,:,and assign to. Customers „all warranties of subcontractors, .. matenalmen;.and.manufac urers and suppliers:of equipment used or installed iri connection with any.work for Customers, and ;will cooperate with Customers in the enforcement of such warranties; but the assignment of such warranties shall not relieve Contractor of.its obligations-Vnder' this Agreement. 9. Nondiscrimination. The Contractor agrees, to comply With athe -letter: and spirit -of the Colorado Anti - Discrimination Act,;C R,S..§ 24- 3,4-401, -ket .seg., ,as amended; and all applicable local; state and federal laws regarding discrimination and unfair employment practices. ''_ 10. Nondiscrimination Provisions Binding on Subcontractors' In all solicitations by-the Contractor 3 for any work related to this Agreement to be performed under a subcontract, either by competitive bidding or negotiation; the Contractor shall notify each potential subcontractor of the Contractor's obligations under this Agreement, and of all:pertinent regulations relative to.riondiscrimnation'and unfair employment practices. 11. Termination of.Agreement: ESP, may terminate this Agreement a. for cause (including, but not limited to: Contractor's failure to comply with the Program requirements; Contractor's failure to perform any work for Customers with reasonable , f t c' . promptness `and diligence, 'the bankruptcy, financial'insecurtty or insolvency of Contractor or for any other breach of this Agreement); or b. at any time without cause, by giving thirty (30)-days' prior written' notice to Contractor. 12. Indemnity: The Contractor shall be liable and responsible for any and all damages to persons or property caused by or arising out of the actions, obligations, or oinissiors'of. the Contractor; its employees, agents,, representatives or (other persons acting - under, •the contract ors 'direction or control in perfbrming° or failing to perform, any work under the Program o'r`tliis Agreeri eni''' The Contractor will indemnify and hold harmless; ESP, its members; 'officers, employees,` agents representatives, %and its - contract parties in the`Program (the '•indemnified `parties "),=firom #ai y'arid''ah liability, claims, demands ;`actions, damages; ;losses; judgmet ts,-66,t expenses `iiiclucuig °but rot 1 11 limited ,to attorneys', fees, -which may be made or brought or which may r'esiilt against any ,of the -� indemnified parties as a result or on account of the actions or omissions of the Contractor, Fits employees, agents or representatives, or other persons acting under the Contractor's direction or control. - , s 13. LIMITATION OF DAMAGES: -IN NO EVENT SHALL ESP ALONG . WITH `THEIR AGENTS AND EMPI:OYEES `(OR , ANY OF THE OFFICERS, TRUSTEES,' `DIRECTORS, PARTNERS,,, BENEFICIARIES; JOINT VENTURES, ,MEMBERS, STOCKHOLDER.§ ' OR OTHER <<PRINC-IPALS.f1OR;- REPRESENTATIVES; `AND }THE LIKE,' =DISCLOSED OR, UNDISCLOSED AND 'ITS CONTRACT PARTIES `IN 1,THE - PROGRAM),, EVER BE'LIABLE TO CONTRACTOR, BORROWER, OR ANY OTHER THIRD PARTY,'FOR'ANY DIRECT, INCIDENTAL, SPECIAL, INDIRECT, GENERAL OR CONSEQUENTIAL DAMAGES OR LOSS OF ANY NATURE '(SUCH AS DAMAGE TO PROPERTY; DAMAGES RESULTING FROM DELAY; CLAIMS OF THIRD PARTIES,' { LOSS OF PROFITS, OR "INJURY TO PERSON) WHICH MAY ARISE' IN CONNECTION =WITH 'THIS' THIS CLAUSE SHALL-SURVIVE EXPIRATION OF THIS AGREEMENT: 14. Employee verification: The Contractor agrees to not knowingly employ or contract with an illegal alien to perform work underthis'Agreement. The Contractor' °shall -not enter- into'a contract with a subcontractorthat yfails to certify to the Contractor that,the'subcontractor shall hdvknow ugly employ or contract with an illegal alien to perform work.under this Agreement 15. Criminal- history: ;Contractor assures that all,existing and every-new staff member' working on 0 site do not have a criminal history background that could indicate that they might'present a threat to residents; or staff Acceptable criminal background is no felony arrests "or convictions within five years and no pattern of misdemeanors (three or more) within five years. 16. Safe Work Practices: Contractor agrees,to meet OSHA and Department of Labor Requirements regarding personal pmtective "equipment and safe work practices. Contractor agrees to comply with EPA requirements to become a Certified Lead Based i?aint Renovation "Firm ", if applicable. 17. Independent Contractor: Contractor recognizesand agrees that Contractor is,an,ndependent contractor for all purposes, bath legal and practical, in performing services under the. Program, and that Contractor and its agents and en ployees,are ;not;agents or employees of ESP fo_r any purpose. As an independent contractor, Contractor shall be responsible for employing and directing such personnel and agents as it requires to perform work for Customers under this the Program, shall exercise complete authority over its personnel and agents, and shall be fully responsible for their actions. Contractor acknowledges that it is not entitled to unemployment insurance benefits or workers' compensation benefits from ESP. Contractor is obligated to pay federal and state income tax on any monies earned pursuant to the Program or this Agreement. 18. Recovery Act Compliance: Contractor acknowledges that the Program is funded in whole or in part by the American Recovery and Reinvestment Act of 2009 (the "Act ") and that therefore ESP has certain reporting and compliance obligations. Contractor hereby agrees to take whatever actions are necessary to comply with, and to ensure ESP's compliance with, the requirements of the Act. ESP agrees to provide notice to Contractor of such requirements within a reasonable period of time, as necessary to allow Contractor to report compliance. 19. Governing Law: The laws of the State of Colorado shall govern the interpretation and enforcement of this Agreement. Any litigation that may arise between the parties involving the interpretation or enforcement of the terms of this Agreement shall be initiated and pursued by the parties in the district courts of the State of Colorado and the applicable Colorado Appellate Courts. 20. Termination of Prior Agreements: This Agreement cancels and terminates, as of its effective date, all prior agreements between the Parties relating to the services covered by this Agreement, whether written or oral or partly written and partly oral. 21. Severability: If any provision of this Agreement is found to be invalid, illegal or unenforceable, the validity and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. 22. Representation of AuthofibL Each person signing this Agreement represents and warrants that he or she is duly authorized and has legal capacity to execute and deliver this Agreement. Contractor represents and warrants to ESP that the execution and delivery of the Agreement and the performance of such partys obligations hereunder have been duly,authorized and that the Agreement is a valid and legal agreement binding on the Contractor and enforceable in accordance with its terms. 23. Contractor departure from Service: If Contractor wishes to leave the Program, Contractor agrees to provide written notice to ESP. - EXIiIBI:T C: ENERGYSMART RESIDENTIAL`ENERGY EFFICIENCY-- PROGR -M ° z HOMEOWNER STATEMENT °OF.UNDERSTANDING You have elected to participate in the Energy Smart Energy Efficiency Loan Program (';the Program ") funded by a monetary grant to Eagle County, Pitldn County and Gunnison County ( "the Counties ") from the United States Department of Energy . and administ&6d by Energy Smart Partner", LLC (I Ledder' J. �= As a part of your participation in the Program, you may receive a list of contractors who have expressed a desire to undertake energy efficient residential home improvement iprojects lin Eagle, Pi`tk ii `arid 'Gunnisbn Counties. You understand that neither the Lender nor the Counties are affiliated with or have considered and approved the capabilities of the contractors on this list. You acknowledge that you have not been required by the Lender or the Counties to utilize any of the contractors on the list as a prerequisite to your Participation in the Program and that you may select the contractor or contractors of your own choosing,, so long as that contractor is willing to comply with the Program requirements for your project. You acknowledge that the contractors on the contractor list are independent contractors and that your relationship with them is separate arid in no manner related to your relationship with Lender. You further state that in your selection of a contractor, you have not relied upon any representation, express or implied by the Lender or the Counties. YOU UNDERSTAND THAT NEITHER LENDER NOR THE COUNTIES PROVIDE ANY GUARANTEE 2 WARRANTY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND HABITALITY, WITH RESPECT TO YOUR HOME IMPROVEMENT PROJECT AND, WITHOUT LRVIITATION, ANY GUARANTEE OR WARRANTY THAT THE PREMISES WILL MEET YOUR GOALS TO ACHIEVE ENERGY SAVINGS. YOU EXPRESSLY STATE THAT YOUR DECISION TO UNDERTAKE YOUR ENERGY EFFICIENCY PROJECT IS YOUR SOLE DECISION AND THAT YOU HAVE NOT RELIED UPON THE COUNTIES' ENERGY EFFICIENCY CALCULATORS OR ANY OTHER INFORMATION FURNISHED BY THE COUNTIES' ENERGYSMART RESIDENTIAL ENERGY EFFECIENCY PROGRAM. YOU AGREE THAT IN NO EVENT SHALL LENDER OR THE COUNTIES, THEIR AGENTS, EMPLOYEES, MEMBERS, MANAGERS OR OFFICERS, BE LIABLE FOR ANY ACTUAL, CONSEQUENTIAL, SPECIAL, INCIDENTAL OR INDIRECT DAMAGES ARISING FROM THE WORK PERFORMED BY YOUR CONTRACTOR. TO THE EXTENT PERMITTED BY LAW, ANY STATUTORY REMEDIES WHICH ARE INCONSISTENT WITH THE PROVISIONS OF THESE TERMS ARE WAIVED. You acknowledge that pursuant to the terms of the grant funding the Program, the Lender may have certain reporting and compliance obligations. You agree to provide, in a timely manner, such information regarding your project and its energy efficiency outcomes as the Lender may reasonably request. Further, you authorize the Lender to provide such financial information as it deems necessary to meet these reporting and compliance 'igation requirements to the Counties as well as the United States' Department of Energy. Providing past —A future utility usage data is an example of the information that might be requested of you. You acknowledge that because the Program is funded in whole or in part by a grant from the United States' Department of Energy, the requirements of Section 106 of the Historic Preservation Act are applicable to the Program. If your property is more than fifty years old or is currently listed on the State of Colorado or National Register of His PIaces; approval to;;proceed by the Colorado "gffice of Aicheologyand= Historic Places (OAHP) may be required for. any - upgrades. $ Furthermore; you `consent': to t the submission of all documentation, including photographs, to OAHP by the Service for the purpose of determining the property's historic preservation .significance. ,_ F, >; : .`t ;:x. i, ; 3 .. .4 x f ••t,. z4" .t iio'_:, x '..- l a._.' .Se a r ice. , r` °'' O My property. is more than fifty pears old, -or is currently. listed on the-Colorado Statelor National Register of Historic Places. ❑ My,property is located In a�Histonc District By signing below, you indicate your understanding of the above stated terns. Name (Printed) Signature : -Date unrtorm Hesidentiat Loan Ap' 1if;ation >_ tots appheauon K des goad to be completed by the applcant(s) with the Lender's 4"arlance. Appncants ahauld complete this form. as 'Borrower' or- Co- Bernrwer; as applicabri CD Dorrawar Information must also be provided (and thi appraprda Q ta bax checked) when the Income or assets Of a parson other than the Borrower (including the PAfiower's spousal wig be used as a basis for loan qualification, or M the Income or assets of the Borrowers spouse or other person who has community property rights pursuant to state law will not be used as a basis for ban quatilicalion, but his or her liabilities must be considered because the spouse or other parson has community property rights pursuant to applicable law and Borrower resides in a community property state, the security property is located in a community property stale, or the Sorower ds relying an other property located In a cammutlly pmpErty state as a basis far repayment of the loan. it this is an application for pmt credit, Borrower and Co-BCnower each agree that we intend m apply far Jelnt credit (sign below): , Barrow er Go- owmwer 1. TYPE OFMORTGAGE AND TEHMSOFLOAN Norigage A.e Appped far VA U Conventional L_I Other (explain): ' p nay Cue Number Under Case Number • FHA 0 USDA/Rural Housing Se"a Amount Mf areal Rate No. 01 Months Amorlizallon -- Fixed Rate Other (esptain): - S -- ^ - -- - -- _ x TYPe• ❑ GPM ARM (type): — — _ IL PROPERTY INFORMATION AND PURPOSE OF LOAN -- — — _ Sub;eet Property Address pine/.. city, pee s ZIP) No. of units Legal Oesu_ iption of Subject Property (attach descdplion it necessary) Year Eulh .. . - Purpose of Loan - CAnsfmction —� -, Other (explain); Property will be: ` Relinanca �arY t'''� Secondary Canatrucfion- Permanom L Residence L_I Residents Q Invufnent Comp(eIa thin 6ne It construcBon or conslrucllon•permanent loan. - Year Lot orlginal Cast Amount Existing IJens (a) Present Value of UI (h) Casl OI Improvements Total (a ♦ b) Acquired S Complete this line If Ibis Is a refinance s Year Oryinal Cost rmoun, Existing Liens Puryase of Relinanea Descdhe 1 Immva.nt. 0 made IU to be made Cast: S Tttle w ill be held In what Name(a) Manny in which T tie will be held blare wig 6e held in Source of down Payment, Sattloment Charges, and/or Subordlnals Financing (explain) Fea Simple nUssehold Dhow .rphation dot.) Barrow or III BORROW ER INFORMATION � Co- Borrower _ `- -"- "-- (iarfaw era Neme pnclude Jr. or Sr. it applicable) Co•Borrawar's Name (include Jr. or Sr. of applicable) - Saciai Security Number Home Phone (incf. area code) DOD Yra. Saeied Saeurity Number Home Phone (Incl. area Code) 008 Ty—,, (mmlddlyyYP) Sekaol (mmlddlYYPY1 Sehocl L _ _ � T _ lJ Marled l� Unm.rrled pnclude a/nple. GD pGndanh fngl fated by Ca -Boner a) �— 7 Unmurfed pnetude pn91e, oep.ndsnla nm aped 6 8orrgwa &w.d. wldow edj no. yea f Martled tlNareed, wddow lid n., q Y ) L J Beiaped L_I 50 ataad '-y�+� I Present Address (preen shy. pets Z:Fry �Uwn Ran/ _ _ No. Yrs. Present Address (sweet. dry, pa.. ilfi ) O,,vn L J Rem No. Yrs. Melfirg Address, H -different tram FYasent Address reliant address for less than two years, campiele the fDllav (alnet, thy. IIN.. 21P) nOwn L J Rant No. Yn —��— — Borrower._._ Mailing Aridness, iI different Irom Present Addrasa Address Imia. city, rtate2lp)zip) a Own — _ 1. J Pant — _ No. Yrs. Name S Address of Employer 0 Sea Emptnyed Yrs. on this job Yrs. ample lid in 1 K ne al wort protassian Phone tht au cad.) Name A Address al Employer sit a rt ype of ua7ness 0 96.11 l Empioy.d Buarrsa Yrs. on this � b n. em I y of woroklprotesiionline P03.001V fitleiType of us tress - 1 Businaa Fhgne pod .r.a ccdQ if employed in current position for 94 in two Ba!! Or current am 0 e n more an one aS 0A Dom ale the D W n ; Name a Address of Employer San 8nployad Dates (from - la) Name 9 Address of Employer Dales (from - to) stn Enploy.d - a Monthly Income Monthly income posmoni 141611 youo uameas 'avaiins Pboailind —acadq stban it ypea us;nass (aiainea P�Ona la. un code) an:e "ass a yar. sea Employed i ales Prom - o amt Address at , p oyer smd En Hay n ed ales I :o - to LJ an ntoma cntny income t b sMO rt "_ype o smass ousntas Phone pod area md.J ' s mr i t lips, of usmass _ eveli'm Fhana WCL tan code) Unaarm Rasiderlbu Lear, Appy4suan Frni. M xdFseddn Mac Fame Ma. Fern. 1..... (Rn 6149 VMP - Freddt. Mae Fea 55 7ra5 t. am4 Wooers Kl—F enc'al swv6.a VMP21N t4447L4c ` Peg. t of a V_ RACINTNIY Wf11a6C =awn rnnenrrn Grot.Yadthty lcemee " aonawsr _.. _7-7 ,. 5-,jr, Co-aarewei�_� K.• Tela1" A� YmWy _ vn Pr�eant• •.. .. Sacs 6npi income*. ccme'- Wit.. - Sonusae - — _ other summing (P &p .. Commissions .. .: .. -.. Hazard Insurance OivtdendslMteresl - .- - '-s - - Heal Estate Texas Net Rental Income 77 Mortgaga.infutance Olbarrefon mmpMiing, see the nolks to •d ,222e - - Homeowner Assn. Dues wherlac —e.• bales) - Other_ .. - Total S S S Totat . • seer. tierrnrarl,} mry be repidred fe m.vide adBitemi deaea ua.iw, 0ex;re,e Otter kca+r. Nett -: Aimrry. Thad mp t4 or,epank. inl& t N;I-- mad net be nv.Wd l & eonove , _ . e BIC•' vCo-9araivar.(C)dau eat ehoo-to lunacm:t'dered f.r tvpaytnp tblilairL' I Monthly Amount . Thle Statement and any appplicable suppening schedules may cutikientiy Coined so that the Statement can be meaningfully a the Co- Borowe, section was completed about a non. applicant or other person also. ASSETS Cash or Market DastrFptlen - Value Cezh depOnI toward purchase held by: S LJat checking and savfngs accoutUs below Name and addreso of Bank, S&L, or Credit Union ., eATne. "-- f Name and address of Bank, $&L, cr Credit Union .M. no. Name and address of Bank, S&L, or Credit Union Name and address of Bark, Sa L, or Credit Union Other Assets(r7emize) - Total Assets a. too about that spouse lY 0 Not Jointly ,r u avtumdtna de61,. "I"" Wed0a., Mt. I upcn nie of rW toot. Unpald Balance i t^ _ Wil— RurdenlW tarn Appacalim FuWe M SatPrrdC. Mac A-4 M„ Farm f ifs) leas (pPr...: eras YMP.� 6W& MC Pann of 7105 (Rc 6ro9� W onvrs kt¢M V RnsncLi sev'a:u VU P211Z2 7}.O t Pape 2 cLi ;..YI. ASSETS ANO•LIABILfTlES {conCdj ' Schedule of Real Estate Ow nod (if adddionet prapeyfes arts awned, use continuation sheet.) Propperly Address (entar S g Sold. PS If pending sale Type* t h41ent 1 Amount el Mangaa41 gns. Motlpsg. lrour'mu Nn ' or R a rental being held for income) PropertY� Nartet Vdva a dens FirlU trumma Paygans Mandenar4 petrel Inwme Tries a Mu¢. ... any additional names under w Alternate Name a" Purchase o6ee b. Alterations Improvements rsoalre c. Lend flf acautrod ■epantalvi d Reilnen.4 ancl. debts to be paid ctrl a. Estimated onmald items (, Estimated cost d costs e. PMI. MIP. Fundino Fee _ j_i..Discount of Borrows will part L Total coils (add hems a through h) L Subordinate firlanekto_ k. 8arrcwu't clottno [cult paid by Sonar Other Cradtts (explain) appropriate creditor names) I Vllt. DECLARATIONS It you answer "Yes" to any questions a through I, please _Y aarowar c, aerra„er use continuatlan sheet for explanation. Yes No. Yes No a. Are there any outstanding judgments against you? 0 b. Have you been declared bankrupt within the pest 7 years? ,-11 O e. Have ybA had property foreclosed upon or given title or dead In I�'l D I� ilea Ihereol in the last 7 years? till }u� L�ul d. Are you aparty to a lawsuh? A. Have you directly or Indirectly been ob5gatad an any loan which resulted In tareclnsure. transfer Of Into In lieu of foreclosure, or judgment? (TMs . would include such loans aS home modl)e a loans, SBA loans, home Improvement loans, educational Wane, manufactured (mdbdeg home loans, any mortgage, financial obligation. bond or loan guaranies, It 'Yes; W I details, Including dale, name, and address of Lender, or VA case number. It any, and reasons for the action. 0 3 El ED .._ I. Are you presently delinquent or In default on any Federal debt at any.othar loan, mortgage, financial obligation bond, or loan guarantee? it 'Yes; give details as described in the preceding question. - q. Are you pbltgaled to pay alimony, ehtW support, or separate maintenance? E A. It any part at the down payment borrowed? — L, Are you a ac-maker or endorser on a moll? J. Are you a U.S. dtixen? k. Ali you a petmanenl resident alien? EJ m. Loan amount 1. Do you Inland In occupy the properly as pour primary 0 Q (exclude PMI, MIP, Funding Fee financed) residence? it 'Yes,* complete question m below, m. Have you had an ownership Interest in -a property in the last ❑ r-� I•� ❑ .;z,. n. PMI. MIP, Fundina Fee financed three Vears? LJ l 9. amount (add in & ni (1) Whal type of prop my did you own principal residence _ PR), second home (tS'H11, or investment property (IF)? p. Cash Iromrto llonowar (2) �ow did you hold tlito 'a the home solelyy by yourself (S), _ Isubireet k. 18 o Iron q Jaintfy with your spouse (SP), of jointly wilh another person _ — _ IX. ACKNOWLEDGEMENT AND AGREEMENT Each of the undarfgned epaUlkssy.repranas la Larder mtl to lenders octu.101 patantiof affords. 6n Cars. pncuson. diameys insurers, unkrn, suceeuen And udgns and agrees and aHnowGdau that' (1) the Infatmaion provided In this appreulon b On end ccnat as of the date sal forth opposee my signature and that my ktennen,t or n.0agwt mraepr aUlAnOn of this Miormmkn eanlalnd N Ibis apprrcatim may nnu to cW artery, Measure monetary dm agn. to any plum who am mile my IOn due to retwc. upon alit' mfpnusmlati.n that 1 has rode en this Yrnanl to ;and.; gyps W ermerd psmalLu InUodNg, bill ha pmlted spa IIN a imprkonnUl a beta undo the provisions el Thia is Wall $Ill.$ Cads, a. 1001,. a1 cry. )the Ian rpuaatM pplintfan (die'Low') will be aeeurd by a mengage Or deed or bast an the omowlit dnu!bed in this ....._.. r.. avant with In my At in. 441301. or arocnre..mawmn end rails Ulf a paper vmkn OI this .pp0datlon wove geared eanlefina ay sdpfnJ wrTtUe �tpntivn�_ Aekrorkdaamml, Eh At the udasfynad hereby mkahwiedpn that my owns of the Loam, its sarkas..YCnsson ad usyn3. mar racy dt ruvdlY mY klarmatkn eenlain.d t rata appkatlon or obtain my inlamUtdp at data relating to the Low. lot my legaknait finin is purpose numSh sry moves, imcAming a nuns nand in vol Mini.. 1" der ■ If mumillim d'mp gncy Borrowdr signature Data Cc- Balrowar's Signature - - j Darr %{ X INFORMATION FOR GO_YERN TENT M0NIT0RING PURPOSES The lalfawing bilrrmat 'an is rryussld by she Fderai rwramnwd lot tanain lypes of IOUs related la a dw.isna 11 order to m.nuor Ill. ladle. eompffwn —0h—.q..) oara dpparlunny. Isu h¢u:nff ad ham. medgsge tr_,.s.n'aA` You At not nyvad to lumkh this kfamrimM hill era wnuragd to do m. Th. law prar(dea [her a it'd' -AT mat distrimi,04 1Aha m In. buts of that Inl.rmailon. a m whether you thadst_so tarnish k. u I. lumhk the informal-... pleas provids troth Uhnkhy and lice. For rap, you may [hack man them m. dosyntlion. 11 you do not furnish athnkly, lice a ns, unda Fdael nguta4ans, Ibis lender Is ra0ufrd to not. the MlormUmn an the basis of visual observation and sumens N you have roda this epCCpeatlon k person, a yov do m1 wish to iumlah the 1phumatgn. Faw chock IA. has W.W. (Londe mutt rn:ew Cho &bare easel 1. usms but Ill. dkdoamel caddy an nquuaoeml31. which the Miler n I P1 under tppdo.1 still fall Car the patzulsi type a1 lam -applied W.) BORROWER 1 d. nm all to iYmuh r6kinfamac'.. CO•SORROW ER Q I do net wish m lYrru.a rat3lMarmnkn Ethnicity: Race: rns ikm tatiiro LZJ Nm wauxic or Latino marrcarm aei or "' "A_,_ O Ethnicity: Ws a el Lain. Not N• O ask a Leine Amersmintl,m A40A Native AsW � Alrkm � .P Lome1a•�A, Whi.. Rate: or _ a 0 Alaska Nahe � Aaem Alrim Amakan N hntPiseYiedidmirda Wbllo Sex: Ftmtle Q list. SeI: Q F-,J, I MUa ............ This i'nformatlon was provided: 0 in a lace- t.•tece Interview 0 By the app ?cant and submitted by fax or mail uaaam R.aidmtW Gan App3ufin FUa4 MarlFretldfr Mr. Fannie Mu Farm 1003 7105 (fi.s. fim9 vMP $ r ., , - - fred8. Mac Farm 65 7105 titer_ 6019) Wmtn Kluw a F•aard.tsarkn - YhLP21 N (0507).0/ Past 3 al s CONTINUATION SNEEi1RESIDENTIALLOAN APPLICATIDN - - Use this continuation sheet FI Borrow x: - - ' � � � A -an Cua Number You need more space to complete the Resldentret Loan Applieation3Mark B for ", , Co- Sorrowar. Lender Case Number. Barrower or C for Ca- Barrowar. ! - - - - F�- •-..�_ j W {e fully understand that it I: a Federal crtma punishable by ""IM imprisonment, of both. to knowingly make any false statamonts ecnaerni --any of the above tact. as applicable dndar the'ptoeialens of Title 1B• United States Coda, Section 1001, at seq. Borrower's Signalumt Date Co- Bartower•s Srgnature: Date - is X Uniiarm aesiee Iw Lean App0cmion Feneie MadFreddw uec Fannte M. Porn i dC7 7rei bier, 6PoY1 Vide S Frecas uu Farm SS 7Po5 pier em9) W:ea. Mw a Fl;a tai 1—ic. YUP21 N (0307 }01 Pete 4 al t PROMISSORY ROTE Enf rWSmai t;Pai•tners LLC Energy Smart Residential Elair Efficiency Revolving Loan Fund Program dror first "sbanowet mitiala that last riamen .Date, nest- closing -daren e ' acobmr first names ivalmnmver initials teebcr lest stare - (Referred to below as .:: "ate', or•my") - - I.nur Number afilenamea - Property address tsubjeet addrms tsubjeci eiryn,asubje statea .rsubject_zipe 1. BORROWER'S PROMISETOPAY - Inidum far a loan that I have rii6ved (the'Uan"), I promise to pay U.S Srdaan_A=untn,00 t1h s amount is refemd to as Principal', plea merest. W the ordc ot'the Lender. The Leader is EaergySmart Paruiem LLC- a limited liability company, organized and ezrsting under the laws of die State 'af Colaiado: The Lender, its' designee or hrty Forty that accepts this Note by trarisfer ind who is visitled t payments under t his Note is called the "Note Holder" + +. • - r o o receive - Use of sands • i i a The Loan is tieing made inarder to assist Bennsvcr(s) in capital improvement projects to enhance the,encgy effuirnry of owner ..occupied hovsmg. 2 INTERFST Interest will be charged on unpaid principal until the full amount of principal has been Oil. 1 will pay interest at the reie of Cnote rdtao% per annum. The interest rate shown above is the rate I will pry both before and after any default hereunder. - • - •• • • • - • -. 3 PAYMENTS I will pay principal and interest (as prmrdnl in Sect(lut 2above) by rnpl.iny paytttentsrvmay namdr.e - - - - -- I will make Payments an the 5° day of cacti tut i beginning cn s.firstJ d itcata. 1 Cail1 make tl su pay'Amia'evert, ntbnth until I have paid all of the principal and interest, if any, mid any uder ehatj ss thainbed belas, ihit I nay awe ---Jei ins Nbte: lr rimiest is ekaig`ed on the Linen. my monthly payments will be applied first to aectued interest, then principal, Additional payment amounts received shall be applied toward late charges or other rem due, with any remaining payment amounts applied to the principal loan balance as'pie payment If• on rdinat paymentn, I still owe amounts under this Note, r will pry those Amounis in full an dui date, which is called the kiaturjty,Date' ". if 1 fell io make payment for any amount less than full amount shown below by the 20~ day of each month while principal ,due under this Note _ is outstanding, Lender may elect to assess a late charge equal to 5.0% army regular payment amaim fia l Elacn to waive orSmpose such late charge on one occasion shall not constitute waiver or imposition on another occasion - - -_ 1 will make payments at the office of EnerpSerai Partners LLC ( "Note Holder" as described in Section I above), whose office is located at 214 S. College Avenue, 2" Floor, Fort Collins, CO $0524, or at a different place irrequired by the Note Holder. My monthly payments will be in the amount of U.S. SaMoothty_payuurr Ipitiabt• My monthly payment will be aatvmijicitily ilthdrawo tram the bank account of my choosing. I am required to maintains bank account for the automatic payments as tong as a my loan B outstanding. „ - ., •., 4. BORROWER'S RIGHT TO PREPAY 1 helve the right to make payment of all principal, accrued interest and other applicable fen or charges at any time berare they are due without paying any prepayment charge. 5. LOAN CUARGES If arty law, which applies to this loan and which sets maximum lean charges, provides that the interest or other ehargesI callecled or to be collected in connection wish this loan exceed the permitted limits, then; (i) any such interest or loon charge shall be reduced by the amount ru �essiry to reduce the interest yr rate chi go the permitted limit; end GO any simms already collected frmn me which exceeded,permitted limits will be refunded to m . The Nate Holder may choose to make this refund by reducing the principal I owe under this Note 67 by making a direct payment to rem ira refund reduces principal, the reduction will be treated as a redumtianorthe original principal due under this Note 6. GIVING OF NOTICES Under applicable law require a different method, Any notice that amt be given to me under this Nine will be given by delivering it or by mailing it by first class mail to me at the Property Address above or at a different address if I give the Note Holdei'i notice of my different address. Any notice that must be given to the Note Holder under this Note will be given by mailing it by first class mail to the Note Holder At the address slated in Section 3 above or at a different address if I am given a notice orthat different address. - 7. OBLIGATIONS OF PERSONS UNDER THIS NOTE If mma than one person signs, this Nate, each person is fully and personally obligated to keep all of the promises nude in this Note, including the promise to pay the frill amount owed. Any person who is a ywrantar, surety or endarser orthis Note is also obligated to do these things Any peraon ivho takes over these obligations, including the obtigadons of a guersal i, surety of edaner, of this Nrite, is also obligated to keep all of the promise's inadc in this l4ote The Note Bolder may enforce its rights under this Note against each person individually or against all or us together. This mean that anyone arm maybe required to pay sit orthe amounts owed under this Note. a. WAIVERS - - • c I and any other person who have obligations under this Note waive the riots orpresentment and notice ofdishoaor. "Presentment" means the right to require the Note Holder to demand payment of amounts due, "Natice cf dilhonar" mr itli the right to require the Note Holder to jive notice to other persons that amounts due have not beta paid. no modification or waiver of any or my obligations or Le lees rights under this Note must be contained in a writing signed by Lender Lender trey perform any army obligations or delay or fail to exercise any Grits rights without causingh waives of those obligations in rights A waiver on one areas on will not eonstilute a waiver an any other occasion. My obligations under this Nate shall not be affected if Lender amends, eompioaiises, eichsages, fails to exercise, impairs or relcues•anty of the obligations belonging to any eo- borrower, or guarantor or any of its rights against arty co-batrower car guaranlw to this Neste. 9 APPLICABLE LAW This Promissory Note . shall be governed by applicable Federal law and Colorado law 10. COLLECTION COSTS To the extent permitted by law. I agree to pay Lender's reasonable fees and casts, including, but ral limited to, fees and costs cf anameys and other agents which are incurred by Lender in collecting any amount due or enforcing any right m remedy under this Note, whether or not suit is brought, including, but not limited to, all fees and casts incurred on appeal, in bankruptcy, and for postyudgrrmt collection actions. 1 1. FTC Notice Y Any holder of this consumer credit contract is subject to all claims and defenses wbicb the debtor could anert agalm the seller of goods or services obtained pursuant hereto or i0th the proceeds heraoL - paid by the debtor hcrnmder. - - - _vim' hereunder 6y the debtor shall • not rsceed amounts NOTICE TO BORROWER Read this promissory tote before you sign. Do sot sign this mbar first names aborrauw iretiata tbor last nmaea promissory note if It coutains blank spaces. - ambor first names tcoborrawro initials tcobor last rates FEDERAL TRUTH IN-LENDING DISCLOSURE STATEMENT (THIS Is KETHMA CONTRACT NOR A COMffrN Eh? TC) LEND) Eqprgykipart Partners LLC .,]Energy Smart Residential Energy Efficiency Revolving Loan Fund Program Borrower(s):ubor first romeoitborrawer—inidal))ubcx .lag_jnamm2 Lender: EnergySpart Partners LLC trcobcW firsLimunca acoborrower—initialn t(cobor last name" 214 S. College Ave., 2" Floor Property Address usubjecUcklmssu, Fort Collins. CO 90524 gsobject—dry)#, (tsubjecLstaten osubjecL;ipD Loan Number- dDenamen Date: oicst—closingJaien ❑ Initial Disclosure 0 Final Diac'losur a Annual Percentage Rate Fin*atici Charge Amount Fi Totaloink The cost dfyour"tridit -�Oe, "imiairdollai alno;4 the credit VMI cost tMLkn�i of credit provided to you or on your . 91 - I The amount y ou will have paid after making all your payments as ichiduled as ayeArly Tate you. behalf. uapm% 'V(Finance Charge( S(tAmount-Fifianiiecb) S((TOt21 of Pa y1h entw) INTEREST RATE AND PAYMENT I SUMMARY Rate& Payment Interest Rate, auahk_rstej)% Principal +InteiEfPayment ­ sukiotithly-Ysymenb) Estimated xes +.nb surance (Escrow) ❑ Includes Private Mo't'lga'gc:1' risurance ❑ Includes Moilgage Insutirice Total Estimated Monthly Payment VxMonthly I -paymenn) ❑ FINAL BALLOON PAYMENT DUE-- ❑ DEMAND FEATURE: This loan transaction has a demand feature. ❑ REQOIR'EDDE-PO'SIT- Thearimud I percentage rate does not take into account your required deposit. ❑ VARIABLE RATE FEATURE: Your loan contains a Variable Rate feature. Disclosures about the Variable Rate feature 16i been provided to you separately. SECURITY, You are giving a security interest in: ❑ The goods or 9 property Pain purchased 11 Real property you already own. . , - THERE IS NO GUARANTEE THAT YOU WILL BE ABLE; TO REFINANCE TO LOWER YOUR RATE AND PAYMENTS FILING FEES': "SO.'ob, LATE CHARGE: if payment is more than 15 days late, you will be charged 51/m PREPAYMENT- lfyoupayoffearly,you D(usy 0 will not Uveto PAY a- penalty. Elmay 0 will not be entitled ioa refund ofp!rt of the finance charge. INSURANCE: The fiowing irwnce s ' mn t ❑ Credit life insurance ❑ Credit disability • ❑ Property insurance ❑ Flood insurance You may obtain the insurance from anyoneyau want that is acceptable to the creditor. El lryoup&ebzse 0 #D pcttyE3 floodinsuranceyoFwill pay$ for a ant yew term. ASSUMPTION. Someone buying your property Omay ❑ may, subject to conditions 0 may not assume the remainder ofyour loan on the original terms. See year loan documents for any additional information about nonpayment, default, any required repzymenti ,n full before the scheduled date and prepayment refunds and penal6es' Rf * nicans an estimate 0 all date Ind nunifitj disclosures �cccpi th'. late pa-im,t'ru'iiisclofurtsarte- ' � — ' ' stunwes. You are not required to complete this agreement merely because you have received these disclosures or signed a loan application. The undersigned hereby acknowledge(s) reading and understanding all of the information disclosed above, and receiving a completed copy of this disclosure on the date indicated bilaw Read, acknowledged and accepted this day of Prtived By EnergySman Partners LLC ubmJirsr-r1 tab orrow;rjnitial)) abor- last -Pame)) ocob(yr-firsLnamcn acoborrower-initiain acab—or iast-namen Bate Date BORROWER CERTIFICATION EnergySmart Partners LLC believes the success of this program is wholly dependent upon the process of providing you detailed and accurate information regarding all aspects ;of this transacttonsand financing mechanisms used to achieve your goal We invite you contact us directly if you °feel awn aspect of this agreement has not been explained to your satisfaction Please`cantact: " EnergySmart Partners LLC 214 8. College Avenue, 2°d Floor Fort Collins, CO 80 524 (970) 494 -2021. Phone (970) 494 -2022 Fax 1nfo0,6 dingoa'rtn ers.org We have requested that your contractor, (lender name)), help facilitate our loan process to enhance convenience for all parties. ' You'are advised'that your contractor is not affiliated with EnergySmart.Partners LLC or its parent organization, Funding Partners for Housing Solutions, Inc. Your contractor does not receive compensation froth EnergySmart Partners LLC for`referring applicants to'EdergySmart Partners LLC or in facilitating our loan appheation process. Your contractor does not function as a representative of EnergySmart Partners LLC and is not authorized'to negotiate your loan terms or, credit qualifications and is not provided access to information contained within your loan application or customer file. By signing below, you are acknowledging that the Promissory Note, Federal Truth -in- Lending Disclosure and other documents have been fully explained to you and that you understand the amount you owe, under what circumstances your loan must be paid in full and how you can contact us for further information. Dated: ubor first_name >i (borrower —initial)) «bor_last name» (mobor_first_nameii «coborrower initial) ucobor last name)) ` Contractor Representative Name i Signature «lender name» Aipqrt Partners LLC d oh t Port ' jn§, CO 80524 (970) 494-2021- (970) 494-2622 Fax V� R,OFJUEN AND COMT1111bW&N�-j"' RK AFFIDAVIT On '[d.te],' [name 'o-fclat"m6i]("Contramior"),of [address], City of [city], County Of-, [county], State of Colorado, entered into a Construction Contract with [name of owner] ("Borrower"), to furnish [description of labor and materials] forthe work performed on property owned by [name of owner], of [property address where work wasperformed], the descriptiod of Which is as follows: In Gonstderatton of: [amount] Dollars. (S receipt of which is hereby acknawledied, [claimant] hireby waives to claim a m6b6icls lieri'against the above described property, �r . I h;i7&­;. , -1. , — , any improvement; thereon, in order to secure paymcid e service's he his furfiishcd' under 'the heriefin rn`e*nuiion`a d contract`; This waivef has been executed by [claimant] voluntarily and with fill knowlcdg�` of the rights ifforded uridc?thet Ij 'Of the State of Colorado. Signature Title [claimant] BORROWER RELEASE You are hereby requested and authorized to pay the sum of$ W as a disbursement of loan proceeds under our promissory note with you dated Such funds we to be applied to pay for labor and materials fumished under a Construction Coiitricly_�th ("Contractor') date . d BoITONYar hereby CERTIFYS that (i) work is progressing on schedule and in accordance with the Construction Contract and the .Plans and Specifications referred to therein; (ii) there is no default under the promissory note or the Construction Contract and, (iii) there are sufficient undisbursed loan proceeds to complete construction in accordance with the Construction Contract and such Plan and Specifications. BORROWER.- BORROWER, ^ FACTS What Does EnergySmart Pa rtnersLLCDoWithy Personal Information? 11 gives consuffieri'the right to—, --lintit sbrie but not aff j. Federal law also requi us ect slige, end irolq�d yi 6& personal information. Please read this notice cireRilly to undersiaridi what W6 do. What? The types of personal information 'we collect and share depend on the product or I 214 S. College Ave, 2d Fir. services I you have,�;ith us. This in forinati6n can include: For ou r everyday business purposes. er an mortgage rat s d p5 How does EziergySmart Partners LLC Such as to process ydur tiansactions, . Yes * Credit history and credit scores maintain your accoun is, responds to court When yoii are no longer our customer, we continue to share ffifo' rmation as described in No noe HO W? At I finaric ial companies need to sh�iire ct�t�mers' pers 7 onal information to 'run their credit bureaus, ,everyday business. In the section below. we list the reasons financial companies can share their customers' personal information; the reasons Eneig'YSmart Partners ILC chooses share; and whetheryou can limit this sharing. 11 Who is providing this notice? EnergySmart Partners LLC pers in 'A 214 S. College Ave, 2d Fir. For ou r everyday business purposes. What we do How does EziergySmart Partners LLC Such as to process ydur tiansactions, . Yes we use security measures that comply with federal law. These measures maintain your accoun is, responds to court include computer safeguards and secured bles . and buildings, No orders and legal investigations, or report to collect my personal Information? Apply for a loan or credit bureaus, Apply for financing Pay us by check To offer our products and services to you No We Don't Share For Joint marketing with other companies No We Don't Share For our afliliatee everyday business purposes— Information about your transactions and Yes No experiences For our affillates' everyday business purpose$ — Yes No Information about your credit worthiness For our affilatee to market to you No We Don't Share For our non-alfiliates'to market to you No We Don't Share [6;;stions? call 970-494-2021 or go to www.fundingpartners.org Who ive are Who is providing this notice? EnergySmart Partners LLC 214 S. College Ave, 2d Fir. Fort Collins� CO 80524 What we do How does EziergySmart Partners LLC To protect your personal information from unauthoriied access and use, protect my personal information? we use security measures that comply with federal law. These measures include computer safeguards and secured bles . and buildings, How does EnergySmart Partners LLC We collect your personal information, for example, �hen you collect my personal Information? Apply for a loan or Apply for financing Pay us by check Wilative do. Why can't I Kraft all sharing? Federal law gives you the right to limit 0-fily Your information to market to on Statelawsand ifidividual'co'm'jpa�n'ie,�s'ma'ygiv'e'y-ouidditionaI rights to limit shariiig.'Seebiiow for more on y6iir rights under staeclavi.� � Derinitions Ilan ^ EIICTY�mart Partners LLC shares your information foroureveryday ` Non-Affillates Companies not related by common ownership or c I ontrol. They cin 67 flfna6clal and non-finlarfcial companies. EnergySmart Partners LLC does not share with norf-affiliates so they can market to,you Joint Marketing A formal a . griement be'tween non-aff iliaied financial companies that together market financial Products are services to you, ^ � . ` � ' ` ^ .' . � ~ ' ' ' ' Energy5mart Partners LLC 214 S. College Avenue, 2 °d Floor' Fort Collins, CO 80524 (970) 494 -2021 z ' (970) 494 -2022 Fax r, > ;t EnergySmart Partners Energy Smart Residential Energy Efficiency Revolving Loan Fund Program E- STATEMENT ENROLLMENT FORM a Aew to E- Statements ❑ Change El Cancel Borrower Information: ((bar first_ name)) t (borrower initial)) obor_last name» ucobor fir'st_name)) ((coborrower initial)) ttcobor_ last name» Property address: usubject address) (subject-city)), usubject state» usubject zip)) Loan Number: ((filename)) Email Address: (Please print eleuly) Alternate Email Address: (please print clearly) By signing below, I represent 1 agree to opt in for E- Statements from EnergySmart Partners LLC and understand my loan statements will to be emailed to me and that 1 have caused this Enrollment Form to be executed AGREED TO AND ACCEPTED: abcr first name» «borrower initiate) abor last name» Date. Date: acobor first —name)) acoborrower initial» acobor last name» FIRST PAYMENT LETTER. EnergySmart Partners LLC Energy Smart Residential Energy Efficiency Revolving Loan Fund Program #' EnergySmart Partners is pleased to provide the Erier"gy Smart Residential Energy Efficiency Revolving Loan Fund Program; which allows qualified households the'opportiinity to rnake ca'p'ital improvement projects to enhance the health, safety, and energy efficiency of their home! Under the terms of this loan, you are required to make regular,monthly payments of priridipal and interest in the amount of S(dYionthly_Payment nitiah) which =-due no later than the 5". day of every month. The Loan Servicer, Funding Partners will �x ithdraw jour pnf ''lent iii AC{-I withdraival from the account you specify on the ACH Authorirahan Form tin the b"` tlay�of every ytnonth begit}ning <cfirst�aymerits>, Should there be any delaysettirig up youraeiount prior to the 'first payment date, you'cari use this`first payment letter as a tempurary' payment coupon. At your request, you may be provided an amortization schedule of payments to reflect the application of principal and interest for each payment required to satisfy your loan obligation by the maturity date of your Note. Payments will be made to Thank you for your cooperation! Sincerely, Connie Ealey Loan Programs Manager 970.494.2021 connie(a),fundingparmers.ore EnergySmart Partners LLC CIO Funding P, artners 214 S. College Avenue, 2nd Floor Fort Collins, CO 80524 Ref: Loan Number «filename)) DO NOT MAIL CASH i EnergySmart Partners LLC 214 S. College Avenue, 2 1d Floor Fort Collins, CO 80524 970.494.2021 970.494.2022 Fax www.fundi ngpartners.org AUTHORIZATION AGREEMENT FOR DIRECT PAYMENTS (ACH DEBIT) Company Name: EnergySmart Partners LLC I (we) hereby authorize EnergySmart Partners LLC, hereinafter caned COMPANY, to Initiate debit entries to my (our) [ ] Checking [ ] Savings account (select one) indicated below at the depository institution named below, he called DEPOSITORY, and to debit the same to such account in the amount of SaMonthiy_Payment Initiab) Depository Name: Branch: City: State: Zip: Routing Number: Account Number: This authorization is to remain in full force and effect until COMPANY has received written notification from me (or either of us) of its termination in such time and manner as to afford COMPANY and DEPOSITORY a reasonable opportunity to act on it. Please include all names as they appear on the account to be drafted. Name: Name: PLEASE PRINT PLEASE PRINT Signature: Signature: FP Loan Number: «filenames Date: PLEASE NOTE: YOU MUST ATTACH A CANCELLED CHECK (UNSIGNED) FROM THE ACCOUNT YOU WISH TO HAVE DRAFTED IN ORDER TO PROCESS THIS REQUEST. PROMISSORY NOTE EnergySmart Partners LLC r Energy Smart Residential Energy Ed iency`Revnl- v rig I otalt Fungi program S w.. xbor first names abormwer initials abor Last names , Deep rest clvsing_daten _ scalar first cameo «calm aver initialn veuber_ lost Harr , (Referred to below is "P" . "me', or "my'y - _... afilenamea Property address: asubjeal addressn - LaanNumber. asubject chile, asubject states esubjeci zips - I. BORROWEIVS PROMISE TOPAY . in return for a Iran slit I have reeeiyed,(the Laren ), I Promise W pay U 5 Saloon �mon¢ts.00 (this amount referred to as ,plinci Plus interest, to the coder oFthe Lender, The lender is Energy5mart Part=LLC., a lumted liability company, organized And existing uuccd the laws or the State of Calondo. The Lealle , its' designee, Of any party that accepts this Note by transfer and who is entitled to receive 'Payments undesthis Npte is called the "Note Holder" t (A)� Use Or - , The Loan is being made in order to assist Bono il in capital ion rovement projceU to enhance the aoagy efFnenry oC owner occupied housing) P 2. INCERFS'f, interest will be charged an unpaid principal until the full amount ofprincipal has been paid. I will pay interest at du rate per of ' . annum. The interest rate shown above is the rate I will pay both before and after any default hereunder +mote _ nten r I. PAYMENTS r ". (A) Time aod Place ofYaymcure 1 Wr71 Pay principal and rnteral (is pm%i'tLgl in Scetrou chore '`t } ) y nukm8 R0'ments every month I will make payments on die 5° day utehab muiah beginning on iiriijuiy nicubt, I kill iimkc tHcsu paytuctins every month until I have paid all orthe principal and interest, irary, and any other charges described below that 1 May owe midair this Nate. If interest is charged on the Loan, my monthly payments will be applied first to accrued intwts; then principal. Additional payment amarmis received shall be applied toward late charges or other fees due, with any remaining payment amounts applied to the principal loan balance As prc-paymenl. If, ca +dinat_psymenor. I still owe amounts under this Nolc, I will pay these amounts in full on that date, which is called the "Maturity Date" 'If 1 Coil to make. payment for any amount Less than full amount shown below by the 20° day or each month while principal due under this Note is outstanding; Lander rosy elect to assess a has charge equal to S.0% army regular payment Amount Election to waive nr$urgrose such tale charge on one occasion shall not constitute waiver or imposition on another occasion. + 14111 melte payments at the office of EnerilySmart Partner; LLC ("Note Holder ", as described in Section I above), whose air= is lecakd at 211 S. Culh�e AYeoae, l F7oai, Fort Co01ns, CO 80524; or qt i ditieiem place irmquimd by the Note Holder. t My monthly, payments wilt be in the amount of U.S, SnMomhly Yaymaat iuldabr. My monthly payment grin be autotmHdty mtbd'r`awi Tram the bank account of my c5uosing. I am required to malfitta)u a bank account for the aarormee payments as IoaE as my loan is ootstiaMull. s, (B) Acceleration of This Note Lender may accelerate and declare all Nola principal and accued interest to be immediately dueFand payable in full upon notitcatian of artyof the fallowing evenb: (a)1 no longer occupy the Prapeny as my primary residence m do not occupy he Property u my primary residence within sixty days of the execution of this Na b I use The Pro Py Note; () perry u eolllow); for airy loan or indebtedness ell ill hrs other Than chose Senior Lien Instruments in place at the time of this Note (defined in Section 8 below); (c)1 trans far or sdl,?ny pan of my interest in the Property, (d)1 refinance any indebledriess due under and secured by a Senior Lien InsWment, or any portion of sums due under this Note; (e) I Allow the property to be used in any manner that violate$ any laws, regulations or ardimmi relating to zoning, building or health, or I allow the Property to be used for arty purpose that may be determined to be illegal under any applicable law, regulation or ordinance; (I) l[ i die, my estate must stole this claim; or (g) I fail to nuke Any payment when due under this Note or othenviu fail to comply with terms ofthis Note. (C) Partial Releate for Catastrophic Events in the event of a Catastrophic Event resulting in ■ bona fide sate of the Property to a party not related to or affiliated with me, the Lender agrees to release and cancel the Subordinatc Security instrument (defined Section 10 below) upon payment to the Landar of the tenet of (a) alt srtocarb owed to the Lenderpursuant to the terms Of the Note and the Subordinate Security Inawment;'or(ii) all sale proceeds in excess of the amount owed to the Seniorlien Holdet(s) (defined in Seelien 8 6daw) in accordance with theses ar -Linn Security 1nsWmem(c)(defned in Seetien 8 below) on the Property- Thu I.erider -shall have the right to require such verifieatron and wbstairtiatian ti the Lender shall dean necessity prior !q any release oC the Subordinate Security ImVUmerC Provided, 6owevei', thie Lender s obligation to tdense and caned the Subordinae Secoriry insW menT Cor a Catastrophic Event shell only remain elFative during such time es the Combined LoaMo-Value Raio exceeds 100°/,, - s `.'For the puipmes- ofduisparagraph(C). (} The sum "Catastrophic Event" shall mean my death at divcfce, or an Eitefuled hints, occurring during the term .ofthe Note, which event direcdy results in a verifiable financial hardship requiring me to sell the Property; (i0 The term "Extended Illness" shall mean a serious accidcnl or injury rendering me ill my spouse, or an adult family member who is primarily dependent upon me for his or her support, unable to engage inmeanin fihl employment for a period in excess arninery (90) days; and - - 8 (Iii) The term "Combined Loan -to -Value Ratio" shall mean the sum of amounts owed to Senior Lien Holders) in accordance with the Senior Lien Security Imtrument(s) an The Property combined with the amount oved pursuant to the Note and the Subardinaic Security Imuument'ard total arramu owed under all subsequent Subordinate Ser:urity instruments, if applicable, at the time of this transaction. Such sum shall then be divided by the'Wr market value cf the Property, as determined by a recent Residential Valuation Report completed by a duly licensed Colorado appraiser, to Achieve a final Combined Loan- to-Value Raro- Lender shall reserve the right to dispute the valuati on determination contained within arty such Report and MAY elect, at ivs sole expense, discretion and to providein alternative Residential Valuation Report from an accredited source in determining final disposition of this Subordinate Security hrsimmem. BORROWER'S RIGHT TO PREPAY I have the right to make payment oral) principal, accrued interest and other applicable fees or charges at any time before they are due without paying my Inepaymem charge LOAN CHARGES If soy law, which Applies to this loan and which sets maximum loan charges, pmv des that the interest or other charges collected or to be collected in connection with skis loan exceed the permitted limits, then (r) any such interest or loan charge shall be reduced by the amount necessary to reduce the interest or rate charge to the permitted limit, and (n) any sutns already collected from me which exm -dad pemvtted fruits be refunded tome The Note Holder may choose to make this refund by reducing the principal I owe under this Note or by making a payment to me. If a refund reduces principal, the reduction will be treated as a reduction of the original principal due under this Note. Page I oft 6. GIVING OF NOTICES Unless applicable law requires a different metbod, any notce that must be given, to me Minder ibis Note Will be given by delrvenag it or bl smiling it by first doss mail t6 Wr itthe Prapeny Address above m at a ddfererrt eddresa if I gave the Naie Fielder a nobee of my different address - Any notice that must be given to the New Holder underthis Note will be given by rnalins'it by first class mail to the Noce Holder at then address stated in Section 3(A) above oral a diffcrrrt address fl out given anotire ofthal ditfeicrt address, 7 OBLIGATIONS OF PERSONS UNDER THIS NOTE If mole than one person signs this Note. each person is fully and personally obligated to keep all of the p oiniseq made in this N04.1 including the promise to pay the full amount owed. Any person who is a guarantor, suraty'oi endersei of this Note ii itso inbggased to do these'things. all Person Who takes over these abligations, including the obligations are guaranor surety or�: endorser of this Note, is also obligated to keep prove ses made in this Notes The Note Holder may enforce its rights under this Note agauut each person urdrviduel or ` tu(t11 of ;ds together. 21us means that any one ofw may be required m pay all critic sniovidsnowed under this Note. '. 8. SUBORDINATION I acknowledge that the . indebtedness evidenced by this Note, and any other Financial aiiiiga6on vfimh rosy bereafler bey ' on me the Lender, is subordinate to the indebtedness evidenced by a note payable to a senior leader which note y secuisd by a first �ga''ge of decd or . tent on the Property (the "First Lien so ity instrument'). The holder of such First Lien"Security lnstruraent shall be'hereafler referred to as the ScdarLienHolder, Subsequeot obligations that I rnter mto,'tsfiteh mituille_alien matt -pion it tis seniuBr iu the ea or treat securing thin Note; shag be At the sole - discretionofthe Note Holder. i r 9 WAIVERS I and any other prison who have ubligatuun under this Note waive tie sigigi rdiaesentment and nuhw of ishwrutrxPreseatmeM "_means the right to require the Note Haider to demand payment of amounts duo, "Notice of drsho nor" means the fightto require the Nate Holder to give notice to other persons that amounts due have fiat been paid. t The modification or waiver of any of my obligatiom'er Lenders rights under this Notfazust be contained Ike writing signed by Lender Leader may perlarm any army obligations or delay or fail to exercise any of its rights without aausing • Waiver r oFrhose obligations or rights A waiver.ob one occasion will not constitute a waiver on any other occasion. My oblrgations'under this Note shill not be affected ifteader emends,: compromises, exchaagra, fails to esucise, impairs or releases any of the obhgatidni belangmg to any ,O- mower orgaamutor or any arils rights against arty co- 6aiicwer, guarantor. the eallaterat or any other preperry'securing thin Note. 10. UNIFORM SECURFrt VnTP • r This Note u a unirc rm instrunmeet with limited variations in some jurisdictions" In addition to the proteetiwta given to the Lender under this Note, I am granting lire Lender a security interest in die Property, under e'Deed of Trwt (the`' Subordimite Seairity Iristrument), dated the same date as thin Note; to protect the Leader from possible losses which ioight result if I do not keep the pronuses which 1 make in this Note The Subardinste Security loatrumeal is end shall be subject ind subordinate in all respects in the liens, teams, covenants and eonditiona of the First ilea Security Inctriuttent The Subordinate Suunty'lnstn m'e It desmbexhow and under what ' ecndluonu'1 °may be required to make immediate payment m foll'prall amounts 1 owe under tsar Note: - °Same orthose ecridnioni ere deimbed ds 'roil' `Y - (A) Transfer of lire Property or a Beneficial Interest In Borrower r Except fat a mnveyance'lo the Senior Lien Holder of Tnniee finder the First Lien Security li iyv'ment, if all or a of the rPraperiy or linty interest in it is sold or transfared'tor ira beneficial mtercj in Borrower isaold cr'lransferi `ed and Borrower a not s natural person) without Note Holder's prior written consent (including a transfer ofall or say paitb' f the Property to anY person who does hot use the Property as a primary residence); or (B) Faliare to Occupy'Property _, a Except where prior Written consent or the Note Holder has been provided. I rail to occupy the property is my primary residence while arty portion of the principal and interest is due under this dote; or ' (C) Detnilt or Non- Perforroaeco a if I fail to comply with all terms of this Note and the Subordinate Security InsbumenI or cause noncamplienu with terms and conditions defined within Senor Security Insuument(s) including, but not limited to, inhistion of foreclosure proceedings by any my death.. notice of voluntary or involuntary bankruptcy, insolvency or receivership, assignment or' ' : ss6 to creditors, or upon (D) • -: Default Rate.- there is an Event of Default under this Nate, the Lender niay, in its discretion, increase the interest rate on this Note toTwelve percent (12%) or the maximum interest tale Leader is permitted to charge by law, whichever is less. I t. APPLICABLE LAW .: This Note and the Subordinate Security Instrumerr shell be governed by spplicable Fed" law and Colorado low. 12. COLLECTION COSTS To the extent permitted by law, l agree to pay Lenders reasonable fees and costs, including; bur not limited to, fees'and costs of asomeys and inter agents which are incdrted by Lender in collecting airy einouiit due or enfoming any tighi or remedy under this Note, whether or not suit is brought including but not limited In, all fees end casts insured on appea , rn binkiuptcy; and for postyudgrrii eoiledion actions. 13. FrC Notice j 3 Any holder of this consumer credit contract is subject to all claims and defenses which the debtor could _assert jag ainst;,the seller of goods, or services obtained pursuant hereto or with the proceeds hereof. _Recovery hereunder by the debtor shall not exceed amounts paid by the debtor hereunder. NOTICE TO BORROWER Read 'h" pro note b fi reyou sip. Do notsign this star runt names wbcrmwer initials chair last names promissarynoteiF. if eootainsblaakspasn .'I3irprondssorynate - is sernred by a sobordlaate gees on your real property. ecabor_ivst names eeobanawer initials ecobor last nano Page 2 of 2 After; Recordation, PlemRetura m: Ea0irgySmart Fanners LLC 214 S. College Aveiioe, 2'a Floor Fort Col ins, CO 044 DEED l)F TRUST (Subordinate Lien) Borrower Crantor. ., { _ _ )' - Lender (Bendeiary): _ lib drty company abor f i r s t nameaabortotav mrtialaabor last names ,Acolor_first_nomen teoborrower initials ico6oc laic names 214 S. College Avenue, 2" Fldor - - -subject address Fort Collins, CO V80524 ' ambieet_eityio isubjeet stater asubjen zinc ,..� InitialIaterntBateiiaiote naoi% )•foathlyFgmmk IJ S. S%Mem bly Psyrvent lalddu . • o Prtadpal"ountafpromissory Note bate ofpran&s,*ryNo. 11faNrityDate� LoaaNumber Salome amountH.00 r rest dazing_datea �Inal�raymeat» afdmamcr THIS DEED OF TRUST ('Security Instrument' is made on Den docin dateH anion± the o ' u',: (� ty ) �>` B grardor ('BortoweC) the Public Tnutee of zsubjed eountlx County ('Tnestee "t, and the beneficpary, EntWSman Partners I.I.C. a limited inability company, organized and existing under the laws olthe State olColvmdo ('Lender "). Lender iaetves the right to assign s designate a thud paiiy As 'N ie Holder °!o }livens all rights its responsibilitia of Lender are hereby eztanded. Borawer owes Lender the principal sum'oC gotica Dollars (CIS. saloao amounK00j This debtu evrdenrced 6y Borrawces Note dated the same dale as this Security btstrumem C'Notd'j. _ The Note provides for payment of the principal amount of the Note, together with inteest (e'er provided in the Note) in monthly installments dug on the 5° of each month begun iag 4dRpt -paymecty. The Note providei that the Cull debt; if not paid earlier, shall be due and piyible an idj sl_paymeoor, the "Maturity Date ^ dith*?Qc - .- In addition to the Loan; Borrower her an existing deed of trust loan (the "First Deed of Trust Loan") from aleader namen (the 'senior Deed ,Holder"), which loan is: seared by a :first deed eir trust lien on the Property (the "First .Deed of Truss'). The dacami ats evidencing cr securiltg the Fast Dad of Trust Loan are collectively referred to htattin is the First Deed ofTiwi Uari DocSusu�mems. -,:r, u 1. This Security Instrument seciiro to Lirt'derr (a) the rep',- maM of du debt nlslurLtd bys� ,No4 wadi anleest as prutadtd m the 2Jbe, and dl « nevrals, exleruiorn and maditintions of the Ni ier {h),tlie p ryment of all'swirs;� ltlrfimen. as p u .1jed in; in Note; adv tie un"dq perp'grapfi 7 to protest the security ardw Security Inatrummt errs l (e) the pgfnrmance urBomrwer s i»iiiuinu and agreement's under (her Security Instrtunent and Note. Far this purpose, Banaovertirerocablygraats +trideomeystn•Trustge;in•tnnt vntlrpctvirnfs. tle, aubjecrio' Ihcticlusrfi( tetithiruLietiHdderonder .theFirst Deed of Trust; the property located in soubject coungro Conoly, Calorada, which has the address or taubJect addr,;f- roenbjat dtpnd Colorado asubject nips C' ProperlyAddress 'jandisfiulherdacribedds tottarbmantu , Coanty of tmibjcct county», • Stitt of Calorado. TOGETHER WITH all the improvements now or hereaRer erected on the property, and all easements, appurtenances ind fixtures now ar hercaiter a part or the property ` All replacements and additions shall also be covered by this Security Instrument.` All of the foregoing is relined to in this Security Inrimment as the "Property" - BORROWER. COVENANTS that Borrower is lawfully seised or the estate hereby conveyed and has the right to grant and convey the Props and, except for the First Deed of Trust and other encumbrances of record acceptable to the Senior Lien Holder, the property is unencumbered. Borrows warrants and will deFend generally the title to the properly against all claims and demands, subject to such encumbrances ufre cord. THIS SECURITY INSTRUMENT combines uniform covenants for national use and non- unilbrm covenants with Jingled variations by jurisdiction to eomtilute a uniform security instrument covering real property. - - - UNIFORM COVENANTS. B"WEt and Lender covenant and agree as ratio": _ 1, Payment of Principal and Iiterest. Borrower shall promptly pay when due the principal of and interest on the debt evidenced by the Note and any I %te charges due under the Nate Z. Appgeation of Payments. Unless applicable law provides otherwise, all payments received by Lender under paragraph I. shall be'appurd: first, to any prepayment charges due under the Note; second, to interest dur, Writ, to principal due; and Iasi, to any late charges and other sums due under the Note- 3. Prior Deeds orTrast; Charges Liens.. Borrower shall perform as of Borrower'a obligations under the First Deed of Trust, including 19onvwei s covenants to make payments when due; Hotrower shall pay all lax -, aisessmenb, eltarges frees impositions attributable to the Property which may attiin priority over this Severity lnsWment, and levehold pryrrmts or ground rents, if arty, Bmrawer shall pay them an time diredly to the persscn m amity owed payment Borrower shall promptly furnish lv Lertds all aotiees of amounts to lx paid ands this paragraph If Bormwer mikes these _ paymentsdrrecdy, Borrow_ ershsllpromptiyfumishtoLenderreseipUevidmungthepaymmts. 1?xcept fa the lien o! the First Deed oiTnst, Barrows sfrell pramptiy discharge airy other lien which shall have aftained higher priority over this Security Instrument unless Bonnwet: (n) agrees in writing to the payment of the obligation secured 6y the lien in a mesas acceptable to Linder. (b) eantests in good, fanlh the lien »by, or defends against enforcement of the tiers ir4 legal proceedings nigch in the Lender's opinion operate to prevent enlWCemcnI arthe lien; of (c) sei from the holder of the lienagreern satisfi`•tary to Lender subardiruting the Gm to this Security Instrument E , .. for the lie'gofthe Fast Deed of Trust, if Lendu determines that any part of the Properly is subject b a lien which may tdtaia priority Duet drier Sec inly lnstrumm% Isnder may give Borrower a notice ideziWag the lien Borrower shall satisfy auch lien ar tape. one of mare'of the actions set fcrt}n abode within to drys dgiving the notice. - 4. Sobor`dlnatloa Lender and Borrower acknowledge and agree that this Security Instrument is subject and subordinate in as respect; to the liens, lenmi And co>iditions of th_ First Deed of Trust and to all ad.. heretofore made m which may hereafter be made Pursuant to the First Dead of Trust includiing dl soots advanced For the purpose of (a) protecting or further securing the lien of the First Dead of Trot, curing defaults by Borrower under the First Deed.or Trust, or far any other putpase expressly permitted by the first Deed of Trust or (b) eonstru tin renovalin they Z g famish hg, fuduring or equipping the Propery., The temp and provisimts of the First Deed of Trust are pa- amount and controlling d they supersede any other terms and provisions hermrin conflict therewith.. , IF the Senior, Lien Holds acgimes title, to the Property pursuant to, a deed in lieu of forecimure, the lien of this Security Instru rent shall aacriatcUy terininate opal the Senior Line HohlsYacquisition of title, provided that Ct) Sender has been given w ritten notice of a default under the First Deed ofTmst nail (ii) Lender shag not have Cared the default under the First Deed -of Trust, or diligently pursued curing the default as determined by the Senior Lien Holder, within the 00 -dry period provided in such rwtice sent to Lender. Page t of 4 5. Heard or Property losw•aaee. Bcnrower shall keep the ingrrovemans now esiseyto or hereather created on the Property insured against i s by fire, hazards included within the term "eziended coverage" and any other hazards, including floods or flooding, for which Lerida rogwre; uutrince. This insurance shall be maintained in the amounts and far the periods that Lender requires. The instuarue carrier liruviding. the iar e'shafl be rt.�ert 1rI• Horrowsrsuhjeel m L.endor's apprmal widen shall rim be =mncaably withheld. IfBonmtcrfails to miantam emarage 8senW aboi Lender may, at Leaders ation, obtain coverage to protect Lenders ngbL& in t1xProPery in accordance with paragraph 7. - X All insurance policies and renewals shell be acceptable toLender and shall include a standard mortgagee elausm All requirements "hemorpeneining - toinsuranceshall be deemed satisfied ff Barrows complies with the insurance Rquiremrnts under era: Fist Deed arTnrst Ali original policies of inc� pursuant to the First Died afTnatshall be bend by Senior lien Holder, provided, however, Lender spy be rimmed as a Inss�payee Y appear, aad any ire named as an eddidunal us mad 'If Lender requires, Baroukrshall prcagalY give toLender eop'hea`oEell paid receipts of paid premiums and «venal notices 7n tke event of loss, Borrower stag giver Prompt noticq o the rruoaar:e'wrrier, the Senior Lfrn Holdrrandiender . Lendermeymakeprcarafton rn otmadepmmptlytiytheSeniorLiahii lderorBO{mw r, Unless Lender and Boimwer oiherMse agree in writing, insurance proceeds shall be applied to testorattem or repair or the Properly damaged, if the restoration or repair is economically feasible and Lender's security is not lessened. if the restarati on'ar repair n uoi ee ," (Illy feasible or Lender's seamry would ix lessened. the insurance proceeds shell be applied to the sums secured by this Seventy Instrument. whether or not that duarvntii airy excess paid `Io Ba=wer If Borrower abandons the Property, or dams not answer within 3tl.days 3 police 6wm. Lender hat the' insurance wrier has offered to settle -a claim; then tendertnay collet the mmizare proceeds. Lender may !ire the proceeds_to repiirar'rc1 a the Ptopeity'ar to pay sums secured by this Secdiity Iastrumeatwjiether or rwt 0uen ultra The 30- day penod will Qinwhen notice a given ' Ualrss bender and Harrows otherwise agrFt in wntmg. any apphcaGon or pmeeeds;to pnrxuptl shall not eateiud o Postpone the due date pF the monddy payments «famed to in p umguYap6 l oz elsiug`eythe em �u ufid tnymctitit If rimier pmalpaph 21ihe Pndprrty fs`aequired by l ender, Borrower „'s right to any insurance pobriesiind prontid%suihng from d to line Prnpaty juror to tha>nsnign`ilull pass to t.erider to the extend of the. sums secured by this S}�ewtry7aatnunrntlmme atefy pnarr In tMs acgwsiUon ,motwithitzieleg the above Lend a lights to called and Apply the insurance proceeds hereunder shall be subject nd subondinate to the righp olthe SeniorLren Hgldei b e6llect and epp�ly such pracads in occodance siah the First Deed ofTnn ”' ' 6. Occupancy, Preserntion, lHaintenanc t and Protection of the Property, Borrower's Loa`s Appr=doa ; Lessekilds, 'Bonrowzr shall occupy, eatablrsh, and uric the Property ai Borrower's principal residence within nxry days after the execution of this Security Ltstrumeat Borrower shall mot destroy, daouige or irppair the Property, allow the Property to deleriorNe, cr wmmft waste on the Property,: Batmvt%r shall be in default if any forfeiture action or proccidiny, whether rivil or diminal, "ts begun that in L'eader's gocd faith judgmem mould result in forfeiture of the Property or ahrrvnse materially impair the lien created 6y this Sccvriry Irtstrumvnt err Lender's sccurity iaerest Borrower may cure such default end reinstate, as provided in paragraph I7, by causing the cation orproeeeding to be dismissed with ■Wiling titan, in Leader s good faith ddenniatfoa, precludes farfe5lune of the Borrower's interest in tine 1?mperty or other material impairmenf of the line ereatrd try the Sev eiidor u ity Insinmi6i or I 's security interest'Bomower oval altp'be in default if Borrower, dtring.the login appliratfon lances3, gave materially false or "inaccuraje urramriioa at aiatemrnfs to Lender (or fatted to provide Lender with any niazuial irifoitriatioa) is connee;ion with the loan evidenced 6y the Note, including. -but nag limited ter, ttpresenletlors eancernirng (ii) Havawe's oeeupuury of the Property as a principal rosiefcrwe and pi) Borrower's inramq If Ibis Security htssWrneM a on a leaseha,1 Ho'rowar shall comply with ill provisions of the lease if Berrower, aeprirn fee t tie to the Property, the ►ea ehald and the Fee ti tle shell not njeige unless La dor ajpees la the',, err in uvriting It v Barr`awer erkn"riiivted that this Pro s - ' .. 'd , .. a ges perry sissy he Proper to is uee'and occupancy rntrictinm (which meylre turd evenced by a separate gfeement recorded in the lend records where the Property a located), Ifmilf'ng the Property's tae to, certain cove" and restrictions regarding aeeupeney and futuro transfer of title from Borrower to subsequent title holes that an grmlified according Io pre- estalilishad rueame tlunholds or other definitions that preserve the Property as "affardable" Unless Lender provides prior written consent, if at any time sums are duepndcj this Sccurily Instrument, Burrower faits to maintain the property as his err her primary residence at feat one of the individuals executing this Security Instrument, ifmare than one Borrower), entitle Lender to the remedies provided in Section 21 herecE 7. Protection of Lender's iifghts In the Property. If Borrower fails to perform the eoverranIs and agreements contained in dtu Security lrastrummf. or there is a Iegd promeding that may a pnifieamly affect Lender's rights in the PropMy (surh as a proceeding in benknrptry, probate, for t a demnetion err fofainde of W earortx laws a regulafiora), then Lender may do and pay forwhatever is necessary to protect the value of 0 ePropary and Larders rights in ti the Property. Leadees actions may Include paying airy sums secured by a lien which has priority over this Security Instrvmrnl (indudmg sums secured by the First Deed of Trust), apprising in cant, paying reasonable arr mays' fees and entering on the Property to make repairs. Although Lender may lake action ividc flat paragmph 7,l:ender does not have to do so Any amounts disburse! by Lender under this paragraph 7 shall become additional debt ofBormwer secured by this Security Instrument. Unless Borrower and Lender agpum,to other temp of payment, these amounts shall bur Interest from the date of disbursement u die Note rate end shall be payable, with intaes}, upon notice From Lender to Borrower tcquesting Payment - Prior m taking any action under this Section 7, however, Leader shall rwtiry the Senior Lien Holderofsueh default in the manner provided in Sectioh 21 of this Serwiry {rotmmenl, end shall provide the Senior lien Bolder with the opportunity to sue any such default under this Security Instrumemt All amounts advanced by the Serdortien Holder to nee a default hereunder "be deemed advanced by the Sendorlien Hafdei and shelf be ic`euried by the Furst Deal nrTnut In Addition, Leader agrees gat it will not commence forackmim proceed ngs or accept a decd in lieuofforeelasuq or eternise MAY e0x rfghts`o remedies hereunder until it has given dine Senior Lien Holder at toast ti0 days prior written notice. Any action by Lender hmwukr to foreclose or eeapt a deed in lieu offmadcoure shall be subject in the *due an We provisions oftheFust Deed ofTmst Leader or Lad Borrower further agree that a tldeult hereunder shill constitute a default under the Fist Dead afTnat. In the evert of a default hereunder the Senior Lien Holder shall have the tight to exercise all rights and remedies under the Fuse Deed of Tnut B. Inspecdon. • Lender or its again may make reasonable entries upon and inspections of the property. Lender shall give Harower rotia at life time afar prior to an inspection speeifyfng reasonable cum for the inspection . . 9. Coademnation. The Proaeds of any award or claim for damage, direct or ransequerntial, in connection with any mndenaation or other taking of any prof the Property, or for conveyance in lieu of candenmmian, are hereby assigned and slag be pad m Leader, suijed to the tears of the Fist Deed of In the event are soul taking orthe property, the proceeds shall be applied to the sums secured by this Security InsbtrnenL whether or aril then dui, with eery excess paid to Bonuwer. In the.evcrd aE a partial taking orthe Property in which -the fair rimrket vilue'afth a Property immeitia' yefora th11 y r+g'is equal 10 or gyrate than the amount of lire sans seabed by this Security htstruaemi immediately before the Ukmg, inleis Borrows fund lender I agree in writing; the surm secued by this Security Instrurnerd sting be reduced by the samu ter the pmne& ioultiplied byline regovnng fractiotti ` {a) t}ie total amount of the aims seamed immediately before the taking• divided by (b) the fair maker value ed die Property (mmer5ately 6dexe die takiig'Arry bduhce shall be paid to Borrower. In the event of a partial taking of the Property in which the fair market value or the Pmpaty inraeekately belo a tk taking fa hs tlmi the ""A of the avail secured immediately before the taking, Wdess Borrowersahrd Lauder cthuu•use a" applicable law otherwise dn,the ! rowritingorvntess 1 proceds shall be applied ur the rimer scared bf th s Sec r ty Instrdmem whether or not'the surns tie thin drie If the Property is abandoned by Harrower or if, after notice by Under to Borrows rhos the emndenmor offer to hake an award or scale a claim for damages Borrower Efts to respond to Leada'wdlda 30 days after the date the notice is given, Leader a amihord to collect aid apply that r� it its opdag either to restoration or repairafthePropedy or to theshmi secured by this Security instr'umerd, wbisherernot then Hue. Unless Lehder,and Borrower counwise agree in writing, any application arproeeds to principal shall not extend or pgnpese the due use of the month Payments refenedtoinpara ou graphsjand2orchangetheam tof'suchpsymens: - ly Page 2 oN 9. Barrmver Not Released; Forbearance lay Lender Not a Walver. Extension of the am for payment of modification of amortization of the sums sacurcd by ikrs Senssiy Listnmentgrausd by Lender to any siiccessos in interest of Banrona shad not operate to release the liiabitty of the original Borrower or Bomw4es svcce Lwm in imetest Lender" not be required to commerce praeeedmgs against any successor m urterest or, refuse to extend nmefarpaymemoraf msu�semedifyainartzitiostofthestsiisseived6y" tfds5eeontgTi�sWdtennlhyteaiiinafnryilsm $rtdisndebytlie'ongmpj .'= f' Bcnawer or Harrowers sucrcaors in interest. Any forbearance by Lender in exercising any 3" or remedy shall not on s waver u>f a preclude the ex4ta?cofag fish! crremedy 3 e s `- 71. Sot cestors and Asst as Bond Joint and Several Liability; . Co- sr8aor` The Lov'eriards ad ag } land and benefit the successors, and aargns ofLeru ar andBcaowe , subject to the prwmans ofpsragi` h)d Hdiioaers owerants end aprena:ius shell Fie john and several. Any Borrow. witcstasigm this Seemly Instrwpmit butt does' oat execute the Nmc's`fa) is ca•sriminc this Seaniv L enmrM".,.,t., r,. " tiiandaomtshaltndtberaadewtthactthe -�-�- -•- �� !4 +acu,�+�owcver mar puce .m mlrtwcan or priaiGnttct eauentoftheSenior"I.ienHolder, l L Loan Cbai•gex If the flan sectored by this Security Irsmmuerjt is sublectio a lour vdueh set; meorsom loin chages, and that law is finally nttegseted so that the interest os o &.er Icon c`ha>sas raikefedar 1n bi eogide`d in emnctionwtdt the h/w{,i'otcttd flit pmJnttd Jimiu, then; (a) uiy nteh Iparieharge Shall be tediieed b7t the aahounl necesary to nedmact edit GhYge La rlli pam4tiea IIfM� std �..) any anon ahGidy COJkrttd iro7R BOIIa�W whlrll CtLGCdd permiltd ]from wig besefiatddtol3wsowv .Lender may home to mate tins refiuudby reducing the pmhd5pal owzd tinder the Nate cur _ a ufoca payrtsattn8aermter: ltarefiaidreduerslrmaFel ,`therduetron'vn716ebiateil s.apstia! thtlroid cutcf Wgeundar the Note. '.°3 . r "r�_r° s alas ylx°➢a7'ReRt.3aey prepaym s.? 13. Natlen. 'Any notheo to Horttiwa' pmvhded fa in tha Scvrsy Insuvment s'tail ba groin by trshtivsrty it or by erw7ing err, first'e' ass roil will. - applicabk law requres use'aFaintbet nuttod The hwtice shall be drrectd o the Property Address or nrry,ather a�dreu Hoimwar designates byamtice to Isder. ;Any nation to I.ecder shell iv given 6y first last mail io Leadds' dry stated liemn of aoy"otber address Lender `destgrtetes by notice to Horcriwe� AMY notice required obe given Id theSenior LenHoldler shall ¢e given to theNote Holder by fiisi ciass marl to the follfiweng address: �• _ .. EnergySi*t Partners LLC r . ' - ' "4t4S.CaUWX:veque,2"Fluor ' ' FartCallins;CO 80521 . " or such other address the Senior Lim Holder designates by notice to Borrower. Any notice provided for in this Sedauity Instrument shall be deemed to have been given to BorrowerarLeadawhen given asprovidedin lids piignph ' - - . 14. Governing Law; Severavhglty.: This Security Latnnrnaht shall by governed by fi deem law and IIIa Ltw of gee jurisdiction in vdtieh the Property is located. In the event then' ony provisionrtu use of thus`tecur`j Fnstnw nn ar tIkN6fc conflicts write,aalicible law. such conflict shall not affect other provisions of ifii's Sa:n`rify,I.M.A.ti bir the NAc Ahirlu ran I e grvcn'Hfcet without i1a cmiphct ng Irravisiori'.To this end the provisions or this Security lmtromem send cite Note ere deelarrd ter tie j;4 hle` 15. Borrower's Copy. Bonower shell be given one eanfarnted copy of the Note end ofthis^Setiaity_inshnmcn0 16. Transfer of the Property or a Beneficial Interest to 13arrowoe. Except for s conveyance to the trustee under the Fist Died of Trust, if all or any part or the Property or arty interest in it is sold or trans &reed (or ira beneficial interest in Bof amr is sold or vagsfarred•and Baorrower is pot a acetunl penanJ w thoutLenders pr orvirideit cctuent (includ rql s transfer of ell or mry part ofOepmperiy to airy poison Who, it initial ocivpmryloftbe Property aloes not use the Property in a primary residence) Lender shay, it its option, require immediate payment in full of all sums secured by This Security Instrument ilowever.this optionshall not be exercised by Lender if exercise is prohibited by fdenl law as of the date arthis Security Instrument. 1f Lido exerotses this option, Lender shall give Burrower and the Senior Lim Holder prior wrium notice or acaalcation The notice shall provide a period afnol less gun 30 days from the date the notice is delivered or mailed within which Borrowv must pay all sums secured by this Security instrument �`'``' if Bmmwer rails to pay Ouse sums prior to the expiration of this period, Lender may invoke any aenrhedies permitted by this Security Instrument without / - furtler'rwtiee ofdemsnd on Borrower. ' `}" Notwithstanding Lenders right to invoke any remedies hereunder, as provided in Section 7 above, Lmder agrees that it will net enmaneree foreclosure proceedings or axtpt a deed in lieu orfweclasure, ar exercise any other rights or remedies hereunder until it hu given the Serdor Lien Holder st least fro days' prior written notice. Borrower and Lender agree that whenever the We or this Security bstrsonem gives Lind" the right to approve or consent with respect to any master affecting the Propany (or the construction of any improvements thereon) or oilemv(se (including the examise of any 'due on sale close), and a right or approval or comW with regard to the same matter is also granted to the Senior lien Holder pursuant to the First Deed of Tent, the Senior Lim Holders approval or mnsmt or failure to approve or consent, as the case may be, shell be hinding on Borrower and Lend". 17. Borrower's Right to Reinstate. IFBonnwer Meets certain condidom, Bonower stag have the right to have enforcement of this Security Instrument discontinued at any time prior to the earlier of (a) S days (amrch other period as applicable law may specify for reinstatement) before sale orlhaproperty pursuers to any power ofsele contained in this Security Immun"u, or (b) mt& of ejudgmml enforcing this Seaty 7nsuwsx . Those conditions are Out Burrower. (a) pays Lender all Sums wbidf than would be due under this Securitylastru ent and the Note as Van scalesation had occurred; (b) em'. any default army other covenants or agraments, (c) pays all arp"nes ifeuned in enforcing this Security insimment, including, but not limited to, reatenabie attomeys' fees. and (d) takes such action as Leader may reasonably require to assure that the lien of this Sec city Instrument, Lenders rights in the Property and Bmrowees obligation to pay the sums sersmed by this Security instrument dull corium a unchanged.I Upon ieirstremi in by Harrower, ]his Security Instrument and the obligations secured hereby shall remain fully effective as if no accderrtfon had occurred. Hovneve, this right to reinstatedW1 not apply in the case of acceleration snider paragraph 16. 1& Salenf Note; Change of Loan Servicer. SuWert to Section 19 below, the Note or a partial interest in the Note (together with this Security Instrument) may be sold ane or mere times withers prior notice to Barrows. A sale may result in a change in the =lily (known as the 'Loan Servicer') that collects payments due under the Note and this Security instrument. There also may be one armore changes of the Lean Sesvieer unrelated Ina sale olthe Note, irthere is a change of the Loan SwAcer, Borrower will be given written entice of the change in accordance with paragraph 13 above and applicable law. The notice will stale the name and address orthe new Loan Servicer and the address to which payments should be made The notice will also contain any other information required by applicable law. 19. No Assignment Until the loan seared by the First Ded of Tout has been satisfied in full. Lender and Harrower agree that the Note and the Security Instrument will not be assigned without she Senior Lim Holders prior written consent 20. Hazardous Substances. Borrower shag not cause or permit the presence, use, disposal, storage, or release crany Hazardous Substances on or in tho Property Burrower shell not do, nor allow anyone eke to do, anything affecting thcPmparty that is in viol oa of any Eaviranmmiil Law. The preceding two sentences shall not apply o rise presenr{ use atsmrege am the Property afsmall quantities orHaardous Substances that are gmenny recognized to be appropriate to normal randemfal uses and to mairtenmtce of the Property. Borrower stag promptly give Lender corium notice of any investigation. claim, demand, lawsuit or other anion by any governmental or regui eery agency arprivae party involving the Property and my Hazardous Substance or Environmental Law of which Borrower has acme( knowledge. IfBerrmxr teams, or is notified by any governmental or regulatory, authori that removal a other remadation'of Hazardous Substance affecting the Pro y. mY arty g party is _ necessary, Bassm;,c shall promptly take all necessary reandiaJ ectians in accordance with Fmiromaerteai Law. Prior to taking any such renvr&al rotten, hmssver, Barstweishill edify the Senior Len Holder that such rionedii l action is necessary and shelf obtain the Senior Lim Holden prior written consent frsuch reminSal acOaIIS - As used in Otn pmagaph 20, 'tLrsrdaus Subnaices' are that substances defined as trade or haardass subs== by Emiranmemal Law and the following substances gasoline, kerosene, other flmnnable or toxic petroleum products, trade pesticides and herbicides, volatile solvenu, materials containing asbestos or formaldehyde, and radioactive Materiels. As used in this paragraph 20, 'Environmental Law' means federal laws and lava of the jurisdiction where the Prop" is located the relate to health, sdety or environmental protection Page 3 cf 4 NON- UNIFO2N7 CO ,.mower and L ender fiuther covenantraaii agree as fol[tncs. Il. Aceelentloti;Fteme &es Lnodershrll give notieetaHerrawerandthaSeniorLien Holder priortoacceleranen following Bwov ,?ahreechofeny covenant or agreement in this Security Instrument The notice shalt Specify: (a) the default (b) the "action required to cur = the default (c) a date, not to t)ie'rSen a Uat H Idei � �e no;CCe u�g"tven ip Bgaower�md yv� rrsprq to jhe Senior Lieu Holdet.6D days $atri the Bete the nafice isym%en � _,,. ,__ s � . ), by,tivlueh the d` atilt unet 6e.nue :ad {d) that fmlure to cure the ddadt.drt orbeforethe date spetifid iaihe notice `may result m accelerahaa of the sums accord by dies Setunry Irstrumeitt and sole btihe Property' The noneeshatl fiatFierinform Hesroiver of the ' tight to remstuq aiter�aceelera'tion and the tight to 6nng F.txmt action to assist t13�oon- esistenee of >, deGultoQaiiy clher de&risentBorrawer fo irrvoke 16vOaO roe power °r aaK,ma my_other remedies permitted by cap `PGcable Inw.. Nat US, tinding Lenders right to eery remedies bereuntle ns provided in Serbon 7 above ender agrees that it *dl not eomj a ce forerlestrre pioeeedtngs or aecceej t a deed in lieu offorerlastigt, or ext:rcise tir-y txhernghts err remerltes beteundet imti7 rt bas given the Senior Llen Holder at feast ti0 days' pner. quit tea "notice Lender ahaU 6e enbtlrS to eaI1M alt *expenses ituwred; in'pun�ing the temedies provided in thrs,paregepG 21, including, but tiet,(imited to, reasonbte a(tgrneys tees and posts article evidence .- .. .. -dt if Linda uivokci the power cl's'alq Linder or Tmstce shall mat") a ' ` 3 : - si d s ":ti ri'� -� la. ,::. SeniorLei tioldei end to the' other nom '}xd h rsrp�es oFa nonce ofsale m the mvmer presedbed by applinbte law to Battowe the pe [w_RSCn b} �pP eeMc law'Trvsiee shajl grit negice_ofsaff by pulltis gdtcatiscinmt for the Ems iad,btthe mums pmrn'bed by appbcable lax�,c7 rustce vathaut dertiud an Baraver shall sell. drc Pnopnty N jaiblic auction to die Jughest biddy for psh ei.the of pleee end tardertrhe terms tksed'tn die notrce oriole ronc :,n�"nwperrssjpnd ut'sxry arf Trustee _de°wkY7nrnv: TRateemq, postpone sale mY pared oE1he Pmpeity to arty (stir tmw un 1 c rc anoar u m iha Lane aid plarc of (my previously sehgiltded sale. LendawdsdesgFeemaypureluaetheAF�rgx� ++atyttl1m sale { Trustee &hall deliver to the p d r - ptuehasa Tna tee's deed eomeymg the Ptopcty vnthout ury eoverunt of warrarrry expressed err inQlied. The reeifats in IFte Tr staas deed shall be prin. mere evidence of'the truth of the statemtsus mallethenan, TnFstee shall apply the procieds ofthe sale in the following order, () to all experues of the sale includ'uiL but not limited to, rnasetableTrtsfees mid aitomeyy fees, @) to all iunn secured by this Security ]nstmnFait; and (c) any execs: to the person arpersons legally entitled to it _ - 22, Release. - Upoir payineiR of di xwur seemed by this Security lostrumegl, Lender shall rdease�this Seauiry hntnFmen[ without charge to Honawv. $aaower sbell par arry rccordatFmi Costs, 23 Subsdrute Trustee Lender, it its o io '. x , r_ pt; n, may from time to time remove Trustee and appoint a successor trustee to any Trustee appointed her'underhy an instrsiment jeeorded in theecunty in which tlde'Seeurity Instrument is recorded. Without cooManee orthe Property. the successor tmstee''shall succeed lo'all the title, power and duties eonlened upon Trustee herein and by applieeblo Jaw. 24. Modification of First Deed of Trust Loan Documents, Lender consents to. any agreement or arrangement in which the Senior Lien Holder waives, postpones, emends; reduces or modifies irty- provision atlte First Dced ofTrusi Loan Documents, including any provisions requiring the payment ofmaney. 23. Homestead Inleiest Waiver. $oaowerherpby relirnquishn and forever releases any Ramestead exemption in the Property By signing below, each person acknowledges that he or she has read, understands, and agrees to the terms and condition of this deed or trust. and each person acknowledges «eeipi of an exact copy. nest closing_daten ' oboe fint_namea aborrower_nitial» nhar last names - nest elming deters .cohar first_namex acobmrower_tnitiatn acobor last name. STATE OF COLORADO ) ) ss. COUNTY OF , ) Acknowledged, subscribed and swam to berme me on this day' of 20 ` by WITNESS MY HAND AND OFFICIAL SEAL ' My mmission eipires,_ n Notary Public Page 4 of4 ( C o FEDERAL TRUTH -LN- LENDING DISCLOSURE STATEMENT (THIS 1S NEITHER A CONTR4Cr NOR A COMMi1 mfr To um) EnergySmart Partners LLC Energy Stuart Residential EnergyEfficiencyRevolving Loan Fund Program Borrower(s): abor first name» obonnwer_initial» abor last name)? Lender: EnergySman Partners LLC kcoboi first name» acotidirocver initial» aGabor last_namen 214'S. ccdlcge Ave:2 Floor Property Address asubject addressa, , Fort Collins, CO 80524 icsubject etryu,usubject.state» asubject zip)) Loan Number: afilertame» ' Date: nest dasing_date» ❑ Initial Disclosure e. ", : El Final Disclostac Annual Percentage Finance Charge Aitiottnt Fhianced Total ofPayrrients Rate The cost ofyour credit The maximum dollar The amot¢tt of credit 'provided The amount you will have paid after as a yearly rate amount the credit will cost to you or on your making all your payments as scheduled. you S( (Finance Charge) behalf, ; S«AmottntFtnance& S4tTotal_of Paymentsis INTEREST RATE AND PAYMENT SUMMARY Rate & Payment Interest Rate smote rates% 11nnnpel+7uieiestPaymcnt SaMonthly Paymenb> Estimated Taxes+ Insurance (Escrow) 50.00 • Includes Private Mortgage lnsurana `- • Includes Moitgage Insurance ' Total Estimated Monthly Payment S «Monthly_Paymenbs O FINAL BALLOON PAYMENT DUE: O DEMAND FEATURE: This loan transaction has a demand feature. ❑ REQUIRED DEPOSIT. The annual percentage rate does not take into account your required deposit. ❑ VARIABLE RATE FEATURE: Your loan contains a Variable Rate feature. Disclosures about the Variable Rate feature have been provided to you separately. SECURITY- You are giving a security interest in: ❑ The goods or property being purchased 0 Real property you already own TH ERE IS NO GUARANTEE THAT YOU WILL BE ABLE TO REFINANCE TO LOWER YOUR RATE AND PAYMENTS FILING FEES: 531.00 LATE CHARGE: if a payment is more than 15 days fate, you wil l be charged 5%. PREPAYMENT, Ifyou pay offearly,you O may 0 will not have to pay a penally. ❑ may 0 will not be entitled to a refund of part of the finance charge. INSURANCE: The following insurance is required to obtain credit. O Credit life insurance ❑ Credit disability 0 Property insurance ❑ Flood insurance You may obtain the insurance from anyone you wand that is acceptable to the eraditer. ❑ Ifyou purchase ❑ property ❑ flood insurance you will pay S for a one year term ASSUMPTION: Someone buying your property ❑ may O may, subject to conditions 0 may not assume the remainder of your loan on the original terns. See yon loan documents for any additional information stout nonpayment, default, any required repayment in full before the scheduled date and prepayment refunds and penalties, 0 • means an estimate 0 all date and numerical disclosures exec the late pt Payment disclosures are estimates You are not required to complete this agreement merely because you have received these disclosures or signed a loan application. The undersigned hereby ackner,0edge(s) reading and undershndmg all ofthe mformsuon disclosed shove, and receiving a completed cagy orthis disclosure on the date indicated below. Read, acknowledged and accepted this dry of Prepared By EnergySmart Farmers LLC «bon first names aborower initiebs abor last namen Date acabcr first names acoborower initial» acobor last name» Date t; BORROWER tERT IFICATION EnergySmart Partners LLC believes the`suecess of this,program is wholly dependent upon the process of providing you detailed and accurate information regarding all aspects 'of this - transaction `and financing mechanisms used to achieve your goal. We invite you to' contact us direcily if you feel any aspect of this agreement has not been explained to your satisfaction. Please contact: EnergySm&t rt Paners LLC 214 S. College•Aiienue, 2 °a Floor -' Fort Collins, CO 80524 (970) 494 -2021 Phone (07-0)-494-2022 Faz infota fundinedartners.o We have requested that your contractor, (lender—name)), help facilitate our loan process to e`nh`ance convenience for all parties. You are advised that your contractor is not affiliated with "EnergySmart Partners LLC or its parent organization, Funding Partners for Housing Solutions, Inc. Your contr`ector does not receive compensation from EnergySmart Partners LLC for referring applicants to EnergySmart Partners LLC or in facilitating our loan application process. Your contractor does not function as a representative of EnergySmarf Partners LLC and is not authorized to negotiate your loan terms or credit qualifications and is not provided access to Information contained within your loan application or customer file. By signing below, you are acknowledging that the Promissory Note, Deed of Trust and Federal Truth - in- Lending Disclosure and other documents have been fully explained to you andthat you undersiand the amount you owe, under what circumstances your loan must be paid in full and how you can contact us for further information. Dated: abor first — name)) (cborrower inidab) abor last name» Co ((cor last name)) Name of Contractor Representative Signature (lender—name)) acobor_first_name» (ccoborrower initial)) EnergySmart Partners_ LLC 214S Collegd AvenuE, 2na Floor Fort Collins, CO 80524 (970) 494 -2021 (970) 494 -2022 Fax NVAIVER 0F.LIEN AND COMPLETION OF WORK AFFIDAVIT On [date], [name of claimant] ( "Contractor"), of [address]. City of [cityl County of [county]. State of Colorado, entered into a Construction Contract with [name of owner] (.'Borrower), to furnish '- [description of labor and materials] for the work perforated on property owned by [name of owner], of [ prdperty address where work was performed], the description ofwhich is as follows: ; In consideration of ? [amount] . Dollars, ($ ), receipt of which is hereby acknowledged, [claimant] hereby waives any right to claim a mechanic's hen against the above described property, or any improvements thereogin order to secure payment for the services he has furnished under the herein mentioned contract. This waiver has been executed by [claimant] voluntarily and with full knowledge of the rights afforded under the laws of the State of Colorado. Signature Title [claimant] BORROWER RELEASE You ire ,hereby requested and authorized to pay the sum of $ to as a disbursement of loan proceeds under our promissory note with you dated. Such funds are to be applied to pay for labor and materials famished under a Construction Contract with ( "Contractor") dated Borrower hereby CERTIFYS that:_O work is progressing on schedule and in accordance with the Construction Contract and the Plans and Specifications referred to therein; (ii) there is no default under the promissory note or the Construction Contract; and, (iii) there are sufficient undisbursed loan proceeds to complete construction in accordance with the Construction Contract and such Plan and Specifications, BORROWER: BORROWER: NOTICE OF RIGHT OF RESCISSION This Notice relates to a consumer credit account dated ctes* closing_ date» between Ener Smart Partners LLC-sand abarfirst name) aborrtawer initial) itbar last_namen (tcobor fust_namea adoborrower initial)) acabor ACAna n »'i (Consumer(s)). .., . � NOTICE OF RIGHT TO CANCEL„ Your Right to Cancel You are entering into a transaction that will result in a mortgage/lien/security interest on your home. You have a legal right raider federal law to cancel this transaction; withouut cas 'wtthm three business days from whichever of the following events occurs last. , . _ , 4`t' (1) the date ofthe transaction, which is nest closing date)); or (2) the date you receive yourTiuth -in- Lending disclosures; or + . (3) , the date you.received this notice of your right tqcancel., _ if you cancel the transaction, theAmortgage/lien/security interest is also cancelled Within 20 calendar days "afiei ive receive your Notice, we must take the steps necessary to reflect the fact that the mortgagellien/security intereit on/in your home,has been cancelled, and we must return to you any money or property you have given to "'—, to anyone us else in eonneciion with this transaction. • You may keep any money or property we have given you until we have done the things mentioned above, but you must then offer to return the money or property., If it is impractical or unfair for you to return the properly, you mint offer its reasonable value. You may offer to return the property atyour home or at the location of the property. Money must be returned to the address below. If we do not take possession of the money or property within 20 calendar days of your after, you may keep it without further obligation. How to Cancel If you decide to cancel this transaction, you may do so by notifying us in writing, at: EnergySmart.Partners LLC, 214 S. College Avenue, 2" Floor, Fort Collins, CO 80524 Yau may use any written statement that is signed and dated by you and states your intention to cancel, or you may use this Notice by dating and signing below. Keep one copy of this Notice be your rights. • it contains important information about If you cancel by mail or telegram, you trust send the notit.e no later than . midnight of ( } (or midnight of the third business day following the latest of the threeieVenty lisle / above) yllfyou send ordelivii"iiigten notice to 'cancel some other way, it must be delivred to the above address n6 " liter than Uti d time. .c .,c'.� ..- . . ♦a . .. L r I WISH TO CANCEL Date: (ibor first name)) uborrower initial» obor last name» Date: «tabor first name» cicoborrower initial» acobor last names RECEIPT Each of the undersigned acknowledges receipt of 2 copies of this Notice and warrants that the undersigned are all the persons who are a party to the credit account who have or may have an interest in the home at: asubject address» «subject city», usubject_ state» usubject zip» Consumer: ubor fast name» uborrower initial» ((bar Last name» Date: Date: acobor first name)) acoborrower initial)) acobor Iasi names �.. Colorado Notice ofRight of Rescission ' FACTS .: _ . What Does EnergySmart Partners LLC 3Do With Yo_ »r Does EnergySmart Partners , (personal information? 214 S. College Ave. 2°' Fir. - n LLC share. sharing. Wjiy? Financial companies choose how they share your {personal information. Federal law protect my personal Information? gives consumers the right to limit some but not @1 sharing. Federal law also requires its to tell you ho,w we coilrect, share, and. protect your;personal information. Please read this Yes notice carefully topnderstand what:we do. What? The types of personal information we collect and share depend on the product or services you have with usAliis information can include: • Sticiat Security Number and mortgage testes and payment+ • k , , Payment history and tran"sa , 0rirh1 Ory C _ Credit history and credit scores When you are no longer our customer, we continue to share infociriation as described in __ _ -° this notice.` t How? All financial companies need to share customers' personal itiformation to run their everyday business. In:the section below, we list the reasons financial companies can No share their customers' personal information; the reasons' EriergySmart Partners LLC chooses to share; and whether you can limit this sharing. Who we fire Reasons we can share your Does EnergySmart Partners , Can you limit this 214 S. College Ave. 2°' Fir. personal information LLC share. sharing. How does EnergySmart Partners LLC For our everyday business purposes - protect my personal Information? we use security measures that comply with federal law. These measures Such as to process your transactions, Yes We collect your personal information, for example, when you collect my personal information? maintain your accounts, responds to court No orders and legal investigations, or report to credit bureaus. For our marketing purposes - To offer our products and services to you No We Don't Share For joint marketing with other financial companies No We Don't Share For our afi'diates' everyday business purposes- Information about your transactions and Yes No experiences For our alidiates' everyday business purposes— Information about your credit worthiness Yes No For our affiliates' to market to you No We Don't Share For our non- aififiatee to market to you No We Don't Share Questions? Call 970 - 494 -2021 or go to www.fundingpartners.org Who we fire Who is providing this notice? EnergySmart Partners LLC 214 S. College Ave. 2°' Fir. Fort Collins, CO 80524 What we do How does EnergySmart Partners LLC To protect your personal information from unauthorized access and use, protect my personal Information? we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. How doesEnergySrgart Partners LLC We collect your personal information, for example, when you collect my personal information? . Apply fora loan or • Apply for financing Pay us by check a What tivedo� �',a�;x .r¢ .� x t .�.�., _,fir -�.�.. ... � Y. ��:� ,x; �� VA_ If':� Why can't I limit all sharing? Federal law gives you the nght to limaonly _..._, - Sharing for affiliates eveijday business piripgses -iiifonnation ' about your cred] wo�rt]untss t r Affiliates from using your information to market to you ° ' • ` Stiariiig for on - affiliates to market to pnu'" State Laws'arid tndividII companies may give you additional rights fo limit sharing_ Set belowformorcbnyoui rights understa ulaty "� Definitions z =r.,ti,.,l..c_wr ; z.?- try. ►: n �.t..'t f.sj =_ ��,z, .° Affiliates Companies related by common . ownership or`control. They can be 'financial andnon- financial companies EnergySmart Partners LLC shares y6dr information for our everyday ' 6usinessourooseswithouraffil .ivies`; ; : -; . �.: -_ Non- Affiliates Companies not related by common ownership or control. They can be financial and non financial companies. -ErlergySmart PartnersLLC does not share with non - affiliates so they can market to you. Joint Marketing A formal agreement between non - affiliated financial companies that together market financial products are services to you. EriergySmait Partners LLC doesn'L jointly market ti EnergySmart Partners LLC 214 S College Avenge, 2"d Floon Fort Collins; C0 80524 (970) 494 -2021, (970) 494-,2022 Yak Energy Smart Residential Energy Efficiency Revolving Loan Fund Program "E-STATEMENT ENROLLMENT FORM ® New.to E- Statements ❑ Change ❑ Cancel Borrower Information: bor first_name)) aborrower initial)) ((bor last name)) ucobor first name» ((coborrower_initiab) acobor last name)) Property address: asubject_address)) ((subject city», «subject state)) ((subject zip)) Loan Number: afilenantea Email Address: (PICO* print CICWly) - - S Alternate Email Address: (ptuse print clearly) By signing below. I represent 1 agree to opt in for E- Statements from EnergySmart Partners LLC and understand my loan statements will to be emailed to me and that I have caused this Enrollment Form to be executed AGREED TO AND ACCEPTED: Date: ))bor first name)) (cborrower initial)) «bor last names Date: acobor first name)) acoborrawer initial)) «tabor last name)) FIRST PAYMENT LETTER` �''r EnergySmart Partners LLC��.. Energy Smart Residential Energy Erieiency Revotvrng Loan Fund Program Energy3ma;t Partners is pleased to provide the Energy Smart Residential Eriergy Efficiency Revolving Loan Fund Program, which allows qualified ho. useholds the opportunity to make capital improvement projects to enhance the heath, safety, and,energy eff oie;igooftheir hamel•Under the terns of this loan, you are required to make regular monthly payments of principal and interest in the amount of S Mdathly_Payment j,ni itiah> which are due no later than fhe,5'� day o egcq month. The Loan Servicer, Funding Partners wil l ii Adraw your pa nrent � fir A- d l withdrawal from the account you specify on the ACH Authorization Farm on the b .day of ei j'Inonth heginning (dIrst,_payrirenbk,i Should there be any delay setting uF your acebunt error o the first paymentd' you can use this first payment letter as a temporary payment coupon. ., At your request, you may be provided an amortization schedule of payments to reflect the application of principal and interest for each payment required to satisfy your loan obligation by the'maturity date of your Note. Payments will be made to: EnergySmart Partners LLC C/O Funding Partners 214 S. College Avenue, 2"d Floor Fort Collins, CO 80524 Ref Loan Numberofilename» .,.� DO NOT MAIL CASH �}} Thank you for your cooperation! Sincerely, Connie Ealey Loan Programs Manager 970.4942021 connig@fundinepartners.orr f�. EnergySmart Partners LLC 214 S. College Avenue, 2 "d Floor Fort Collins, CO 80524 970.494.2021 970.494.2022 Fax www.fundingpartners.org AUTHORIZATION AGREEMENT FOR DIRECT PAYMENTS (ACH DEBIT) Company Name: EnergySmart Partners LLC 1(wej hereby authorize EnergySmart Partners LLC, hereinafter called COMPANY, to Initiate debit entries to my (our) [ ] Checking [ ] Savings account (select one) indicated below at the depository institution named below, hereinafter called DEPOSITORY, and to debit the same to such account In the amount of $aMonthly_Payme nt_Initial» 'Depository Name: Branch: City: State: Zip: Routing Number: Account Number. This authorization is to remaln in full force and effect until COMPANY has received written notification from me (or either of Us) of its termination In such time '­ and manner As to afford COMPANY and DEPOSITORY a reasonable opportunity to act on it. Ole' ase include all names as they appear on the account to be drafted. Name: PLEASEPRINr ' PLEASE PRINT Signature: FP Loan Number: «filenames) Signature: Date: PLEASE NOTE: YOU MUST ATTACH A CANCELLED CHECK (UNSIGNED) FROM THE ACCOUNT YOU WISH TO HAVE DRAFTED IN ORDER TO PROCESS THIS REQUEST. LENDER STATEMENT OF ACCOUNT ,­COMPANY ACCOUNTNO. i TFunding Partners STATEMENT DATE 214 S. College Ave. 2nd Floor STATEMENT PERIOD Fort Collins, CO 80524 PORTFOLIO BALANCE PORTFOLIO YIELD INTEREST PAID IN 2012 LENDER Lender Name and Address 1200 2128/2012 01/01/2012 - 02/28/2012 $4,262,031.08 6.493% $67,839.58 Please advise us Immediately or any discrepancies In the transactions or investment activity on your statement of account or if you contemplate changing your address. When making Inquiries by telephone or In writing please give your account number. We urge you to keep this statement with your Investment records. LOAN AGING Days Count Amount Pct Current 10 $4,039,039 94.77% 1 -30 1 $222,992 5.23% 31-60 0 $0 0.00% 61-90 0 $0 0.00% 91 -120 0 $0 0.00% ;y 121 -150 0 $0 0100% 6 '?+ 151+ 0 $O 0.00% Totals 11 $4,262,031 100.00% ,- — INVESTMENT PORTFOLIO AS OF 0 212 81201 2 Loan Account Borrower Name Pcl Owned Interest Rate Maturity Date Term Leh Next Regular Loan Payment Payment Balance 100202 100.000% 6.750% 08/31/2012 6 04105@012 $10,800.95 $501,21591 ' 100501 100.000% 7.000% 06130/2015 40 03/0512012 $6,263.16 $1,073,685.40 100502 100.000% 6.500% 05/032012 3 04/05/2012 41,649.77 3101,624.56 100902 100.000% 6250% 03/162012 1 05105/2012 $0.00 $51,472.74 110102 100.000. 6250% 021142012 ^ '0 '03!0512012.• " $1,72124 $330,478,08 110103 100.000% 3.000% 02114/2012 0 02/14%20'12 .r - $0.00 $222,99200 110104 100.000% 6,500% 111022012 9 03!052012 $4,06250 5750,000.00 110106 100.000% 6.500% 08/102014 30 06/05/2012 $0.00 $417,063A9 110804 100.000% 6.750% 08/11/2014 30 031052012 $2,812.50 $500,000.00 110904 100.000% 6.500% 10/02/2012 8 031052012 $1,194.93 $73,534.21 111204 100.000% 6.750% 12119/2014 34 06105/2012 $4,05149 $240,064.69 Current Portfolio Yield: 6.493 °A $32,556.14 $4262,031.08 Powered by The Mortgage Office TO Page 1 of t ..Account: 1200 m' V E O C C 15 � T C� N N N N t0 t7 m et et N a � J ON o 0 0 0 0 0 0 0 0$ Q g$c�oo oa000rr � 3 IL i1 ;.00 ° � t o o t + ( N Cb O t Qt j �t C3f CP j � t i If fi p en IL W N W o m •- I� C mocn�m orno rnrn vat st C+t n o O v N O W to i tG O, m ^ trD n O tmO N( I a fn V COQ CA Obi co :L N CD to 'ct et O O O td m O! co Zn'Z C oF,otntoo to 0 MLrri°v�n OI () = tG1 O r C9 n ¢ to N N S N Q D Q jd Q EL O ...� O CO tt W O O C1 08 Qf V' O N I Ci N n 0 0 0 et O N O O t0 O r i Ln tf] t[f - CV O o ;t7 0 lf) v to o r m t0 n n "7'A o. 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C w a5oo m c_ coo o O O N Co 00 d It d Cl) CAa co ce) N E# E9 r. 69- N N N r r r O O O N N N ti co M = r N M C}' tf) CD f� O CA O r N M d' tt) t0 t� CD t)) O r N 67 d' Lfj O ti CO O O 0000000$ ad- 0000a000000caocoa oc�00000 oOqo999999990000060o0 wwwwwi'WWWWwwwwwwwwWWWwwwwwwwww ti a t� c F .:J d J ° d Q D L a _c W a c c N w D w .fl .. d a m rn "D c� c v c m 4 N w 0 - C J Z D a > - ui A U C Q Lli L O _ zz° ..., to a �1 FIRST AMENDMENT.TO AGREEMENT BETWEEN THE COUNTY OF EAGLE, STATE OF CULORADO AND ENERGY SMART PARTNERS, LLC FOR ADYMUSTERING AN ENERGY EFFICIENCY AND RENEWABLE ENERGY REYOLYING LOAN FUND PROGRAM This First Amendment (this "First Amendmeni") is entered into the 1�day of ._i ..291'3 by and between Energy5mart Partners, LLC ("ESP "), a Colorado limited liability lgj, a wholly owned subsidiary of Funding Partners for Housing Solutions, Inc., a non-profit organization certified by the United States Department of Treasury CDFI as a community development financial institution , ( "CDFr) as Loan Fund Administrator, and the County of Eagle, State of ;Colorado ("County"), a body corporate and politic by and through its Board of County Commissioners, WHEREAS, -ESP and County are parties to an Agreement for Administering an Energy Efficiency and Renewable Energy Revolving Loan Fund Program dated June 11, 2012 ( "Agreement'); and WHEREAS, the County, together with sub- awardees, Pitkin County and Gunnison County, Colorado received a grant of funds from the department of energy for, among other programs, the establishment of ,a Revolving Loan Fund to facilitate construction projects within these counties to -make _the borrowers' homes more energy efficient, and to create "green" construction jobs; and WHEREAS, the County, together with -sub- awardees Pitkin and Gunnison County, Colorado desire to expand the Revolving Loan 'OL n&�p allow residents of fake County, Colorado to access the Program as more fury set f A =­!,.tIW Memorandum of Understanding (Lake County.) by"&b Cdwies' d- Gunnison, Colorado (hereinafter the ` °Atr}endea -,.' VAOU") which is attached hereto and incorporated in the Agreement as Exhibit K. `'•+' NOW, THEREFORE, in consideration for the monies to be received, the covenants and conditions set forth in the Agreement and this First Amendment, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, ESP and County agree to amend the Agreement as follows: 1. Terms. Capitalized terms in this First Amendment will have the same meaning as in the Agreement. To the extent that the terms and provisions of the First Amendment .. conflict with modify or supplement portions of the Agreement, the terms and visidns`contain in the First Amendment shall govern .and control the rights and ob gati(" of the pasties. 2. Addition of Exhibit K. The Amended MOU is attached hereto and is hereby incorporated into the Agreement as Exhibit K The Amended MOU expands the Program to allow residents of Lake County, Colorado to access up to no more sham fifty thousand dollars ($50,000) on the terms and conditions set forth in the Amended MOU. All Program guidelines, accountability and compliance provisions previously 61 q- 00� established shall remain in effect with re to the geograpfii ;expansion of the Program. 3. Participation by residents of Lake County, Colorado in the Program may be teirainated as set forth in the Amended MOU. IN WgfNESS VAIEREOF, this First Amendment is executed as of the day of "--� 201- EngrgySmad a: Colora"knirtd H. ity company J06 BXeutive Director Fun ding Partners for Housing Solutions, Inc. As its Member/Manager Eagld County, Colorado, By its Board of County Commissioners By Atiest: G; 1. Fisher; airman UT e- Teak Smontot, CIA STAT] -', OF COLORADO ss. CO1JN,TY OF The foregoing iffl4drument was acknowledged before me this day of 201yffy Joe Roian, Executive Director Funding Partners for Housing + So tionsp W. as member/manager of Energy Smart Partners, LLC. SAN H. MURPHREE !WITNESS my hand and official seal. SUSAN PUBLIC My commission expires: 7 - STATE b COLORADO NOTARY JD 20134058966 !MC01KISSM EXPIRES SEPMOtR 17, Notary Fx AI b, f V, AMENDMENT TO MEMORANDUM OF UNDERSTANDING (LAKE COUNT THIS AMENDMENT TO MEMORANDUM OF UNDERSTANDING ("Lake County Amendment ' ) is hereby entered into by and between Eagle County, Colorado, Pitkin County, Colorado and Gunnison County, Colorado (collectively, the Counties). WHEREAS, the Counties entered into a Memorandum of Understanding dated on or about April 11, 2012 C %IOU) to establish the relationship of the Counties concerning a revolving loan fund ( "RLF ") to provide financing for energy efficiency home improvements for residents of the three Counties; and WHEREAS, the RLF was established by the Counties using grant proceeds from the Unites States Department of Energy( "Grant"); and WHEREAS, one of the goals of the Grant is to create a program which can be utilized by other jurisdictions in achieving common energy efficiency goals; and WHEREAS, the Department of Energy has authorized the Counties to utilize Grant funds deposited in. the RLF for citizens of other jurisdictions; and WHEREAS, Cloud City Conservation Center, a Colorado non -profit corporation ( "C4") has been provided with seed money from Lake County, Colorado and is working to establish programs concerning energy efficiency in Lake County, Colorado; and WHEREAS, C4 desires to implement the energy efficiency program developed under the Grant (the "Energy Smart Program') for residents of Lake County including access to the RLF for residential energy efficient improvements as set forth herein; and WHEREAS, the Counties desire to amend their MOU to allow residents of Lake County, Colorado, to participate in the RLF on the terms and conditions set forth herein; and WHEREAS, the Counties agree to create and utilize Energy Smart Colorado, Inc., a Colorado nonprofit corporation (Energy Smart) ,to administer, in part, the Energy Smart program, including, without limitation the RLF. The terms and conditions for administration of the RLF by Energy Smart shall be set forth in a separate agreement between the Counties and Energy Smart. NOW THEREFORE, the Counties agree to amend the MOU as follows: 1. Eagle County, Colorado is hereby authorized to amend the agreement between Eagle County and Energy Smart Partners LLC dated June 11, 2012 (the "Revolving Loan Fund Agreement") which governs administration of the RLF to allow residents of Lake County, Colorado to access up to no more than fifty thousand dollars ($50,000) of the RLF for residential energy efficient Memorandum of Understanding Page I of 3 - r improvements on the terms and conditions set forth herein and in accordance with the Revolving Loan Fund Agreement. 2. C4 shall enter info an agreement with Energy Smart to implement the Energy Smart Program in Lake County, Colorado. That agreement shall require C4 to adhere to the Energy Smart Program requirements as may be amended from time to time. 3. The RLF shall remain a pooled fund for common use and equal access by the Counties and shall not be divided or segregated among the Counties. 4. Up to no more than fifty thousand dollars ($50,000) ofthe RLF may be made available to residents of Lake County, Colorado for residential energy efficient improvements but such funds are not restricted for use by Lake County residents alone and may be accessed by residents of the Counties. There is no warranty or guarantee that all or a portion of the $50,000 will be available for residents of Lake County as the RLF is available on a first come, first served basis. 5. Upon execution, this Lake County Amendment shall be provided to Energy Smart Partners LLC and shall constitute notice of a change in Program Criteria as set forth in paragraph 4 of the Revolving Loan Fund Agreement. 6. The Counties, or Energy Smart acting on their behalf, may terminate the right of Lake County residents to access the RLF, with or without cause and for any reason without penalty upon thirty (30) days advance written notice to C4 and Energy Smart Partners LLC. Teak Simonton, ClKrk to Attest: Memorandum of Understanding Page 2 of 3 �, F�s�►e C airman ��� gle County Board of County �,.�� .,.� .- .._ —,,. , to rman Pitkin County Board ofCouNiz- Commissioners , Clerk to the Board f '41, A.5 Zkl j'[t4�lr� ` ,.; .,s&nChairman Gunnison County Board or count), Commissioners Attest: Itv , Clerk to the Board �� rte' •:+�.(:.:. i ii Memorandum of Understanding Page 3 of 3 11/25/14 SECOND AMENDMENT TO AGREEMENT BETWEEN THE COUNTY OF EAGLE, STATE OF COLORADO AND ENERGYSMART PARTNERS, LLC FOR ADMINISTERING AN ENERGY EFFICIENCY AND RENEWABLE ENERGY REVOLVING LOAN FUND PROGRAM THIS SECOND AMENDMENT (this "Second Amendment ") is entered into on the — day of 2014, by and between EnergySmart Partners, LLC ( "ESP "), a Colorado limited liability company, a wholly owned subsidiary of Funding Partners for Housing Solutions, Inc., a non- profit organization certified by the United States Department of Treasury CDFI as a community development financial institution ( "CDFP') as Loan Fund Administrator, and the County of Eagle, State of Colorado ( "County "), a body corporate and politic by and through its Board of County Commissioners. WHEREAS, ESP and County are parties to an Agreement for Administering an Energy Efficiency and Renewable Energy Revolving Loan Fund Program dated June 11, 2012 ( "Agreement "); and WHEREAS, ESP and County entered into a First Amendment to the Agreement for the purpose of expanding the program to allow residents of Lake County, Colorado to access up to fifty thousand dollars of loan funds ( "First Amendment "); and WHEREAS, Eagle County, Gunnison County and Pitkin County (hereinafter collectively the "Counties ") were awarded an Energy Efficiency and Conservation Block Grant also known as Better Building Grant funded by the United States Department of Energy ( "DOE ") through the American Recovery and Reinvestment Act of 2009 which is documented by notice of award dated June 14, 2010 with an effective date of August 12, 2010 from DOE to Counties (collectively the "Grant "); and WHEREAS, Eagle County was designated as the lead agency in the Grant; and WHEREAS, the energy efficiency and renewable energy revolving loan fund program ( "RLF ") established in the Agreement was funded by the Grant; and WHEREAS, the Counties collaborated with various non - profit entities to establish the Energy Smart Program to provide among other things education and access to energy efficiency improvements; and WHEREAS, one of the goals of the Grant is to create a program which can be utilized by residents of other jurisdictions in achieving common energy efficiency goals; and WHEREAS, various non - profit entities have established Energy Smart Colorado, Inc. ( "ESC ") for the purpose of expanding the Energy Smart Program; and 11/25/14 WHEREAS, Eagle County with approval from Gunnison County and Pitkin County has or will enter into an Agreement for the transfer of assets to allow for the on -going operation of the Energy Smart Program by ESC and for certain access to and administration of the RLF by ESC. The Agreement between Eagle County and ESC is hereinafter referred to as the "Transition Agreement "; and WHEREAS, the Counties have or will enter into a Second Amendment to the Memorandum of Understanding authorizing Eagle County to enter into this Second Amendment and the Transition Agreement and to take such future action in connection with the RLF as Eagle County deems necessary without further approval from the Counties so long as such actions are in accordance with DOE requirements; and WHEREAS, the Grant concluded on November 1, 2014, but Grant obligations associated with the RLF remain in effect; and WHEREAS, Eagle County desires to amend the Agreement to allow ESC to access and administer the RLF on the terms and conditions set forth herein. AGREEMENT NOW THEREFORE, based upon the representations set forth in the foregoing recitals and for good and valuable consideration as set forth in the Agreement, including the promises set forth herein, the Parties agree to the following: 1. Paragraph 11 of the Agreement, PERFORMANCE REPORTS AND RECORDS is hereby replaced with the following: a. "ESP shall prepare and submit to County monthly a detailed Performance Report -- -no later than fifteen (15) days after the end of each month. Said report shall be referenced in Exhibit H or in a format approved by County and shall be directly related to the Scope of Services. The contents of the report shall provide data and information to County and ESC to be used for coordinating, monitoring and evaluating the Scope of Services to its completion. Failure to submit these reports shall constitute a material breach of the Agreement. b. ESP, or its parent organization, shall provide County and ESC a copy of its annual report with its audited financial statement compliant with 10CFR 600.316 within thirty (30) days after it is completed. c. ESP shall maintain records of funds received and disbursed, correspondence, loan applications, loans funded, promissory notes, security instruments, payment histories and such other records for the duration of this Agreement, and for such 11/25/14 longer time as may be required by the County. In no event shall such records be destroyed or discarded prior to their being tendered to County upon the termination of this Agreement or as may be agreed otherwise, in writing, between the parties. County, and if applicable, state and federal auditors, shall have access to those records, with or without notice, in accordance with the award, contracts and other agreements and in accordance with laws, rules and regulations applicable to them. d. ESP shall provide County and ESC with such reports as required by the DOE award to be submitted by the County to maintain compliance with the terms and conditions of that award. Notwithstanding anything herein to the contrary, ESP is not required to submit any reports directly to DOE" 2. Paragraph 12f of the Agreement TRANSFER OF FUNDS is hereby amended by the addition of the following: "From time to time, ESC may seek to reduce the balance of the RLF, if funds are available, for purposes permitted by DOE. Such reductions are subject to prior approval of DOE and Eagle County. Upon such approval, Eagle County shall provide a Notice of Draw Down to ESP in the form attached hereto as Exhibit L and ESP shall within two (2) business days transfer funds as directed by Eagle County. Notwithstanding the foregoing, Eagle County may continue to access and draw down the RLF in accordance with the terms of this Agreement and DOE requirements." 3. The Agreement shall be amended by the addition of paragraph 23: "23. EXPANSION/WITHDRAWAL. a. Notwithstanding anything to the contrary herein, the RLF shall no longer be restricted for use by residents of the Counties alone. At such time as ESC desires to expand access to the RLF to residents of an eligible, new jurisdiction, the same shall be accomplished by ESC providing notice to ESP and Eagle County in the form attached hereto as Exhibit M. ESP shall not accept a Notice of Expansion unless it strictly complies with the form set forth in Exhibit M. If the Notice of Expansion form has been modified then ESP shall obtain Eagle County's written consent prior to authorizing loans to residents of the new jurisdiction. b. In the event a jurisdiction or entity participating in the Energy Smart Program and RLF no longer desires or is prohibited from participating in the Energy Smart Program or RLF, then ESC may provide notice to ESP and Eagle County in the form attached as Exhibit N and no additional loans will be made to the residents of that jurisdiction. Loans that have been made from the RLF as of the date of the 11/25/14 notice shall remain in place in accordance with their terms. In no event may ESC eliminate or reduce access to the RLF by residents of the Counties and any notice from ESC to that effect shall be null and void. c. Access to the RLF shall be on a first come, first served basis in accordance with the terms of this Agreement, the Grant, related rules, regulations and guidance which may be amended from time to time. d. ESC may not expand the purposes or types of properties for which the RLF was established without prior written approval of DOE and Eagle County and execution of an amendment to this Agreement by and in a form satisfactory to Eagle County and ESP. e. In the event ESC establishes other sources of capital with ESP then such funds shall be segregated and separately accounted for and not commingled with the RLF." 5. Exhibit K to the Agreement is hereby deleted and ESP acknowledges and agrees that residents of Lake County may access the RLF on a first come, first served basis in accordance with the terms of the Agreement. 6. Exhibit A to the Agreement is hereby deleted and replaced with Exhibit A -1 which is attached hereto and incorporated herein by reference. 7. Exhibit B to the Agreement is hereby deleted and replaced with Exhibit B -1 which is attached hereto and incorporated herein by reference. 8. Exhibit C to the Agreement is hereby deleted and replaced with Exhibit C -1 which is attached hereto and incorporated herein by reference. 9. Capitalized terms in this Second Amendment will have the same meaning as in the Agreement. To the extent that the terms and provisions of the Second Amendment conflict with, modify or supplement portions of the Agreement, the terms and provisions contained in this Second Amendment shall govern and control the rights and obligations of the parties. 10. Except as expressly altered, modified and changed in this Second Amendment, all terms and provisions of the Agreement shall remain in full force and effect, and are hereby ratified and confirmed in all respects as of the date hereof. 11. This Second Amendment shall be binding on the parties hereto, their heirs, executors, successors, and assigns. IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to the Agreement the day and year first above written. 11/25/14 ENERGYSMART PARTNERS, LLC, a Colorado limited liability company STATE OF COLORADO ) )ss. COUNTY OF LARIMER ) Joe Rowan, Executive Director Funding Partners for Housing Solutions, Inc. as its Member/Manager On this — day of , 2014, Joe Rowan, Executive Director Funding Partners for Housing Solutions, Inc. as Member/Manager of EnergySmart Partners, LLC, a Colorado limited liability executed the foregoing Second Amendment. WITNESS my hand and official seal. My Commission expires: Attest: Teak J. Simonton, Clerk to the Board Notary Public COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS LIM Jillian H. Ryan, Chairman n: NOTICE NUMBER OF DRAW DOWN TO: EnergySmart Partners LLC Attn: Joe Rowan 330 S. College Avenue #400 Fort Collins, CO 80524 Notice is hereby given that the existing balance of Revolving Loan Fund ( "RLF") established by Agreement between the County of Eagle, State of Colorado and Energy Smart Partners LLC dated June 11, 2012 and amendments thereto (collectively the "RLF Agreement") is to be reduced as set forth herein. Please draw down the existing and available balance in the RLF in the amount of $ and wire the funds to: Energy Smart Colorado, Inc. Attn: Insert Address Eagle County, Colorado By: Title: Dated: cc: Department of Energy, Attn: Energy Smart Colorado, Inc. I:i:ll— ��►�ii NOTICE NUMBER OF EXPANSION OF RLF TO: EnergySmart Partners LLC Eagle County, Colorado Attn: Joe Rowan Attn: Adam Palmer 330 S. College Avenue #400 Post Office Box 850 Fort Collins, CO 80524 Eagle, CO 81631 Please accept this notice that as of , 20 residents of are permitted access to the Revolving Loan Fund in accordance with the terms of the Agreement between the County of Eagle, State of Colorado and EnergySmart Partners LLC dated June 11, 2012 and amendments thereto (hereinafter the "RLF Agreement') and terms of the grant from the United States Department of Energy to Eagle County, Pitkin County and Gunnison County with an effective date of August 12, 2010 ( "Grant'). Revolving Loan Funds are to be available on a first come, first served basis for eligible projects /improvements as authorized under the Grant and RLF Agreement. Energy Smart Colorado, Inc. by signing below confirms that it has obtained any necessary consent from DOE and the residents of are eligible to participate in the RLF. Energy Smart Colorado, Inc. by signing below acknowledges that it is responsible for ensuring new contractors are trained and that any necessary contractor agreements, homeowner disclosures, disclaimers are prepared and revised as may be necessary. Energy Smart Colorado, Inc. further acknowledges that it has reviewed NEPA; Davis Bacon Act, Historic Preservation requirements and Buy American Act and will comply with the same as access to the Revolving Loan Fund is expanded as set forth herein. ENERGY SMART COLORADO, INC. Dated: � 11: NOTICE NUMBER OF WITHDRAWAL OF JURISDICTION FROM RLF TO: EnergySmart Partners LLC Attn: Joe Rowan 330 S. College Avenue #400 Fort Collins, CO 80524 Eagle County, Colorado Attn: Adam Palmer Post Office Box 850 Eagle, CO 81631 Please accept this notice that as of , 2C residents of are no longer permitted access to the Revolving Loan Fund in accordance with the terms of the Agreement between the County of Eagle, State of Colorado and EnergySmart Partners LLC dated June 11, 2012 and amendments thereto (hereinafter the "RLF Agreement ") and terms of the grant from the United States Department of Energy to Eagle County, Pitldn County and Gunnison County with an effective date of August 12, 2010 ( "Grant "). Energy Smart Colorado, Inc. by signing below confirms that is has notified that its residents will no longer be eligible for loans from the Revolving Loan Fund. ENERGY SMART COLORADO, INC. By: Its: Dated: EXHIBIT A -1: ENERGY SMART PARTNER'S COMPLIANCE& LOAN SERVICING STANDARDS I. DOCUMENTATION AND UNDERWRITING CRITERIA A. CONTRACTUAL LOAN SERVICES I. Documentation Requirements —The loan applicant is required to provide sufficient documentation to verify eligibility under the Program guidelines approved by Eagle County. Such verifications may include, but are not limited to, financial capacity standards, income limitations, credit assessments, collateral quality and funds availability. Loan referral sources shall forward copies of all necessary documentation to ESP within a reasonable period prior to the scheduled closing date. ESP reserves the right to deny applications that lack sufficient documentation to render verification of eligibility or where sufficient time has not been afforded it to perform all duties required of it with available staff or capital resources. ESP Staff shall review documentation and either: approve the application, request further information, or decline the application. Staff shall issue a final determination in writing to the applicant within a reasonable period of time, specifying the approved loan amount, all terms and provisions of the credit offer and any documentation requirements prior to loan funding. The letter may be sent to the referral source and shared with the applicant to expedite the loan closing sequence. A complete loan file. must include: a. Application — Applicants shall complete, sign and date an application form provided by ESP, which form shall require sufficient detail to determine eligibility and adequately assess relevant characteristics of the credit request. Applicants shall acknowledge the right of ESP to verify as accurate and complete all information provided within the application and supporting documentation. Such right extends to third -party verifications, as deemed appropriate by ESP according to the Program and nature of the credit request. b. Income Verification — Applicants shall provide income and/or financial statements consistent with prevailing ESP standards. Analysis of such information will remain consistent with ESP programs unless otherwise specified within the relevant provisions of the Program In all cases, income measurements shall be defined using prevailing median income statistics provided by the U.S. Department of Housing and Urban Development, as released annually for the market area served by the proposed project and as adjusted for household size. c. Supplemental Documentation — ESP shall collect additional documentation according to prevailing standards of similar ESP programs or as dictated by the Program pursuant to Exhibit 1 of the Agreement. Collection and consideration of all supplemental documentation shall conform to fair credit statutes and ethical business standards. 2. Underwriting Analysis - Qualification for the Program shall be evaluated for reasonable debt capacity, adequacy of collateral and the provisions of Exhibit 1. Underwriting third -party programs will typically entail: a. Income/Revenue Determination — Applicants will be screened against minimum standards identified under the Program, utilizing techniques and formulas prevalent under similar ESP programs. At a minimum, applicants shall provide sufficient documentation to determine current income through internally- prepared financial statements, federal tax returns, payroll EnergySmart Partners LLC 11/17/14 Compliance & Loan Servicing Standards statements and/or contractual agreements. ESP reserves the right to require any and all income documentation deemed appropriate to the credit request. Financial Capacity — As a result of the proposed financing applicants will be screened for reasonable capacity to hold and service the debt according to all terms described within the Program. ESP shall utilize techniques and formulas prevalent to similar ESP programs. In addition to the proposed debt; all other contractual obligations of the applicant shall be considered, including those disclosed by the applicant, verified through third - parties, public records and companion credit terms and conditions relevant to the proposed transaction. Single - payment items, taxes and discretionary obligations need not be considered unless otherwise noted under the Program. b. Collateral — The Program may require a grant of interest in real property owned or controlled by the applicant. ESP shall identify and assess the proposed collateral as compliant to established standards under the Program while taking reasonable caution to insure the collateral is not unduly burdened by prior claims that diminish the security interest taken in the Applicant's real property or evidence credit terms detrimental to the applicant's financial capacity. d. Loan Amount — Maximum loan amount standards shall be established by the Program as set forth in Exhibit 1. e. Borrower — All parties holding an ownership interest in the subject collateral property, as applicable, must be obligated on the Promissory Note and Security Interest assignment. Residential loans shall be issued to natural persons only. All signatories to the Program's loans must be of legal age and provide a valid Social Security Number (SSN). f. Consistency — All documentation used to underwrite a loan file shall be accurate and consistent with all other documentation within the file. 3. Loan Approval — ESP shall have authorization 'to approve applications that meet all eligibility criteria established for the Program and as set forth in Exhibit 1. Loan applications that are declined or withdrawn shall be retained on file for period of two (2) years from the application date. ESP reserves the right to deny funding under any program where the borrower or their agent is unable to clearly demonstrate a valid purpose for the requested loan, or when elements of fraudulent activity are discovered. Where applications are not compliant to the stated purpose or use of the requested program, ESP retains the right to refer applicants to alternate financing sources. 4. Loan Funding — At such point that all underwriting conditions have been satisfied and in accordance with timing requirements of performance contracts, ESP will provide a written detail of any conditions or documents necessary prior to executing the promissory note and related documents. To the extent practical, all loan documents utilized by ESP shall adequately protect the interests of the organization while conforming to all applicable federal, state and local statutes. At a minimum, loan documents shall be reviewed for enforceability and compliance by qualified counsel at least annually. To the extent possible, the application referral source and/or borrower shall be provided copies of all documents to. be executed in advance of loan closing. The agent presenting the final loan documents shall assume responsibility for satisfying such requirements prior to issuing loan funds to any party. All multi-page documents shall bear the initial(s) of all borrowers at the bottom of each page of the document, except where signature(s) are required. All persons holding title to the subject collateral property, as listed on the Warranty Deed or transfer of ownership document, must also be obligated on the Promissory Note and pledge their interest in the security through a deed of trust or applicable assignment. However, persons not taking ownership to the subject property may be added as additional guarantors on the promissory Note. The loan package must include the following: EnergySmart Partners LLC 11/17/14 Compliance & Loan Servicing Standards a. Settlement Statement —Prepared by ESP, dependent upon the loan to be made under the terms of the Program. ESP shall review the statement in advance of closing to verify completeness and accuracy of all entries. ESP shall be listed as a lender for the full and correct loan amount, with all applicable loan fees listed by category. The file copy shall carry signatures of all parties to the transaction. b. Promissory Note — ESP shall prepare and review for accuracy a Promissory Note (Note) to be executed by borrower(s) at loan closing. The terms of the approved loan shall be accurately reflected on the appropriate Note form. c. Deed of Trust or Collateral Assignment — ESP shall prepare and review for accuracy a Deed of Trust or applicable assignment form that reflects exact terms and titles shown on the Promissory Note. ESP or an approved Notary Public shall be employed to notarize and record the executed document with the appropriate public office. If applicable, all necessary riders to the Deed of Trust will be prepared and executed in a similar manner. d. Federal Truth In Lending Notice and Other Applicable Disclosures — ESP shall prepare applicable disclosures of loan terms, sample calculations and other relevant conditions or provisions of the loan program, submitted as part of the final loan package. e. Loan Proceeds — Within a reasonable timeframe prior to the scheduled loan closing, ESP shall set up a wire transfer to the bank account of the Contractor or Borrower in the amount of loan, less any fees to be collected from borrower and payable to ESP. Where an ESP Staff representative is present at loan closing, a cashier's check may be drawn for the amount of the loan and made payable to the Contractor or borrower. 5. Post.Closing Procedures — Within a reasonable time period of loan closing, ESP must conduct a complete review of the loan file to insure all documents are correct, complete, and compliant with all ESP underwriting standards and secured in the permanent loan file. The live note shall be placed in safe deposit with a financial institution, while the recorded Deed of Trust or collateral assignment shall be securely maintained in the file. Additionally, ESP will assume responsibility for monitoring: a. Receipt of recorded documents — Within 60 days of loan closing, ESP should be in receipt of all recorded documents. If not received, ESP will contact the appropriate public office to determine if. the instrument has been received, recorded, or subject to processing delays. If recording has been delayed, an appropriate follow up period will be established. If recorded more than 15 business days prior, ESP shall request the public office perform a document search and report their findings within 10 days of such request. If not received within such time, ESP shall request a certified copy of the document and forwarded by registered delivery from escrow agent of record. If the document has not been received by the public office within 60 days, ESP shall contact the escrow agent to request a document search. Escrow agent shall be instructed to provide gap coverage under the title insurance policy, obtain new signatures on replacement documents, if necessary, and record the document at the earliest possibility. b. Receipt of post closing verifications, compliance reports, work completion notices or similar documentation associated with the loan program. c. Loan Registration — Upon execution' of the loan, ESP shall enter the new loan into the tracking system and establish follow -up dates for annual review, hazard insurance renewal and maturity notification. d. Document Retention — All documentation used to evaluate and/or service individual loan files will be retained in electronic and hard copy format for minimum of 4 years from the date of final disposition. For loans that are denied or withdrawn for whatever reason, the date of disposition will be the date upon which the file was officially classified as cancelled. For loans that are originated, the date of final disposition will be the date of final and full repayment. EnergySmart Partners LLC 11117/14 Compliance & Loan Servicing Standards Loans that are charged off as uncollectable shall be retained for the minimum period from the date the file is returned from collection services as uncollectible. The maximum retention period for all loan files shall be 5 years from the date of final disposition. H. PORTFOLIO MANAGEMENT A. CONTRACT LOAN SERVICES 1. Reporting, Risk and Compliance Review — Staff shall conduct ongoing review of outstanding loans to establish compliance with loan provisions, which may include periodic written or telephone contacts, review of public records, insurance or other notices and dialogue with other parties to the transaction. ESP reserves the right to accelerate payment or prescribe other reasonable measures should the borrower fail to comply with any such requirements. ESP shall prepare and present to Eagle County and Energy Smart Colorado, Inc. the following reports at least quarterly, more frequently as circumstances or contractual terms may dictate. a. Comprehensive Report —A complete accounting of all outstanding loans, sorted by jurisdiction and dedicated investment source, which details borrower name, family size, AMI percentage, loan amount, parental status and date of the loan. Total loans funded and available capital, if appropriate, shall also appear according to jurisdiction and dedicated investment source. b. Summary Report — A composite accounting of total program capital, funds invested, principal and interest recapture, loan loss, and aggregate loan characteristics. c. Compliance Report — A separate report shall be compiled by staff, independent auditors or the Executive Director to detail any incidence of non - compliance as such items are identified. The report shall contain detail of the issue of suspected non - compliance, any corrective actions taken or recommended and delivered to ESP management, as appropriate. ESP management is authorized to take further action or refer the matter to the Board of Trustees of its' parent organization for formal determination and further notice to affected parties. ESP management is required to provide a report to its parent Board of Trustees which identifies any issues of non- compliance, or attest to the absence of non - compliance, at least monthly. 2. Risk Rating and Loan Loss Reserves — Finance activity undertaken through contractual relationships do not present capital exposure to ESP, by definition. While ESP does not assume direct capital exposure under contractual finance activities, indirect exposure is present in the form of errors, omissions and breach of fiduciary responsibility in performing duties detailed within the service agreement. Within the service agreement or as a matter of practice in the event such provision is not clearly established, ESP shall maintain minimum general liability insurance coverage in the amount of $1,000,000 per incident or $2,000,000 aggregate. Such amounts may be modified upward by action of ESP management. As deemed necessary, ESP may seek coverage under a performance bond to further protect the interests of both the organization and Eagle County, though insurance remains the preferred risk mitigation vehicle. 3. Loan Repayment — According to all terms and provisions of the Program, Staff shall deliver an invoice to the borrower sufficiently prior to the payment due date to allow timely response. All payments received shall be applied to accrued interest, late fees then principal. Payments in excess of the invoice amount shall be applied as principal reduction. Should ESP determine the borrower is non- compliant with any of conditions or provisions expressed within the loan documents, borrower shall be instructed in writing to submit payment in full of outstanding principal and interest within thirty (30) days of the notice. 4. Loan Maturity Procedure — ESP shall deliver a final payment request and maturity notice to the borrower for an amount sufficient to retire all outstanding principal, interest and applicable fees prior EnergySmart Partners LLC 11/17/14 Compliance & Loan Servicing Standards to the scheduled maturity date. Upon final settlement, ESP shall extinguish the loan according to procedure noted as set forth herein after expiration of a reasonable payment hold period. 5. Delinquency - In all cases, payment of principal and interest are due no later than the close of business on payment date(s) specified within the loan documents, or by the date shown on the demand for payment noted in Par. 3. After such time, the loan shall be considered in default, with appropriate action taken to remedy the loan. Until the point when payment is sixty (60) days past due, ESP shall retain the ability to make all satisfactory arrangements for payment, including waiver of any penalties where appropriate. The following procedures shall be taken in cases of default: A. 10 days past due — A late payment notice is mailed to the borrower, reflecting the amount due, date of default and request for immediate payment. b. 30 days past due — A second notice shall be mailed to borrower and mandatory direct contact shall be performed. c. 60 days past due — ESP shall complete a full report that details the nature of all contact with borrower, any outstanding concerns of the borrower, and results of all discussions with borrower, its representatives and /or counsel. The report shall be submitted to Eagle County and Energy Smart Colorado, Inc. for informational purposes. d. 90 days past due — ESP management shall determine whether further collection activity is warranted based upon the nature of borrower representations, or lack thereof. If it is determined that further negotiation, loan modification, or other curative efforts are warranted ESP shall continue to hold the account in collection, status and recognize an impairment of the asset for accounting purposes. In the event ESP management determines further action by ESP is unlikely to resolve the delinquency, ESP shall cease loan service activity on the account and refer the item to a licensed professional agency in good standing with the State of Colorado for further collection action. Upon referral of the item, ESP shall recognize full impairment of the asset 7. Bankruptcy — Upon receipt of a notice of bankruptcy petition, all direct collection efforts with the borrower will cease. EnergySmart Partners LLC 11/17/14 Compliance & Loan Servicing Standards EXHIBIT B -1: ENERGY SMART RESIDENTIAL ENERGY EFFICIENCY REVOLVING LOAN FUND CONTRACTOR AGREEMENT Now, on this day of , EnergySmart Partners LLC, a Colorado limited liability company ( "ESP "), and , a contractor desiring to participate in the Energy Smart Residential Energy Efficiency Revolving Loan Fund Program ( "Contractor "), state the following: WHEREAS, EnergySmart Partners LLC, a Colorado limited liability company, is administrator of the Energy Smart Residential Energy Efficiency Revolving Loan Fund Program (the "Program "); WHEREAS, the purpose of the Program is to assist in the funding of construction projects which make the borrower's homes more energy efficient and to create "green" construction jobs; WHEREAS, as a condition of participation in the Program, the contractor has agreed to conduct a project to be funded by the Program; AGREEMENT NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: 1. Tasks to be performed: As a participant in the Program, the Contractor shall: 1) submit their customer's loan application to ESP with an executed copy of the construction project contract, contingent upon financing, setting forth the work to be performed, the price for such work and the date by which the work will be completed. The sum of $25.00 serving as a loan application fee shall also be delivered to ESP at the time of the submission of the loan application; 2) deliver to - their customer the loan documents prepared for that customer's signature by ESP; 3) obtain from the customer the customer's executed loan documentation; and 4) deliver that loan documentation to ESP. Upon receipt of the loan - proceeds, Contractor shall provide its executed lien waiver affidavit wherein the Contractors customer (Customer) now ESP's borrower (Borrower) shall acknowledge the amount paid to the contractor upon the loan settlement. The Contractor shall verify that all suppliers and/or subcontractors for the project are paid in full with no further recourse to the customer, and furnish lien waivers to that effect. 2. Representations: Contractor represents it shall perform all of its work for the customers according to local standards and in a good and workmanlike fashion within the agreed time frame and, at its own cost and expense, furnish all items, articles, operations mentioned or herein specified, related labor services, tools, equipment, transportation and incidentals necessary and required for satisfactory, acceptable completion of the agreed work or delivery of materials for or to Customers as specified in the loan application documents and this agreement. Contractor shall do all things necessary in its sole discretion to perform work for Customers in the most diligent, expeditious and economical manner consistent with good workmanship, all applicable building codes, sound business practice, and reasonable precautions for safety. All work to be performed for Customers under this Agreement shall be coordinated in advance with the Customers and shall be performed only during such time periods as approved by such Customers. Contractor represents and warrants that it possesses the training, education, experience, skill, competence, licensing, certifications, and resources - needed to properly perform the work for Customers as described in the loan application documents and related agreements. Contractor further acknowledges and understands that ESP will not oversee any aspect of the construction work and that this agreement is only for the benefit of Contractor's Customer. Contractor shall maintain complete and accurate records of all work performed through the Program. 2. Term of Agreement: This Agreement shall begin and become effective on the date of execution by the Contractor, as specified on the signature page. 3. Payment for Work Performed: The terms and conditions of payment for work performed for a Customer shall be solely between the Contractor and the Customer. Contractor shall not be paid by ESP without the express authorization of Customer and in no event shall ESP be liable for payment of any kind to Contractor for work performed pursuant to this Agreement. 4. Insurance Requirements: The Contractor shall procure and maintain at its own expense, the following kinds and minimum amounts of insurance for purposes of insuring the liability risks which the Contractor has assumed until this Agreement has expired or is terminated. The Contractor will be responsible for providing evidence of continued insurance when extending/renewing this Agreement: a. Commercial General Liability. This coverage should be provided on an ISO 1998 Form: or most current with minimum limits of $600,000.00 combined single limit for each occurrence. b. Workers' Compensation and Employer's Liabilitv. Workers' Compensation must be maintained with the statutory limits. Employer's Liability is required for minimum limits - of $100,000.00 Each Accident/$500,000.00 Disease - Policy Limit/$ 100,000.00 Disease -Each Employee. c. Vehicle Insurance. Contractor shall at all times carry insurance on Contractor's vehicles in an amount not less than $300,000 per occurrence and $1,000,000 in the aggregate. The Contractor shall provide Certificates of Insurance for Contractor's Commercial General Liability Coverage and Workers' Compensation and Employer's Liability Coverage to the Customer. These Certificates of Insurance shall also contain a valid provision or endorsement that 2 these policies may not be canceled, terminated, changed or modified without thirty (30) days written notice to the Borrower. 5. Training: Contractor agrees to maintain all permits, licensing, certifications required by any governmental agency with jurisdiction over the construction project. Contractor agrees to participate in any training program required for participation in the Program initially and from time to time. 6. Quality Assurance: ESP shall have no responsibility to inspect or otherwise supervise work performed for a Borrower, which remains Contractor's obligation. 7. Remedy of Failure: Contractor shall, at its sole expense, immediately correct and remedy all defective work, damage or loss, caused in whole or in part by the direct or indirect act or omission of Contractor, its subcontractors, employees or agents, or for which Contractor is otherwise responsible. Contractor agrees to immediately remedy, at the Contractor's expense, any failure by the Contractor resulting in a serious health and safety issue. Any failure to comply with other program requirements discovered during a quality assurance check must be remedied by the Contractor, at the Contractor's expense, within three (3) business days of reported failure. 8. Warranties: All materials and equipment furnished to Customers by Contractor shall be new and of first -class quality. Contractor agrees to warrant all work to the Customer to be free from defects for a minimum of one (1) year after the date such work is completed and accepted by the Customers (or such longer period as is industry custom or practice), and agrees to promptly correct, at Contractor's sole cost and expense, any defect discovered during such period. If an item of work for a Customer is defective or otherwise requires repair or correction, the aforesaid warranty shall not commence to run with respect to such item until after it is satisfactorily repaired, remedied and corrected. Contractor will also transfer and assign to Customers all warranties of subcontractors, materialmen, and manufacturers and suppliers of equipment used or installed in connection with any work for Customers, and will cooperate with Customers in the enforcement of such warranties; but the assignment of such warranties shall not relieve Contractor of its obligations under this Agreement. 9. Nondiscrimination: The Contractor agrees to comply with the letter and spirit of the Colorado Anti- Discrimination Act, C.R.S. § 24 -34 -401, et seq., as amended, and all applicable local, state and federal laws regarding discrimination and unfair employment practices. 10. Nondiscrimination Provisions Binding on Subcontractors: In all solicitations by the Contractor for any work related to this Agreement to be performed under a subcontract, either by competitive bidding or negotiation, the Contractor shall notify each potential subcontractor of the Contractor's obligations under this Agreement, and of all pertinent regulations relative to nondiscrimination and unfair employment practices. 11. Termination of Agreement: ESP may terminate this Agreement: 3 a. for cause (including, but not limited to: Contractor's failure to comply with the Program requirements; Contractor's failure to perform any work for Customers with reasonable promptness and diligence; the bankruptcy, financial insecurity or insolvency of Contractor; or for any other breach of this Agreement); or b. at any time without cause, by giving thirty (30) -days' prior written notice to Contractor. 12. Indemnity: The Contractor shall be liable and responsible for any and all damages to persons or property caused by or arising out of the actions, obligations, or omissions of the Contractor, 'its employees, agents, representatives or other persons acting under the Contractor's direction or control in performing or failing to perform any work under the Program or this Agreement. The Contractor will indemnify and hold harmless, ESP, its members, officers, employees, agents representatives, and its contract parties in the Program (the "indemnified parties "), from any and all liability, claims, demands, actions, damages, losses, judgments, costs or expenses, including but not limited to attorneys' fees, which may be made or brought or which may result against any of the indemnified parties as a result or on account of the actions or omissions of the Contractor, its employees, agents or representatives, or other persons acting under the Contractor's direction or control. 13. LIMITATION OF DAMAGES: IN NO EVENT SHALL ESP, ALONG WITH THEIR AGENTS AND EMPLOYEES (OR ANY OF THE OFFICERS, TRUSTEES, DIRECTORS, PARTNERS, -BENEFICIARIES, JOINT VENTURES, MEMBERS, STOCKHOLDERS OR OTHER PRINCIPALS OR REPRESENTATIVES, AND THE LIKE, DISCLOSED OR UNDISCLOSED AND ITS CONTRACT PARTIES IN THE PROGRAM), EVER BE LIABLE .----TO- CONTRACTOR, -BORROWER, _OR ANY OTHER THIRD PARTY, FOR ANY DIRECT, INCIDENTAL, SPECIAL, INDIRECT, GENERAL OR CONSEQUENTIAL DAMAGES OR LOSS OF ANY NATURE (SUCH AS DAMAGE TO PROPERTY, DAMAGES RESULTING FROM DELAY, CLAIMS OF THIRD PARTIES, LOSS OF PROFITS, OR INJURY TO PERSON) WHICH MAY ARISE IN CONNECTION WITH THIS AGREEMENT. THIS CLAUSE SHALL SURVIVE EXPIRATION OF THIS AGREEMENT. 14. Employee verification: The Contractor agrees to not knowingly employ or contract with an illegal _alien to perform work under this Agreement. The Contractor shall not enter into a contract with a subcontractor that fails to certify to the Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. 15. Criminal history: Contractor assures that all existing and every new staff member working on site do not have a criminal history background that could indicate that they might present a threat to residents or staff. Acceptable criminal background is no felony arrests or convictions within five years and no pattern of misdemeanors (three or more) within five years. 16. Safe Work Practices: Contractor agrees to meet OSHA and Department of Labor Requirements regarding personal protective equipment and safe work practices. Contractor agrees to comply with 4 EPA requirements to become a Certified Lead Based Paint Renovation "Firm ", if applicable. 17. Independent Contractor: Contractor recognizes and agrees that Contractor is an independent contractor for all purposes, both legal and practical, in performing services under the Program, and that Contractor and its agents and employees are not agents or employees of ESP for any purpose. As an independent contractor, Contractor shall be responsible for employing and directing such personnel and agents as it requires to perform work for Customers under this the Program, shall exercise complete authority over its personnel and agents, and shall be fully responsible for their actions. Contractor acknowledges that it is not entitled to unemployment insurance benefits or workers' compensation benefits from ESP. Contractor is obligated to pay federal and state income tax on any monies earned pursuant to the Program or this Agreement. 18. Recovery Act Compliance: Contractor acknowledges that the Program is funded in whole or in part by the American Recovery and Reinvestment Act of 2009 (the "Act ") and that therefore ESP has certain reporting and compliance obligations. Contractor hereby agrees to take whatever actions are necessary to comply with, and to ensure ESP's compliance with, the requirements of the Act. ESP agrees to provide notice to Contractor of such requirements within a reasonable period of time, as necessary to allow Contractor to report compliance. 19. Governing Law: The laws of the State of Colorado shall govern the interpretation and enforcement of this Agreement. Any litigation that may arise between the parties involving the interpretation or enforcement -of the terms of this Agreement shall be initiated and pursued by the parties in the district courts of the State of Colorado and the applicable Colorado, Appellate Courts. 20. Termination of Prior Agreements: This Agreement cancels and terminates, as of its effective date, all prior agreements between the Parties relating to the services covered by this Agreement, whether written or oral or partly written and partly oral. 21. Severability: If any provision of this Agreement is found to be invalid, illegal or unenforceable, the validity and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. 22. Representation of Authority. Each person signing this Agreement represents and warrants that he or she is duly authorized and has legal capacity to execute and deliver this Agreement. Contractor represents and warrants to ESP that the execution and delivery of the Agreement and the performance of such party's obligations hereunder have been duly authorized and that the Agreement is a valid and legal agreement binding on the Contractor and enforceable in accordance with its terms. 23. Contractor departure from Service: If Contractor wishes to leave the Program, Contractor agrees to provide written notice to ESP. IN WITNESS WHEREOF, the Contractor has set its hand and seal this day of , 20_. M CONTRACTOR: ENERGYSMART PARTNERS, LLC Lo Email Address: Its: Email Address: EXHIBIT C -1: ENERGYSMART RESIDENTIAL ENERGY EFFICIENCY PROGRAM HOMEOWNER STATEMENT OF UNDERSTANDING I have elected to participate in the Energy Smart Energy Efficiency Loan Program ( "the Program ") administered by EnergySmart Partners, LLC ( "Lender "). As a part of my participation in the Program, I may receive a list of contractors who have expressed a desire to undertake energy efficient residential home improvement projects in participating Program areas. I understand that neither the Lender nor the Program are affiliated with or have considered and approved the capabilities of the contractors on this list. I acknowledge that I have not been required by the Lender or the Program to utilize any of the contractors - on the list as a prerequisite to my participation in the Program and that I may select the contractor or contractors of my own choosing, so long as that contractor is willing to comply with the Program requirements for my project. I acknowledge that, the contractors on the contractor list are independent contractors and that my relationship with them is separate and in no manner related to my relationship with Lender. I further state that in my selection of a contractor; I have not relied upon any representation, express or implied by the Lender or the Program. I UNDERSTAND THAT NEITHER LENDER NOR ENERGY SMART COLORADO, INC. OR ANY THIRD PARTY WITH OBLIGATIONS UNDER THE GRANT WHICH FUNDED THE LOAN PROGRAM PROVIDE ANY GUARANTEE OR WARRANTY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND HABITALTTY, WITH RESPECT TO MY HOME IMPROVEMENT PROJECT AND, WITHOUT LIMITATION, ANY GUARANTEE OR WARRANTY THAT THE PREMISES WILL MEET MY GOALS TO ACHIEVE ENERGY SAVINGS. I EXPRESSLY STATE THAT MY DECISION TO UNDERTAKE MY ENERGY EFFICIENCY PROJECT IS MY SOLE DECISION AND THAT I HAVE NOT RELIED UPON ENERGY SMART COLORADO, INC.'S - ENERGY EFFICIENCY, CALCULATORS OR ANY OTHER INFORMATION FURNISHED BY OR THROUGH THE ENERGYSMART RESIDENTIAL ENERGY EFFECIENCY PROGRAM. I AGREE THAT IN NO EVENT SHALL LENDER, ENERGY SMART COLORADO, INC., OR THIRD PARTIES WITH OBLIGATIONS UNDER THE TERMS OF THE GRANT WHICH FUNDED THE LOAN PROGRAM, THE PROGRAM, THEIR AGENTS, EMPLOYEES, MEMBERS, MANAGERS OR OFFICERS, BE LIABLE FOR ANY ACTUAL, CONSEQUENTIAL, SPECIAL, INCIDENTAL OR INDIRECT DAMAGES ARISING FROM THE WORK PERFORMED BY MY CONTRACTOR. TO THE EXTENT PERMITTED BY LAW, ANY STATUTORY REMEDIES WHICH ARE INCONSISTENT WITH THE PROVISIONS OF THESE TERMS ARE WAIVED. I acknowledge that pursuant to the terms of the grant funding the Program, the Lender may have certain reporting and compliance obligations. I agree to provide, in a timely manner, such information regarding my project and its energy efficiency outcomes as the Lender may reasonably request. Further, I authorize the Lender to provide such financial information as it deems necessary to meet these reporting and compliance obligation requirements to Energy Smart Colorado, Inc. and those third parties with obligations under terms of the Grant as well as the United States' Department of Energy. Providing past and future utility usage data is an example of the information that might be requested of me. I acknowledge that because the Program is funded in whole or in part by a grant from the United States' Department of Energy, the requirements of Section 106 of the Historic Preservation Act are applicable to the Program. If my property is more than fifty years old or is currently listed on the State of Colorado or National Register of Historic Places, approval to proceed by the Colorado Office of Archeology and Historic Places (OAHP) may be required for any upgrades. Furthermore, I consent to the submission of all documentation, including photographs, to OAHP by the Service for the purpose of determining the property's historic preservation significance. ❑ My property is more than fifty years old, or is currently listed on the Colorado State or National Register of Historic Places. ❑ My property is located in a Historic District. By signing below, you indicate your understanding of the above stated terms. Name (Printed) Signature Date v.—r v in ?n id EXHIBIT C RLF ACCOUNTING AS OF JULY 31, 2015 RLF Balance upon creation of RLF Accumulated Interest Current Balance available Current Loan Portfolio Total loaned through Energy Smart Program $985,000 $17,632 $697,917 $304,715 $426,902 'I1: 1 f ASSISTANCE AGREEMENT 1. Award No. 2. Modification No. 3. Effective Date 4. CFDA No. DE- EE0003798 08/12/2010 81.128 5. Awarded To Sponsoring Office 7. Period of Performance EAGLE, COUNTY OF Golden Field Office ttn: Adam Palmer 08/12/2010 U.S. Department of Energy through P.O. BOX 850 08%11/2013 Golden Field Office 551 BROADWAY 1617 Cole Blvd. EAGLE CO 816310850 Golden CO 80401 8. Type of Agreement 9. Authority 10. Purchase Request or Funding Document No. �X Grant PL 110 -140, EISA 2007 10EE006555 ❑ Cooperative Agreement PL 111 -5, Recovery Act 2009 ❑ Other 11. Remittance Address '12. Total Amount 13. Funds Obligated EAGLE, COUNTY OF Govt. Share: $4,916,126.00 This action: $4,916,126.00 Attn: Adam Palmer P.O. BOX 850 Cost Share $0.00 Total $4,916,126.00 551 BROADWAY EAGLE CO 816310850 Total :.$4,916,126.00 14. Principal Investigator 15. Program Manager 16. Administrator Adam Palmer Carolyn C. Elam Golden Field Office 970 - 328 -8734 Phone: 303 - 275 -4953 U.S. Department of Energy Golden Field Office 1617 Cole Blvd. Golden CO 80401 -3393 17. Submit Payment Requests To 18. Paying Office 19. Submit Reports To OR for Golden See Attachment #3 U.S. Department of Energy Oak Ridge Financial Service Center P.O. Box 4517 Oak Ridge TN 37831 20. Accounting and Appropriation Data EECBG Temp 21. Research Title and/or Description of Project RECOVERY ACT: EECBG: RESORT COMMUNITIES RETROFIT PROGRAM For the Recipient For the United States of America 22. Signature of Person Authorized to Sign 25. Signature of Grants /Agreements Officer Signature on File 23. Name and Title 24. Date Signed 26. Name of Officer 27. Date Signed Karen L. Behan 08/12/2010 DE- EE0003798/000 Attachment #1 Intellectual Property Provisions (NRD -1003) Nonresearch and Development Nonprofit organizations are subject to the intellectual property requirements at 10 CFR 600.136(a), (c) and (d). All other organizations are subject to the intellectual property requirements at 10 CFR 600.136(a) and (c). 600.136 Intangible property. (a) Recipients may copyright any work that is subject to copyright and was developed, or for which ownership was purchased, under an award. DOE reserves a royalty -free, nonexclusive and irrevocable right to reproduce, publish or otherwise use the work for Federal purposes, and to authorize others to do so. . (b) DOE has the right to: (1) Obtain, reproduce, publish or otherwise use the data first produced under an award; and (2) Authorize others to receive, reproduce, publish, or otherwise use such data for Federal purposes. (c) In addition, in response to a Freedom of Information act (FOIA) request for research data relating to published research fmdings produced under an award that were used by the Federal Government in developing an agency action that has the force and effect of law, the DOE shall request, and the recipient shall provide, within a reasonable time, the research data so that they can be made available to the public through the procedures established under the FOIA. If the DOE obtains the research data solely in response to a FOIA request, the agency may charge the requester a reasonable fee equaling the full incremental cost of obtaining the research data. This fee should reflect the costs incurred by the agency, the recipient, and applicable subrecipients. This fee is in addition to any fees the agency may assess under the FOIA (5 U.S.C. 552(a)(4)(A)). Eagle County, CO DE- EE0003798/000 STATEMENT OF PROJECT OBJECTIVES t4r Eagle County, CO EECBG: Resort Communities Retrofit Program: Removing Barriers to Energy Efficiency through Education, Audits, Innovative Financing, and Measurement to create a sustainable residential retrofit market A. PROTECT OBJECTIVES The objective of the Resort Communities Retrofit Program is to improve the energy efficiency of 10 %, or 5400 homes in Eagle, Pitkin, and Gunnison Counties by 20 %, utilizing energy audits, resource centers, innovative financing options, workforce training, and comprehensive results calculations. B. PROTECT SCOPE The project scope includes 3 primary areas: 1. Access to Information: The Program will establish one Energy Resource Center (ERC) in each county to promote the program and provide comprehensive participation assistance. The ERCs will help owners take advantage of energy audit incentives and available rebates, connect them with qualified contractors, provide feedback on potential improvements, provide available financing information, and follow up evaluation. Using a data management service, the energy use of participating homes will be tracked to calculate actual cost savings by house type, size, construction type and date, and specific retrofit measures and provide a comprehensive analysis of the program's results. 2. Access to Financing: The Program provides homeowners vrith four different financing options: Rebates for energy audits and efficiency improvements, including no -cost "quick fix" kits, ai on -bill pay revolving loan fund for improvements up to $3,000, Program Acquisition Cost Estimate PACE -style financing through each County's Energy Smart Program for improvements of $3,000 to $30,000 and, Energy Performance Contracts for selected affordable housing rental properties and free - market multi - family condominium complexes. 3. Access to Skilled Workforce: The Program will provide contractor workshops and tuition assistance for both retooling traditional blue - collar construction trades, as well as emerging green - collar technical trades. Also, home diagnostic kits and equipment will be made available to local contractors/homeowners. Eagle County, CO DE- EE0003798/000 C. TASKS TO BE PERFORMED Scope 1. Access to Information . The Program will eliminate existing barriers to information on energy efficiency and renewable energy as it pertains to human behaviors, home purchasing decisions, and home energy improvements, including costs and expected paybacks. Task 1.0 Set up comprehensive educational and information system (months 1-10)' Subtask 1.1 Establish Energy Resource Centers An Energy Resource Center (ERC) will be established in Eagle, Pitkin, and Gunnison --- - - - Counties-to help homeowners wade through all of the complicated information regarding home energy improvements, including costs, financing, paybacks, rebates, incentives, contractor bids, etc. Each ERC will be staffed with expert energy advisors to assist homeowners throughout the process of first getting an energy audit, identifying feasible efficiency improvements and analyzing possible financing options. Subtask 1.2 Standardize marketing approach The Program will hire dedicated personnel to standardize marketing strategy, look and . message across each ERC and used by each County program administrator. Marketing materials - --will be provided in- various. templates so that each ERC can customize according to targeted group or event. Each ERC will be responsible for tracking the marketing strategy according to the success of events and advertising. Subtask 1.3 Establish a data management system The Program will hire a subcontractor to implement a comprehensive data tracking platform to. track the success of the Program. The platform will allow local utilities to analyze energy consumption according to weather patterns, square footage, spatial distribution and greenhouse gas intensity. Homeowners that utilize the ERC or participate in the Program will be encouraged to sign data release forms so that utilities may share'aggregated energy consumption data with the Program Taskforce and each ERC. Access to this information will help dictate how the. marketing strategy targets consumers and how the Program morphs according to energy savings realized. Subtask. 1.4 Launch Energy Smart marketing campaign Each ERC will be responsible for organizing homeowner events to market Energy Smart. These events include educational workshops and events that instruct homeowners on the basics of residential energy use and local financing options available. Task 2.0 Target educational approach (months 11 -29) Subtask 2.1 Conduct analysis of the marketing strategy The Program Taskforce will meet with ERC administrators to conduct an in -depth analysis of the marketing strategy. Marketing will be judged on number of households reached and the level of success achieved through each media source. The success of the marketing strategy will also be checked according to the level of energy savings realized. Pa Eagle County, CO DE- EE00037981000 Subtask 2.2 Conduct analysis of ERC effectiveness The Program Taskforce will evaluate each ERC-based on progress reports, energy savings realized and local feedback. Taskforce representatives will be responsible for meeting with their respective ERC to evaluate their work and plan for ramped up educational efforts. Subtask 2.3 Ramp up- specific marketing events Each ERC will ramp tip targeted marketing efforts (according to the results of the analysis). ERCs will host energy auditing events, neighborhood competitions and home energy workshops. Several of these events will directly target second homeowner residences, affordable housing and the renter's market. Task 3.0 Assess Program (months 30 -36) Sub -task 3.1 Finalize reports and analysis Each Program Manager will work with their respective ERC to produce a summary of the Program's educational and outreach effort, including an assessment of the data management platform and the marketing strategy. The reports will be used to direct continuation of Program activities after the funding period ends. Scope 2. Access to Financing The Program improves residential access to financing by consolidating a set of tiered programs tailored to distinct consumer types, with emphasis on PACE financing through the Energy Smart Program. Task 1.0 Establish financing options (months 1 -10) Subtask 1.1 Develop quick -fix kits The Program will work with a sub - contractor to develop inexpensive but effective quick fix kits. Each kit has energy efficiency tools, such as a tube of caulk and weather stripping, which an energy auditor may install at the time of audit. Kits will be distributed to homeowners through each County's respective ERC. Subtask 1.2 Develop comprehensive rebate structure The Program will work with local utilities and governments to structure a consumer friendly and cost effective rebate program. Current rebate offers will be supplemented with funds from the Retrofit Program. Subtask 1.3 Establish revolving loan fund Program Managers will work with local utilities and jurisdictions to develop an on -bill pay program for rental properties in need of a loan up to $3,000. The on -bill program will be facilitated by the regional utilities with support by Program Managers. Subtask 1.4 Facilitate Energy Smart Program The Program Managers will facilitate PACE financing through the Energy Smart Program. Assessments may not exceed 10% of the property value. 3 Eagle County, CO DE- EE00037981000 Subtask 1.5 Coordinate financing offers with ERC educational efforts Program Taskforce and ERCs will coordinate to ensure financing is available as outreach programs are launched. Each Program Manager will be responsible for disseminating information to their respective ERC. Task 2.0 Target financing_ programs and change as needed (months 11- 29) Subtask 2.1 Conduct analysis of each financing option The Program Taskforce will use the data management platform to assess each financing piece according to.cost effectiveness, energy saved and number of participants. This information - - will direct how and if -any -of the financing funds shift or how to better develop markets for certain options. Subtask 2.2 Facilitate Energy Performance Contracts The Program Managers will advertise the availability of funds for technical energy grade audits through an Energy Service Company (ESCO) for one affordable housing and one second homeowner condominium complex in each county. The Program Taskforce will select eligible candidates and help facilitate performance contracts for each. The Program will finance the payment of the energy audit with a revolving loan fund. The Program will be paid back through the Performance Contract. Task 3.0 Assess Program (months 30 -36) Sub -task 3.1 Finalize reports and analysis The Program Taskforce will meet with utilities and ERC administrators to assess the effectiveness of each financing option. The taskforce will produce a summary of the group's findings, which will be used to direct continuation of financing activities after the funding period ends. Scope 3. Access to Skilled Workers Skilled workers feed minimal retraining to become green contractors. The Program provides distinct training and funding opportunities to the local workforce. The Program also provides diagnostic auditing tools in order to facilitate expansion of auditing services in each County and enhance consumer education. Task 1.0 Launch programs to support the green workforce (months 1 -10) Subtask 1.1 Purchase diagnostic auditing equipment The Program Taskforce will subcontract the purchase of four sets of auditing equipment. Each ERC will be responsible for setting up a system so that energy auditors may rent the equipment. The equipment will also be used as educational tools in various ERC events and demonstrations. 4 Eagle County, CO DE- EE0003798/000 Subtask 1.2 Facilitate a regional beyond -code seminar The Program Taskforce will gather stakeholders, government officials, and industry leaders once a year to discuss updates to climate and energy action plans, building codes, and land use policies. The purpose of the seminars is to facilitate policy decisions that support the extension and/or expansion of the Program past the funding period. Subtask 1.3 Establish tuition assistance program Local contractors will be eligible for tuition assistance for professionally accredited green training courses. The Program will offer two to three rounds of tuition assistance requests per year. Contractors that receive tuition assistance will be encouraged to work with their local ERC to market their services and network with other industry professionals. Subtask 1.4 Facilitate best practices workshops Each ERC will be responsible for organizing best practices workshops for local contractors and industry professionals. Workshops will be organized in collaboration with Colorado Community College in Eagle and Pitkin and Western State College in Gunnison. Task 2.0 Continue support programs modify as needed (months 11-29) Subtask 2.1 Conduct analysis of each program Each program will be tracked according to number of participants, skills learned or adopted and jobs created. All participants will be required to provide contact information so that the Program Taskforce may follow up in six months, eighteen months and thirty six months. Task 3.0 Assess Program (months 30 -36) Sub -task 3.1 Finalize reports and analysis The Program Taskforce will meet with local community colleges, workshop facilitators, contractors and ERC administrators to assess the effectiveness of the workforce program. The Program Taskforce will produce a summary of the group's findings, which will be used to direct continuation of support activities after the funding period ends. Scope 4. Project Management and Reporting Task 1.0 Project management Project will be managed by Eagle County and a taskforce made up of representatives from each county. The county representatives will be responsible for disseminating information to their local partners, including government and each ERC non - profit. Information will be shared with the utilities at the regional level. Lastly, the Program Taskforce will be responsible for helping local entities strategize and finalize funding sources for the continuation of the Program past the funding period. These meetings will begin in the Program's second year. Task 2.0 Project reporting Reports and other deliverables will be provided in accordance with the Federal Assistance Reporting Checklist following the instructions included therein. 5 DOE F4600.2 U.S. Department of Energy DE- EE0003798/000 tus /2otol All ether Editions Are Obsolete FEDERAL ASSISTANCE REPORTING CHECKLIST Attachment #3 ,. AND INSTRUCTIONS 1. Identification Number. 2! Program/PrbjectTitle: DE- EE0003798/000 EECBG: Resort Communities Retrofit Program: Removing Barriers to Energy Efficiency through Education, Audits, Innovative Financing, and Measurement to create a sustainable residential retrofit market , 3. Recipient: Eagle County, CO 4. Reporting Requirements Frequency No: of Copies Addressees A. MANAGEMENT REPORTING ® Progress Report 01 Upload 1 copy to the address in the next column MtN•PAGE.ENERGY.GOV See Note 1 ® Special Status Report. A Electronic Version See Note 2 B. SCIENTIFIC/TECHNICAL REPORTING (Reports/Products must be submitted with appropriate DOE F 241. The 241 forms are available at www.osd.gov /elink.) Report/Product Form ❑ Final Scientific/Technical Report DOE F 241.3 ❑ Conference papers/proceedings* DOE F 241.3 ❑ Software/Manual DOE F 241 A []Other (see special instructions) DOE F 241.3 * Scientific and technical conferences only C. FINANCIAL REPORTING ® SF -425, Financial Status Report CL F Electronic Version WWW.PAGE.ENERGY.GOV ® Leveraged Funding Report A See Note 3 D. CLOSEOUT REPORTING ❑ Patent Certification ® Property Certification F TBD ❑ Other E. OTHER REPORTING ❑ Annual Indirect Cost Proposal El Annual Inventory of Federally Owned Property, if any A W W W.FEDERALREPORTING ® Other -See Section 5 below: .GOV FREQUENCY CODES AND DUE DATES: A- Within 5 calendar days after events or as needed. S- Semiannually; within 30 days after end of reporting period, F- Final; 90 calendar days after expiration or termination of the award. Q - Quarterly; within 30 days after end of the reporting period. Y- Yearly; 90 days after the end of the reporting period. M- Manthly, within 30 days after the end of the reporting period. 5. Special Instructions: Forms are available at httpsJ/ www .eere- omc.enerev,govlforms.aspx. 1. The Monthly EECBG Progress Report will be due on the 30th of the month following the month for which data is being reported: The Quarterly EECBG Progress Report will be due on the 30th of the month following the quarter for which data is being reported. For the Yd month of each quarterly reporting period, both a monthly and quarterly report are due on their respective due dates. Monthly reporting will be effective beginning April 2010 with the first monthly report due May 30, 2010. See instructions at: hitp://www.eecbe.energy.gov/Downloads/EECBG 10- 07A.pdf 2. Submit reports to the DOE Project Officer. 3. Submit a report of leveraged fund expenditures to the DOE Project Officer, upon request. Other Reporting: 1. ARRA- Performance Progress Report: The required reports are due no later than ten calendar days after each calendar quarter in which the recipient receives the assistance award funded in whole or in part by the Recovery Act. Recipients are instructed to maintain data in order to report cumulatively. See the Special Terms and Conditions for Recovery Act reporting requirements, along with the following web site: httoJ /www.federalrel)ortine.gov. 2. Disposition of Historic Preservation Consultations by Category Report: This report shall be submitted annually on September 1. A reporting format will be forthcoming. See Federal Assistance Reporting Instructions on following pages for more details. Federal Assistance Reporting Instructions Reporting requirements under the EECBG Program consist of the following types of reports: SPECIAL STATUS REPORT The recipient must report the following events by a - mail as soon as possible after they occur: 1. Developments that have a significant favorable impact on the project. 2. Problems, delays, or adverse conditions which materially impair the recipient's ability to meet the objectives of the award or which may require DOE to respond to questions relating to such events from the public. For example, the recipient must report any of the following incidents and include the anticipated impact and remedial action to be taken to correct or resolve the problem/condidon: a. Any single fatality or injuries requiring hospitalization of five or more individuals. b. Any significant environmental permit violation. c. Any verbal or written Notice of Violation of any Environmental, Safety, and Health statutes or regulations. d. Any incident which causes a significant process or hazard control system failure. e. Any event which is anticipated to cause a significant schedule slippage or cost increase. f. Any damage to Govemment -owned equipment in excess of $50,000. g. Any other incident that has the potential for high visibility in the media. FINANCIAL REPORTING • FOR ALL RECIPIENTS: Submit a Quarterly Progress Report and the SF-425 Federal Financial Report. Instructions for the Quarterly Progress Report are below. The SF-425 is available at kttp://www.whitehouse.gov/omb/p-rants/index.html. CLOSEOUT REPORTING Property Certification The recipient must provide the Property Certification, including the required inventories of non- exempt property, located at http: / /grants.pr.doe.gov. ANNUAL REPORTS FOR UNITS OF LOCAL GOVERNMENT AND NONPROFITS: Submit annual reports not later than two (2) years after the effective date of this award and annually thereafter. The annual report shall describe the status of development and implementation of the energy efficiency and conservation strategy and an assessment of energy efficiency gains within the jurisdiction of the eligible unit of local government or nonprofit organizations. The annual report shall also address the metrics listed below. • FOR STATES: Submit annual reports not later than one (1) year after the effective date of this award and annually thereafter. The annual report will include the metrics listed below as well as: • The status of the subgrant program of the state; • Specific energy efficiency and conservation goals of the state for subsequent calendar years; and 2 ARRA PERFORMANCE PROGRESS REPORT Failure to comply with this reporting requirement may result in termination of thatpart ofthe award funding by Recovery Act. Not later than 10 days after the end of each calendar quarter, each recipient shall submit a report to the grantor agency that contains: . • The total amount of American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, covered funds received from that agency; The amount of American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, covered funds received that were expended or obligated to project or activities; A detailed list of all projects for which American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, covered funds were expended or obligated including: • Name of project • Description of project • Evaluation of the completion status of project • Estimate of number of jobs created and retained by project in the manner and form prescribed by DOE • Infrastructure investments made by State and local governments, purpose, total cost, rationale or agency for funding infrastructure investment, name of agency contact. • Information on subcontracts or subgrants awarded by recipient to include data elements required to comply with the Federal Accountability and Transparency Act of 2006 (Pub. L. 109 -282). DOE intends to append.the periodic ARRA — Performance Progress Report to include reporting'on the following, at a minimum: The results of the. funding provided for the EECBG Program through the American Recovery and Reinvestment Act (ARRA) will be assessed according to the following performance metrics: • Jobs created and/or retained • Energy (kwh/therms /gallonsBTUs/etc.) saved • Renewable energy generated • GHG emissions reduced • Cost savings The metrics described below are designed to track the accomplishments of projects funded by EECBG. States must not include results reported by direct grant recipients. Grant recipients will be presented with reporting requirements at the time they receive funding and will be expected to report their achievements in terms of the specified metrics presented below. Grant recipients will be required to report on project expenditures, and also on specific activities and achievements, such as square feet of buildings retrofitted. These items tend to be outputs (actions taken by grant recipients) but also include some short-term outcomes (results achieved relatively soon after project outputs occur that lead toward attainment of ultimate project objectives). Expenditures: Accurate records should be kept on project expenditures for all EECBG ARRA funded efforts. The specific information to be gathered and tracked is listed below. It will be the same for all project types: • Expenditures for project activities • Expenditures for administration • Expenditures for evaluation • Leveraged funds Short -term Outcomes (DOE will provide supplemental guidance on how to calculate these outcomes to ensure consistent approaches that results can be aggregated at a regional, State and national level): Energy Savings (kwh equivalents) • Annual reduction in natural gas consumption (mmcf) by sector and end -use category • Annual reduction in electricity consumption (AM) by sector and end -use category • Annual reduction in electricity demand (MW) by sector and end -use category • Annual reduction in fuel oil consumption (gallons) by sector and end -use category • Annual reduction in propane consumption (gallons) by sector and end -use category • Annual reduction in gasoline and diesel fuel consumption (gallons) by sector and end-use category Job Creation/Retention • Number • Type • Duration Renewable Energy Capacity and Generation • Amount of wind- powered electric generating capacity installed (MW) • Amount of electricity generated from wind systems (MWh) • Amount of photovoltaic generating capacity installed (MW) • Amount of electricity generated from photovoltaic systems (MWh) • Amount of electric generating capacity from other renewable sources installed (MW) • Amount of electricity generated from other renewable sources (MWh) Emissions Reductions (tons) (CO2 equivalents) • Methane • Carbon • Sulfur dioxide • Nitrogen oxide • Carbon monoxide Protected Personally Identifiable Information (PII) Reports must not contain any Protected PII. PII is any information about an individual which can be used to distinguish or trace an individual's identity. Some information that is considered to be PII is available in public sources such as telephone books, public websites, university listings, etc. This type of information is considered to be Public PII and includes, for example, first and last name, address, work telephone number, e-mail address, home telephone number, and general educational credentials. In contrast, Protected PII is defined as an individual's first name or first initial and last name in combination with any one or more of types of information, including, but not limited to, social security number, passport number, credit card numbers, clearances, bank numbers, biometrics, date and place of birth, mother's maiden name, criminal, medical and financial records, educational transcripts, etc. CV N N V T '17. T L� "i O � .O V9. L9 C4 T CO m Ln O O CO c- C.0 CO c A T CA C.0 O N� � M m m li' cf= El} H} N E ¢ O ca Q O O d3 64 d a m m , > a m 3 Z a� Z O N N O E CO CO L Cli M � O m ° EA Q O O L D. y LL O w W o O Lb 'v LL L M E N E E C o z U m m a 3 O No u' v Q ? j O C LL Z O m cc .0 o O m co CO CO O 0 O 0 O 03- N O O H} aO O Cm N O Ef3 CO N Cl fR y„ C .S cm c to LC) OT O O co O T T Cfl T Cf) �' as 1D E E E R Q ci m r .- t CMO c Cn N� C E3 M m CD w v c o m m ti? T ER c EA ff! et H3 E LL a m i m E E m g w m N C m co E c _ ui to W m W m U 0 C � U W in m` co w .O o Q E n N r g' a z CC) 0 U CO m E a m U o O L Dm w m E 0 o _ ° m R E ° c m rn - `e >> d -� � m O 2 o a) in m = E �"' m m rn rn CL m m m U [C > c of U U ° rL 'O c o o E m ° m c c o m E E O Q Q ��+ W `c=� c y cc c a7 [D m �n U c m CL e v 2 N Q m C m m R S C G/ m U N •C (>II �' C 0 L c o w in c e w H o d w t= w w �j U O w� E O ns a ci -o ai of 4D Cn Z T cu N C M F > c. m to v U qm �am .a v CD m rn m EL U IL` m a m m c 0 v u.t m 0 co m .a DE- EE0003798/000 Eagle County, CO SPECIALTERMS AND CONDITIONS Table of Contents Number Subiect Page 1. RESOLUTION OF CONFLICTING CONDITIONS ....................... ..............................2 2. AWARD AGREEMENT TERMS -AND CONDITIONS . ..:... ... ..............................2 3. ELECTRONIC AUTHORIZATION OF AWARD DOCUMENTS ... ..............................2 4. PAYMENT - PROCEDURES - ADVANCES THROUGH THE AUTOMATED STANDARD APPLICATION FOR PAYMENTS(ASAP) SYSTEM ........:..................2 5. LIMITATIONS ON USE OF FUNDS ........................................ ...............:..............3 6. REIMBURSABLE FRINGE BENEFIT COSTS ............................ ..............................3 7. INDIRECT COSTS ARE NOT REIMBURSABLE ........................ ..............................3 8. USE OF PROGRAM INCOME ......:....................:...:.................... ..............................4 9. STATEMENT OF FEDERAL' STEWARDSHIP ............................ .:............................4 10. SITE VISITS ..................................................................:............. ..............................4 11. REPORTING REQUIREMENTS ...................:............................. ..............................4 12. PUBLICATIONS ......................................................................... ..............................5 13. FEDERAL, STATE, AND MUNICIPAL REQUIREMENTS .......... ............:.................5 14. INTELLECTUAL PROPERTY PROVISIONS AND CONTACT INFORMATION .......5 15. LOBBYING RESTRICTIONS ...................... ........................ ..............................6 16. NATIONAL ENVIRONMENTAL POLICY ACT ( NEPA )'REQUIREMENTS ...............6 17. HISTORIC PRESERVATION ...................................................... ..............................6 18. WASTE STREAM ....................................................................... ............:.................7 19. DECONTAMINATION AND /OR DECOMMISSIONING (D &D) COSTS .....................7 20. SUBGRANTS, SUBCONTRACTS, AND LOANS ...................... ..............................8 21. ADVANCE UNDERSTANDING CONCERNING PUBLICLY FINANCED ENERGY IMPROVEMENT PROGRAMS .................................... ..............................8 22. SPECIAL PROVISIONS RELATING TO WORK FUNDED UNDER AMERICAN RECOYERY_AND REINVESTMENT ACT OF 2009 (May 2009) ... . ........................... 9 23. REPORTING AND REGISTRATION REQUIREMENTS UNDER SECTION 1512 OFTHE RECOVERY ACT ........................... .::.... ....... .............................13 24. NOTICE REGARDING THE PURCHASE OF AMERICAN -MADE EQUIPMENT AND PRODUCTS -- SENSE OF CONGRESS .......................... .............................14 25. REQUIRED USE OF AMERICAN IRON, STEEL, AND MANUFACTURED GOODS — SECTION 1605 OF THE AM E7 RICAN RECOVERY AND REINVESTMENT ACT OF 2009 ................................................ .............................14 26. REQUIRED USE OF AMERICAN IRON, STEEL, AND MANUFACTURED GOODS (COVERED UNDER INTERNATIONAL.AGREEMENTS) - SECTION 1605 OF THE AMERICAN RECOVERY AND REINVESTMENT ACT OF 2009 .....17 27. WAGE RATE REQUIREMENTS UNDER SECTION 1606 OF THE RECOVERY ACT ...................... ........................................... ........................................................ 21 28. RECOVERY ACT TRANSACTIONS LISTED IN SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS AND RECIPIENT RESPONSIBILITIES FOR INFORMING SUBRECIPIENTS ....... .............................22 29. DAVIS -BACON ACT AND CONTRACT WORKHOURS AND SAFETY STANDARDACT ....................................................................... .............................23 DE EE0003798/000 Eagle County, CO 1. RESOLUTION OF CONFLICTING CONDITIONS Any apparent inconsistency between Federal statute s, and regulations and the terms and conditions contained in this award must be referred to the DOE Award Administrator for guidance. 2. AWARD AGREEMENT TERMS AND CONDITIONS This award/agreement consists of the Assistance Agreement, plus the following: a. Special Terms and Conditions. b. Attachments: Attachment Number 'Title 1. Intellectual Property Provisions 2, Statement of Project Objectives 3. Federal Assistance Reporting Checklist and Instructions 4. Budget Pages (SF 424A) C. DOE Assistance Regulations, 10 CFR Part 600 at http : / /ecfr.gpoaccess.gov. d. Application/proposal as approved by DOE. e. National Policy Assurances to Be Incorporated as Award Terms in effect on date of award at http: // management. energy .goylbusiness_doe /1374.htm. 3. ELECTRONIC AUTHORIZATION OF AWARD DOCUMENTS Acknowledgement of award documents by the Recipient's authorized representative through electronic systems used by the Department of Energy, specifically FedConnect, constitutes the Recipient's acceptance of the terms and conditions of the award. Acknowledgement via FedConnect by the Recipient's authorized representative constitutes the Recipient's electronic signature. 4. PAYMENT PROCEDURES ADVANCES THROUGH THE AUTOMATED STANDARD APPLICATION FOR PAYMENTS (ASAP) SYSTEM a. Method of Payment. Payment will be made by advances through the Department of Treasury's ASAP system. b. Re uesting Advances: Requests for advances must be made through the ASAP system. You may submit requests as frequently as required to meet your needs to disburse funds for the Federal share of project costs. ' If feasible, you should time each request so that you receive payment on the same day that you disperse funds for direct project costs and the proportionate share of any allowable indirect costs. If same -day transfers are not feasible, advance payments must be as close to actual disbursements as administratively feasible. c. Adjusting _payment requests for available cash. You must disburse any funds that are available from repayments to and interest earned on a revolving fund, program income, 4 DE- EE0003798/000 Eagle County, CO rebates, refunds, contract settlements, audit recoveries; credits, discounts, and interest earned on any of those funds before requesting additional cash payments from DOE. d. Pa ents. All payments are made by electronic funds transfer to the bank account identified on the ASAP Bank Information Form that you filed with the U.S. Department of Treasury. 5. LIMITATIONS ON USE OF FUNDS a. By accepting funds under this award, you agree that none of the funds obligated on.the award shall be expended, directly or indirectly, for gambling establishments, aquariums, zoos, golf courses or swimming pools. b. Recipients may use not more than 50 percent of the amounts provided for a loan loss reserve to support loans made with private and public funds and to support a sale of loans made by a grantee or third -party lenders into a secondary market. 6. REIMBURSABLE FRINGE BENEFIT COSTS a. The Recipient is expected to manage their final negotiated project budgets, including .their fringe benefit costs.. DOE will not amend an award solely to provide additional funds for changes in fringe benefit costs or for changes in rates used for calculating these costs. DOE recognizes that the inability to obtain full,reimbursement fringe benefit costs means the Recipient must absorb the underrecovery. Such underrecovery may be allocated as part of the Recipient's cost share. b. If actual allowable fringe benefit costs are less than those budgeted and funded under the award, the Recipient may use the difference to pay additional allowable direct costs during the project period. If at the completion of the award the Government's share of total allowable costs (i.e., direct and indirect), is less than the total costs reimbursed, the Recipient must refund the difference. 7. INDIRECT COSTS ARE NOT REIMBURSABLE The budget for this award does not include indirect costs. Therefore, these expenses shall not be charged to nor reimbursement requested for this project nor shall the indirect costs from this project be allocated to any other federally sponsored project. In addition, indirect costs shall not be counted as cost share unless approved by .the Contracting Officer. This restriction does not apply to sub - awardees' indirect costs. 3 DE- EE00037981000 Eagle County, CO 8. USE OF PROGRAM INCOME If you earn program income during the project period as a result of this award, you may add the program income to the funds committed to the award and used to further eligible project objectives. 9. STATEMENT OF FEDERAL STEWARDSHIP DOE will exercise normal Federal stewardship in overseeing the project activities performed under this award. Stewardship activities include, but are not limited to, conducting site visits; reviewing performance and financial reports; providing technical assistance and/or temporary intervention in unusual circumstances to correct deficiencies which develop during the project; assuring compliance with terms and conditions; and reviewing technical performance after project completion to ensure that the award objectives have been accomplished. 14. SITE VISITS DOE's authorized representatives have the right to make site visits at reasonable times to review project accomplishments and management control systems and to provide technical assistance, if required. You must provide, and must require your subawardees to provide, reasonable access to facilities, office space, resources, and assistance for the safety and convenience of the government representatives in the performance of their duties. All site visits and evaluations must be performed in a manner that does not unduly interfere with or delay the work. 11. REPORTING REQUIREMENTS a. Requirements. The reporting requirements for this award are identified on the Federal Assistance Reporting Checklist, DOE F 4600.2, attached to this award. Failure to comply with these reporting requirements is considered a material noncompliance with the terms of the award. Noncompliance may result in withholding of future payments, suspension or termination of the. 'current award, and withholding of future awards. A willful failure to perform, a history of failure to perform, or unsatisfactory performance of this and/or other financial assistance awards, may also result in a debarment action to preclude future awards by Federal ,agencies. b. Additional Recovery Act Reporting Requirements are found in the Provision below labeled: "REPORTING AND REGISTRATION REQUIREMENTS UNDER SECTION 1512 OF THE RECOVERY ACT El DE- EE0003798/000 Eagle County, CO 12. PUBLICATIONS a. You are encouraged to publish or otherwise make publicly available the results of the work conducted under the award. b. An acknowledgment of DOE support and a disclaimer must appear in the publication of any material, whether copyrighted or not, based on or developed-under this project, as follows: Acknowledgment: "This material is based upon work supported by the Department of Energy [National Nuclear Security Administration] [add name(s) of other agencies, if applicable] under Award Number(s) [enter the award number(s)]." Disclaimer: "This report was prepared as an account of work sponsored by an agency of the United States Government. Neither the United States Government nor any agency thereof, nor any of their employees, makes any warranty, express or implied, or assumes any legal-liability or responsibility for the accuracy, completeness, or usefulness of any information, apparatus, product, or process disclosed, or represents that its use would not infringe privately owned rights. Reference herein to any specific commercial product, process, or service by trade name, trademark, manufacturer, or otherwise does not necessarily constitute or imply its endorsement, recommendation, or favoring by the United States Government or any agency thereof. The views and opinions of authors expressed herein do not necessarily state or reflect those of the United States Government or any agency thereof." 13. FEDERAL, STATE, AND MUNICIPAL REQUIREMENTS You must obtain any required permits, ensure the safety and structural integrity of any repair, replacement construction and/or alteration, and comply with applicable federal, state, and municipal laws, codes, and regulations for work performed under this award. 14. INTELLECTUAL PROPERTY PROVISIONS AND CONTACT INFORMATION a. The intellectual property provisions applicable to this award are provided as an attachment to this award or are referenced in the Agreement Cover Page. A list of all intellectual property provisions may be found at http: / /www.gc.doe.gov /financial assistance awards htm. b. Questions regarding intellectual property matters should be referred to the DOE Award Administrator identified and the Patent Counsel designated as the service provider for the DOE office that issued the award. The IP Service Providers List is found at hM:// www. ac .doe.vov /documents/Intellectual Pro pM m Service Providers for Ac quisition.pdf c. The IP Service Provider for the Golden Field Office is Julia Moody, who may be reached at juha.moody@go.doe.gov or 303 -275 -4867 M DE- EE0003798/000 Eagle County, CO 15. LOBBYING RESTRICTIONS By accepting funds under this award, you agree that none of the funds obligated on the award shall be expended, directly or indirectly, to influence congressional action on any legislation or appropriation matters pending before Congress, other than to communicate to Members of Congress as described in 18 U.S.C. 1913. This restriction is in addition to those prescribed elsewhere in statute and regulation. 16. NATIONAL ENVIRONMENTAL POLICY ACT (NEPA) REQUIREMENTS You are restricted from taking any action using Federal funds; which would have an adverse effect on the environment or limit the choice of-reasonable alternatives prior to DOE providing either a NEPA clearance or a final NEPA decision regarding this project. If you move forward with activities that are not authorized for Federal funding by the DOE Contracting Officer in advance of the final NEPA decision, you are doing so at risk of not receiving Federal funding and such costs may not be recognized as allowable cost share. You are prohibited from implementing energy efficiency improvements and renewable energy generation opportunities, including demolition, repair, replacement, installation, construction, disposal, or alteration activities until such time that you comply with the Waste Stream and Historic Preservation clauses. If this award includes construction activities, you must submit an environmental evaluation report/evaluation notification form addressing NEPA issues prior to DOE initiating the NEPA process. If you intend to make changes to the scope or objective of your project you are required to contact the DOE Project Officer identified in Block 15 of the Assistance Agreement before proceeding. You must receive notification of approval from the DOE Contracting Officer prior to commencing with work beyond that currently approved. All projects under this Award are bounded in compliance with the uploaded and signed Statement of Work Expedited NEPA review. DOE has made a final NEPA Determination for this activity, which is categorically excluded from further NEPA review. Any projects that fall outside the Statement of Work are conditioned pending further NEPA review. 17. HISTORIC PRESERVATION Prior to the expenditure of Project funds to alter any historic structure or site, the Recipient or subrecipient shall ensure that it is compliant with Section 106 of the National Historic Preservation Act (N PA), consistent with DOE's 2009 letter of delegation of authority regarding the NHPA. Section 106 applies to historic properties that are listed in or eligible for listing in the National Register of Historic Places. If applicable, the Recipient or subrecipient must contact the State Historic Preservation Officer (SHPO), and the Tribal Historic Preservation Officer (THPO) to coordinate the Section 106 review outlined in 36 CFR Part 800. In the event that a State, State SHPO DE- EE0003798/000 Eagle County, CO and DOE enter into a Programmatic Agreement, _the terms of that'Programmatic Agreement shall apply to all recipient and subrecipient activities within that State. SHPO contact information is available at the following link: http:/ /www.ncshpo.org/find/index.htm. THPO contact information is available at the following link: http : / /www.nathpo.org /map.html. Section 110(k) of the NHPA applies to DOE funded activities. The Recipient or subrecipient certifies that it will retain sufficient documentation to demonstrate that the Recipient or subrecipient has received required approval(s) from the SHPO or THPO for the Project. Recipients or subrecipients shall avoid taking any action that results in an adverse effect to historic properties pending compliance with Section 106. The Recipient or subrecipient shall deem compliance with Section 106 of the NHPA complete only after it has received this documentation. The Recipient or subrecipient shall make this documentation available to DOE on DOE's request (for example, during a post -award audit). Recipient will be required to report annually on September 1 the disposition of all historic preservation consultations by category. 18. WASTE STREAM The Recipient assures that it will create or obtain a waste management plan addressing waste generated by a proposed Project prior to the Project generating waste. This waste management plan will describe the Recipient's or subrecipient's plan to dispose of any sanitary or hazardous waste (e.g., construction and demolition debris, old light bulbs, lead ballasts, piping, roofing material, discarded equipment, debris, and asbestos) generated as a result of the proposed Project. The Recipient shall ensure that the Project is in compliance with all Federal, state and local regulations for waste disposal. The Recipient shall make the waste managementplan and related documentation available to DOE on DOE's request (for example, during a post -award audit). 19. DECONTAMINATION AND /OR DECOMMISSIONING (D &D) COSTS Notwithstanding any other provisions of this Agreement, the Government shall not be responsible for. or have any obligation to the Recipient for (i) Decontamination and/or Decommissionng (D &D) of any of the Recipient's facilities, or (ii) any costs which maybe incurred by the Recipient in connection with the D &D of any of its facilities due to the performance of the work under this Agreement, whether said work was performed -prior to or subsequent to the effective date of the Agreement. 7 DE- EE0003798/000 Eagle County, CO 20, SUBGRANTS, SUBCONTRACTS, AND LOANS a. The Recipient hereby warrants. that it will ensure that all activities by sub-grantee(s) and loan recipients are consistent with the approved Statement of Project ,Objectives. b. Upon the Recipient's selection of the sub - grantees) and loan recipients, the Recipient shall notify (i.e. approval not required) the DOE Project Officer with the following information for each, regardless of dollar amount: - Name of Sub - Grantee - DUNS Number - Award Amount - Statement of work including applicable activities c. In addition to the information in paragraph b. above, for each sub -grant and loan that has an estimated cost greater than $10,000,000, the recipient must submit for approval by the Contracting Officer, a SF424A Budget Information - Nonconstruction Programs, and PMC 123.1 Cost Reasonableness Determination for Financial Assistance (available at http: / /www.eere- pmc.ener�gov /forms aspx). 21. ADVANCE UNDERSTANDING CONCERNING PUBLICLY FINANCED ENERGY IMPROVEMENT PROGRAMS The parties recognize that the Recipient may use funds under this award for Property - Assessed Clean Energy (PACE) loans, Sustainable Energy Municipal Financing, Clean Energy Assessment Districts, Energy Loan Tax Assessment Programs (ELTAPS), or any other form or derivation of Special Taxing District whereby taxing entities collect payments through increased tax assessments for energy efficiency and renewable energy building improvements made by their constituents. The Department of Energy intends to publish "Best Practices" or other guidelines pertaining to the useof funds made available to the Recipient under this award pertaining to the programs identified herein. By accepting this award, the Recipient agrees to incorporate, to the maximum extent .practicable, those Best Practices and other guidelines into any such program(s) within a'reasonable time after notification by DOE that the Best Practices or guidelines have been made available. The Recipient also agrees, by its acceptance of this award, to require its sub- recipients to incorporate to the maximum extent practicable the best practices and other guideline into any such program used by the sub- recipient. 9 DE- EE0003798/000 _Eagle County, CO 22. SPECIAL PROVISIONS RELATING TO WORK FUNDED UNDER AMERICAN RECOVERY AND REINVESTMENT ACT OF 2009 (May 2009) Preamble The American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, (Recovery Act) was enacted to preserve and create jobs and promote economic recovery, assist those most impacted by the recession, provide investments needed to increase economic efficiency by spurring technological advances in science and health, invest in transportation, environmental protection, and other infrastructure that will provide long -term economic benefits, stabilize State and local government budgets, in order to minimize and avoid reductions in essential services and counterproductive State and local tax increases. Recipients shall use grant funds in a manner that maximizes job creation and economic benefit. The Recipient shall comply with all terms and conditions in the Recovery Act relating generally to governance, accountability, transparency, data collection and resources as specified in Act itself and as discussed below. Recipients should begin planning activities for their first tier subrecipients, including obtaining a DUNS number (or updating the existing DUNS record), and registering with the Central Contractor Registration (CCR). Be advised that Recovery Act funds can be used in conjunction with other funding as necessary to complete projects, but tracking and reporting must be separate to meet the reporting requirements of the Recovery Act and related guidance. For projects funded by sources other than the Recovery Act, Contractors must keep separate records for Recovery Act funds and to ensure those records comply with the requirements of the Act. The Government has not fully developed the implementing instructions of the Recovery Act, particularly concerning specific procedural requirements for the new reporting requirements. The Recipient will be provided these details as they become available. The Recipient must comply with all requirements of the Act. If the recipient believes there is any inconsistency between ARRA requirements and current award terms and conditions, the issues will be referred to the Contracting Officer for reconciliation. Definitions For purposes of this clause, Covered Funds means funds expended or obligated from appropriations under the American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5. Covered Funds will have special accounting codes and will be identified. as Recovery Act funds in the grant, cooperative agreement or TIA and/or modification using Recovery Act funds. Covered Funds must be reimbursed by September 30, 2015. Non - Federal employer means any employer with respect to covered funds -- the contractor, subcontractor, grantee, or recipient, as the case may be, if the contractor, subcontractor, grantee, or recipient is an employer; and any professional membership organization, certification of other professional body, any agent or licensee of the Federal government, or E DE- EE0003798/000 Eagle County, CO any person acting directly'or indirectly in the interest of an employer`receiv4 g covered funds; or with respect to covered funds received by �a State or local government, the State or local government receiving the funds and any contractor or subcontractor receiving the funds and any contractor or subcontractor of the State or local government; and does not mean any department, agency, or other entity of the federal government. Recipient means any entity that receives Recovery Act funds directly from the Federal government (including Recovery Act funds received through grant; loan, or contract) other than an individual and includes a State that receives Recovery Act Funds. Special Provisions A. Flow Down Requirement Recipients must include these special terms and conditions in any subaward. B. Segregation of Costs Recipients must segregate the obligations and expenditures related to funding under the Recovery Act. Financial and accounting systems should be revised as necessary to segregate, track and maintain these funds apart and separate from other revenue streams. No part of the funds from the Recovery Act shall be commingled with any other funds or used for a purpose other than that of making payments for costs allowable for Recovery Act projects. C. Prohibition on Use of Funds None of the funds provided under this agreement derived from the American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, may be used by any State or local government, or any private entity, for any casino or other gambling establishment, aquarium, zoo, golf course, or swimming pool. D. Access to Records With respect to each financial assistance agreement awarded utilizing at least some of the funds appropriated or otherwise made available by the American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, any representative of an appropriate inspector general appointed under section 3 or 8G of the Inspector General Act of 1988 (5 U.S.C. App.) or-of the Comptroller General is authorized -- (1) to examine any records of the contractor or grantee, any of its subcontractors or subgrantees, or any State or local agency administering such contract that pertain to, and involve transactions that relate to, the subcontract, subcontract, grant, or subgrant; and (2) to interview any officer or employee of the contractor, grantee, subgrantee, or agency regarding such transactions. 10 DE- EE00037981000 Eagle County, CO E. Publication An application may contain technical data and other data, including trade secrets and/or privileged or confidential information, which the applicant does not want disclosed to the public or used by the Government for any purpose other than the application. To protect such data, the applicant should specifically identify each page including each line or paragraph thereof containing the data to be protected and mark the cover sheet of the application with the following Notice as well as referring to the Notice on each page to which the Notice applies: Notice of Restriction on Disclosure and Use of Data The data contained in pages - - -- of this application have been submitted in confidence and contain trade secrets or proprietary information, and such data shall be used or disclosed only for evaluation purposes, provided that if this applicant receives an award as a result of or in connection with the submission of this application, DOE shall have the right to use or disclose the data here to the extent provided in the award. This restriction does not limit the Government's right to use or disclose data obtained without restriction from any source, including the applicant. Information about this agreement will be published on the Internet and linked to the website www.recovery.gov, maintained by the Accountability and Transparency Board. The Board may exclude posting contractual or other information on the website on a case -by -case basis when necessary to protect national security or to protect information that is not subject to disclosure under sections 552 and 552a of title 5, United States Code. F. Protecting State and Local Government and Contractor Whistleblowers. The requirements of Section 1553 of the Act are summarized below. They include, but are not limited to: Prohibition on Reprisals: An employee of any non - Federal employer receiving covered funds under the American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, may not be discharged, demoted, or otherwise discriminated against as a reprisal for disclosing, including a disclosure made in the ordinary course of an employee's duties, to the Accountability and Transparency Board, an inspector general, the Comptroller General, a member of Congress, a State or Federal regulatory or law enforcement agency, a person with supervisory authority over the employee (or other person working for the employer who has the authority to investigate, discover or terminate misconduct), a court or grant jury, the head of a Federal agency, or their representatives information that the employee believes is evidence of: - gross management of an agency contract or grant relating to covered funds; - a gross waste of covered funds; - a substantial and specific danger to public health or safety related to the implementation or use of covered funds; - an abuse of authority related to the implementation or use of covered funds; or - as violation of law, rule, or regulation related to an agency contract (including the 11 DE- EE0003798/000 Eagle County, CO competition for or negotiation of a contract) or grant, awarded or issued relating to covered funds. Agency Action: Not later than 30 days after receiving an inspector general report of an alleged reprisal, the head of the agency shall determine whether there is sufficient basis to conclude that the non - Federal employer has subjected the employee to a prohibited reprisal. The agency shall either issue an order denying relief in whole or in part or shall take one or more of the following actions: - Order the employer to take affirmative action to abate the reprisal. - Order the employer to reinstate the person to the position that the person held before the reprisal, together with compensation including ba&pay, compensatory damages, employment benefits, and other terms and conditions of employment that would apply to the person in that position if the reprisal had not been taken. - Order the employer to pay the employee an amount equal to the aggregate amount of all costs and expenses (including attorneys' fees and expert witnesses' fees) that were reasonably incurred by the employee for or in connection with, bringing the complaint regarding the reprisal, as determined by the head of a court of competent jurisdiction. Nonenforceability of Certain Provisions Waiving Rights and remedies or Requiring Arbitration: Except as provided in a collective bargaining agreement, the rights and remedies provided to aggrieved employees by this section may not be waived by any agreement, policy, form, or condition of employment, including any predispute arbitration "agreement. No predispute arbitration agreement shall be valid or enforceable if it requires arbitration of a dispute arising out of this section. Requirement to Post Notice of Rights and Remedies: Any employer receiving covered funds under the American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, shall post notice of the rights and remedies as required therein. (Refer to section 1553 of the American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, www.Recovery.gov, for specific requirements of this section and prescribed language for the notices.). G. Reserved H. False Claims Act Recipient and sub - recipients shall promptly refer to the DOE or other appropriate Inspector General any credible evidence that a principal, employee, agent, contractor, sub - grantee, subcontractor or other person has submitted a false claim under the False Claims Act or has committed a criminal or civil violation of laws pertaining to fraud, conflict of interest, bribery, gratuity or similar misconduct involving those funds. I. Information in Support of Recovery Act Reporting Recipient may be required to submit backup documentation for expenditures of funds under the Recovery Act including such items as timecards and invoices. Recipient shall provide copies of backup documentation at the request of the Contracting Officer or designee. 12 DE- EE0003798/000 Eagle County, CO J. Availability of Funds Funds obligated to this award are available for reimbursement of costs until 36 months after the award date. K. Additional Funding Distribution and Assurance of Appropriate Use of Funds Certification by Governor —For funds .provided to any State or agency thereof by :the American Reinvestmentand Recovery. Act,of 2009, Pub. L. 111 =5, the Governor of the State shall certify that: 1) the state will request and use funds provided by the Act; and 2) the funds will be used to create jobs and promote economic growth. Acceptance by State Legislature =- If funds provided to any State in any division of the Act are not accepted for use by the Governor, then acceptance by the State legislature, by means of the adoption of a concurrent resolution, shall be sufficient to provide funding to such State. Distribution After adoption of a State legislature's concurrent resolution, funding to the State will be for distribution to local governments, councils of government, public entities, and public- private entities within. the State either by formula or at the State's discretion. . L. Certifications With respect to funds made available to State or local governments for infrastructure investments under the American Recovery and Reinvestment Act of 2009, Pub. L. 111 -5, the Governor, mayor, or other chief executive, as appropriate, certified by acceptance of this award that the infrastructure investment has received the full review and vetting required by law and that the chief executive accepts responsibility that the infrastructure investment is an appropriate use of taxpayer dollars. Recipient shall provide an additional certification that includes a description of the investment, the estimated total cost, and the amount of covered funds to be used for posting on the Internet. A State or local agency may not receive infrastructure investment funding from funds made available by the Act unless this certification is made and posted. 23. REPORTING AND REGISTRATION REQUIREMENTS UNDER SECTION 1512 OF THE RECOVERY ACT (a) This award requires the recipient to complete projects or activities which are funded under the American Recovery and Reinvestment Act of 2009 (Recovery Act) and to report on use of Recovery Act funds provided through this award. Information from these reports will, be made available to the public. (b) The reports are due no later than ten calendar days after each calendar quarter in which the Recipient receives the assistance award funded in whole or in part by the Recovery Act. 13 DE- EE0003798/000 Eagle County, CO (c) Recipients and their first -tier subrecipients must maintain current registration's_ in the Central Contractor Registration (http;llwvvw.ccr.gov) at all times during which they have active federal awards funded with Recovery Act funds. A Dun and Bradstreet Data Universal Numbering System (DUNS) Number (http://vvvviv.dnb.com) is one of the requirements for registration in the Central Contractor Registration. (d) The recipient shall report the information described in section 1512(c) of the Recovery Act using the reporting instructions 'and data elements that will be provided online at http : //www.FederalReporting.gov and ensure that any information that is pre -filled is corrected or updated as needed. 24. NOTICE REGARDING THE PURCHASE OF AMERICAN -MADE EQUIPMENT AND PRODUCTS -- SENSE OF CONGRESS It is the sense of the Congress that, to the greatest extent practicable, all equipment and products purchased with fiends made available under this award should be American-made. *Special Note: Definitization of the Provisions entitled, "REQUIRED USE OF AMERICAN IRON, STEEL, AND MANUFACTURED GOODS SECTION 1605 OF THE AMERICAN RECOVERY AND REINVESTMENT ACT OF 2009" and "REQUIRED USE OF AMERICAN IRON, STEEL, AND MANUFACTURED GOODS (COVERED UNDER INTERNATIONAL AGREEMENTS) — SECTION 1605 OF THE AMERICAN RECOVERY AND REINVESTMENT ACT OF 2009" will be done upon definition and review of final activities. 25. REQUIRED USE OF AMERICAN IRON, STEEL, AND MANUFACTURED -GOODS SECTION 1605 OF THE AMERICAN RECOVERY. AND REINVESTMENT ACT OF 2009 If the Recipient determines at any time that any construction, alteration, or repair activity on a public building or public works will be performed during the course of the project, the Recipient shall notify the Contracting Officer prior to commencing such work and the following provisions shall apply. (a) Definitions. As used in this award term and condition- - (1) Manufactured good means a good brought to the construction site for incorporation into the building or work that has been- - (i) Processed into a specific form and shape; or (ii) Combined with other raw material to create a material that has different properties than the properties of the individual raw materials. (2) Public building and public work means a public building of, and a public work of, a governmental entity (the United States; the District of Columbia; commonwealths, territories, 14 DE- EE0003798 /000 Eagle County, CO and minor outlying islands of the United States; State and local governments; and multi - State, regional, or interstate entities which have governmental functions). These buildings and works may include, without limitation, bridges, dams, plants, highways, parkways, streets, subways, tunnels, sewers, mains, power lines, pumping stations, heavy generators, railways, airports, terminals, docks, piers, wharves, ways, lighthouses, buoys, jetties, breakwaters, levees, and canals, and the construction, alteration, maintenance, or repair of such buildings and works. (3) Steel means an alloy that includes.at least 50 percent iron, between .02 and 2 percent carbon, and may include other elements. (b) Domestic preference. (1) This award term and condition implements Section 1605 of the American Recovery and Reinvestment Act of 2009 (Recovery Act) (Pub. L. 111 - -5), by requiring that all iron, steel, and manufactured goods used in the project are produced in the United States except as provided in paragraph (b)(3) of this section and condition. (2) This requirement does not apply to the material listed by the Federal Government as follows: None. (3) The award official may add other iron, steel, and /or manufactured goods to the list in paragraph (b)(2) of this section and condition if the Federal Government determines that- - (i) The cost of the domestic iron, steel, and/or manufactured goods would be unreasonable. The cost of domestic iron, steel, or manufactured goods used in the project is unreasonable when the cumulative cost of such material will increase the cost of the overall project by more than 25 percent; (ii) The iron, steel, and/or manufactured good is not produced, or manufactured in the United States in- sufficient and reasonably available quantities and of a satisfactory quality; or (iii) The application of the restriction of section 1605 of the Recovery Act would be inconsistent with the public interest. (c) Request for determination of inapplicability of Section 1605 of the Recovery Act. (1)(i) Any recipient - request to use foreign iron, steel, and/or manufactured goods in accordance with paragraph (b)(3) of this section shall include adequate information for Federal Government evaluation of the request, including -- (A) A description of the foreign and domestic iron, steel, and/or manufactured goods; (B) Unit of measure; (C) Quantity; 15 DE- EE0003798 /000 Eagle County, CO (D) Cost; (E) Time of delivery or`availability; (F) Location of the project; (G) Name and address of the proposed supplier; and (H) A detailed justification of the reason for use of foreign iron, steel, and/or manufactured goods cited in accordance with paragraph (b)(3) of this section. (ii) A request based on unreasonable cost shall include a reasonable survey of the market and _a completed cost comparison table in the format in paragraph (d) of this section. (iii) The cost of iron, steel, and/or manufactured goods material shall include all delivery costs to the construction site and any applicable duty. (iv) Any recipient request for a determination submitted after Recovery Act funds have been obligated fora project for construction, alteration, maintenance, or repair shall explain why the recipient could not reasonably foresee the need for such determination and could not have requested the determination before the funds were obligated. If the recipient does not submit a satisfactory explanation, the award official need not make a determination. (2) If the Federal Government determines after funds have been obligated for a project for construction, alteration, maintenance, or repair that an exception to section 1605 of the Recovery Act applies, the award official will amend the award to allow use of the foreign iron, steel, and/or relevant manufactured goods. When the basis for the exception is nonavailability or public interest, the amended award shall reflect adjustment of the award amount, redistribution of budgeted funds, and/or other actions taken to cover costs associated with acquiring or using the foreign iron, steel, and/or relevant manufactured goods. When the basis for the exception is the unreasonable cost of the domestic iron, steel, or manufactured goods, the award official shall adjust the award amount or redistribute budgeted funds by at least the differential established in 2 CFR 176.110(a). (3) Unless the Federal Government determines that an exception to section 1605 of the Recovery Act applies, use of foreign iron, steel, and/or manufactured goods is noncompliant with section 1605 of the American.Recovery and Reinvestment Act. 16 DE- EE0003798/000 Eagle County, CO (d) Data. To permit evaluation of requests under paragraph (b) of this section based on unreasonable cost, the Recipientshall include the following information and any applicable supporting data based on the survey of suppliers: Foreign and Domestic Items Cost Comparison Description Unit of measure Quantity Cost (dollars)* Item 1: Foreign steel, iron, or manufactured good Domestic steel, iron, or manufactured good Item 2: Foreign steel, iron, or manufactured good Domestic _steel, iron, or manufactured good [List name, address, telephone number, email address, and contact for suppliers surveyed. Attach copy of response; if oral, attach summary.] [Include other applicable supporting information.] [ *Include all delivery costs to the construction site.] 26. REQUIRED USE OF AMERICAN IRON, STEEL, AND MANUFACTURED GOODS (COVERED UNDER INTERNATIONAL AGREEMENTS) — SECTION 1605 OF THE AMERICAN RECOVERY AND REINVESTMENT ACT OF 2009 (a) Definitions. As used in this award term and condition— Designated country -- (1) A World Trade Organization Government Procurement Agreement country (Aruba, Austria, Belgium, Bulgaria, Canada, Chinese Taipei (Taiwan), Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hong Kong, Hungary, Iceland, Ireland, Israel, Italy, Japan, Korea (Republic of), Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, Netherlands, Norway, Poland, Portugal, Romania, Singapore, Slovak Republic, Slovenia, Spain, Sweden, Switzerland, and United Kingdom; (2) A Free Trade Agreement (FTA) country (Australia, Bahrain, Canada, Chile, Costa Rica, Dominican Republic, El Salvador, Guatemala, Honduras, Israel, Mexico, Morocco, Nicaragua, Oman, Peru, or Singapore); (3) A United States - European Communities Exchange of Letters (May 15, 1995) country: 17 DE- EE0003798/000 Eagle County, CO Austria, Belgium, Bulgaria, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Latvia, Lithuania, Luxembourg, Malta, Netherlands, Poland, Portugal, Romania, Slovak Republic, Slovenia, Spain, Sweden, and United Kingdom; or (4) An Agreement between Canada and the United States of America on Government Procurement country (Canada). Designated country iron, steel, and/or mans factured goods — (1) Is wholly the growth, product, or manufacture of a designated country; or (2) In the case of a manufactured good that consist in whole or in part of materials from another country, has been substantially transformed in a designated country into a new and different manufactured good distinct from the materials from which it was transformed. Domestic iron, steel, and /or manufactured good — (1) Is wholly the growth, product, or manufacture of the United States; or (2) In the case of a manufactured good that consists in whole or in part of materials from another country, has been substantially transformed in the United States into a new and different manufactured good distinct from the materials from which it was transformed. There is no requirement with regard to the origin of components or subcomponents in manufactured goods or products, as long as the manufacture of the goods occurs in the United States. Foreign iron, steel, and/or manufactured good means iron, steel and/or manufactured good that is not domestic or designated country iron, steel, and/or manufactured good. Manufactured good means a good brought to the construction site for incorporation into the building or work that has been (1) Processed into a specific form and shape; or (2) Combined with other raw material to create a material that has different properties than the properties of the individual raw materials. Public building and public work means a public building of, and a public work of, a governmental entity (the United States; the District of Columbia; commonwealths, territories, and minor outlying islands of the United States; State and local governments; and multi- State, regional, or interstate entities which have governmental functions). These buildings and works may include, without limitation, bridges, dams, plants, highways, parkways, streets, subways, tunnels, sewers, mains, power lines, pumping stations, heavy generators, railways, airports, terminals, docks, piers, wharves, ways, lighthouses, buoys, jetties, breakwaters, levees, and canals, and the construction, alteration, maintenance, or repair of DE- EE0003798/000 Eagle County, CO such buildings and works. Steel means an alloy that includes at least 50 percent iron, between .02 and 2 percentcarbon, and may include other elements. (b) Iron, steel, and manufactured goods. (1) The award term and condition described in this section implements- (i) Section 1605(a) of the American Recovery and Reinvestment Act of 2009 (Pub. L. 111 -5) (Recovery Act), by requiring that all iron, steel, and manufactured goods used in the project are produced in the United States; and (ii) Section 1605(d), which requires application of the Buy American requirement in a manner consistent with U.S. obligations under international agreements. The restrictions of section 1605 of the Recovery Act do not apply to designated country iron, steel, and/or manufactured goods. The Buy American requirement in section 1605 shall not be applied where the iron, steel or manufactured goods used in the project are from a Party to an international agreement that obligates the recipient to treat the goods and services of that Party the same as domestic goods and services. As of January 1, 2010, this obligation shall only apply to projects with an estimated value of $7,804,000 or more. (2) The recipient shall use only domestic or designated country iron, steel, and manufactured goods in performing the work funded in whole or part with this award, except as provided in paragraphs (b)(3) and (b)(4) of this section. (3) The requirement in paragraph (b)(2) of this section does not apply to the iron, steel, and manufactured goods listed by the Federal Government as follows: None. (4) The award official may add other iron, steel, and manufactured goods to the list in paragraph (b)(3) of this section if the Federal Government determines that -- (i) The cost of domestic iron, steel, and/or manufactured goods would be unreasonable. The cost of domestic iron, steel, and/or manufactured goods used in the project is unreasonable when the cumulative cost of such material will increase the overall cost of the project by more than 25 percent; (ii) The iron, steel, and/or manufactured good is not produced, or manufactured in the United States in sufficient and reasonably available commercial quantities of a satisfactory quality; or (iii) The application of the restriction of section 1605 of the Recovery Act would be inconsistent with the public interest. (c) Request for determination of inapplicability of section 1605 of the Recovery Act or the Bary American Act. 19 DE- EE0003798/000 Eagle County, CO (1)(i) Any recipient request to use foreign iron, steel, and/or manufactured goods in accordance with paragraph (b)(4) of this section shall include adequate information for Federal Government evaluation of the request, including -- (A) A description of the foreign and domestic iron, steel, and/or manufactured goods; (B) Unit of measure; (C) Quantity; (D) Cost; (E) Time of delivery or availability; (F) Location of the project; (G) Name and address of the proposed supplier; and (H) A detailed justification of the reason for use of foreign iron, steel, and/or manufactured goods cited in accordance with paragraph (b)(4) of this section. (ii) A request based on unreasonable cost shall include a reasonable survey of the.market and a completed cost comparison table in the format in paragraph (d) of this section. (iii) The cost of iron, steel, or manufactured goods shall include all delivery costs to the construction site and any applicable duty. (iv) Any recipient request for a determination submitted after Recovery Act funds have been obligated for a project for construction, alteration, maintenance, or repair shall explain why the recipient could not reasonably foresee the need for such determination and could not have requested the determination before the funds were obligated. If the recipient does not submit a satisfactory explanation, the award official need not make a determination. (2) If the Federal Government determines after funds have been obligated for a project for construction, alteration, maintenance, or repair that an exception to section 1605 of the Recovery Act applies, the award official will amend the award to allow use of the foreign iron, steel, and/or relevant manufactured goods. When the basis for the exception is nonavailability or public interest, the amended award shall reflect adjustment of the award amount, redistribution of budgeted funds, and/or other appropriate actions taken to cover costs associated with acquiring or using the foreign iron, steel, and/or relevant manufactured goods. When the basis for the exception is the unreasonable cost of the domestic iron, steel, or manufactured goods, the award official shall adjust the award amount or redistribute budgeted funds, as appropriate, by at least the differential established in 2 CFR 176.110(a). (3) Unless the Federal Government determines that an exception to section .1,605 of the Recovery Act applies, use of foreign iron, steel, and/or manufactured goods other than 20 DE- EE0003798/000 Eagle County, CO designated country iron, steel, and/or manufactured goods is noncompliant with the applicable Act. (d) Data. To permit evaluation of requests under paragraph (b) of this section based on unreasonable cost, the applicant shall include the following information and any applicable supporting data based on the survey of suppliers: Foreign and Domestic Items Cost Comparison Description Unit of measure Quantity Cost (dollars)* Item l: Foreign steel, iron, or manufactured,good Domestic steel, iron, or manufactured good Item 2: Foreign steel, iron, or manufactured good Domestic steel, iron, or manufactured good [List name, address, telephone number, email address, and contact for suppliers surveyed. Attach copy of response; if oral, attach summary.] [Include other applicable supporting information.] [ *Include all delivery costs to the construction site.] 27. WAGE RATE REQUIREMENTS UNDER SECTION 1606 OF THE RECOVERY ACT (a) .Section 1606 of the Recovery Act requires that all laborers and mechanics employed by contractors and subcontractors on projects funded directly by or assisted in whole or in part by and through the Federal Government pursuant to the Recovery Act shall be paid wages at rates not less than those prevailing on projects of a character similar in the locality as determined by the Secretary of Labor in accordance with subchapter IV of chapter 31 of title 40, United States Code. Pursuant to Reorganization Plan No. 14 and the Copeland Act, 40 U.S.C. 3145, the Department of Labor has issued regulations at 29 CFR parts 1, 3, and 5 to implement the Davis -Bacon and related Acts. Regulations in 29 CFR 5.5 instruct agencies concerning application of the standard Davis -Bacon contract clauses set forth in that section. Federal agencies providing grants, cooperative agreements, and loans under the Recovery Act shall ensure that the standard Davis -Bacon contract clauses found in 29 CFR 5.5(a) are incorporated in any resultant covered contracts that are in excess of $2,000 for construction, alteration or repair (including painting and decorating). 21 DE- EE0003798/000 Eagle County, CO (b) For additional guidance on the wage rate requirements of section 1606, contact your awarding agency. Recipients of grants, cooperative agreements and loans should direct their initial inquiries concerning the application of Davis -Bacon requirements to a particular federally assisted project to the Federal agency funding the project. The Secretary of Labor retains final coverage authority, under Reorganization Plan Number 14. 28. RECOVERY ACT TRANSACTIONS LISTED IN SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS AND RECIPIENT RESPONSIBILITIES FOR INFORMING SUBRECIPIENTS (a) To maximize the transparency and accountability of funds authorized under the American Recovery and Reinvestment Act of 2009 (Pub. L. 111 -5) (Recovery Act) as required by Congress and in accordance with 2 CFR 215.21 "Uniform Administrative Requirements for Grants and Agreements" and OMB Circular A -102 Common Rules provisions, recipients agree to maintain records that identify adequately the source and application of Recovery Act funds. OMB Circular A -102 is available at http.-Ilwww.whiteho"itse.govlo'mblcirctilarslalO2lalO2.html. (b) For recipients covered by the Single Audit Act Amendments of 1996 and OMB Circular A -133, "Audits of States, Local Governments, and Non - Profit Organizations," recipients -agree to separately identify the expenditures for Federal awards under the Recovery Act on the Schedule of Expenditures of Federal Awards (SEFA) and the Data Collection Form (SF- SAC) required by OMB Circular A-133. OMB Circular A -133 is available at http:// rvww. whiteholise. gov lomblcircularslal33lal33.html. This shall be accomplished by identifying expenditures for Federal awards made under the Recovery Act separately on the SEFA, and as separate rows under Item 9 of Part III on the SF-SAC by CFDA number, and inclusion of the prefix "ARRA -" in identifying the name of the Federal program on the SEFA and as the first characters in Item 9d of Part III on the SF -SAC. (c) Recipients agree to separately identify to each subrecipient, and document at the time of subaward and at the time of disbursement of funds, the Federal award number, CFDA number, and amount, of Recovery Act funds. When a recipient awards Recovery Act funds for an existing program, the information furnished to, subrecipients shall distinguish the subawards of incremental Recovery Act funds from regular subawards under the existing program. (d) Recipients agree to require their subrecipients to include on their SEFA information to specifically identify Recovery Act funding similar to the requirements for the recipient SEFA described above. This information is needed to allow the recipient to properly monitor subrecipient expenditure of ARRA funds as well as oversight by the Federal awarding agencies, Offices of Inspector General and the Government Accountability Office. 22 DE- EE0003798/000 Eagle County, CO 29. DAVIS -BACON ACT AND CONTRACT WORBHOURS AND SAFETY STANDARD ACT Definitions: For purposes of this provision, "Davis Bacon Act and Contract Work Hours and Safety Standards Act," the following definitions are applicable: (1) "Award" means any grant, cooperative agreement or technology investment agreement made with Recovery Act funds by the Department of Energy (DOE) to a Recipient. Such Award must require compliance with the labor standards clauses and wage rate requirements of the Davis -Bacon Act (DBA) -for work performed by all laborers and nmechanics employed by Recipients (other than a, unit of State or local government whose own employees perform the construction) Subrecipients, Contractors, and subcontractors. (2) "Contractor" means an entity that enters into a Contract. For purposes of these clauses, Contractor shall include (as applicable) prime contractors, Recipients, Subrecipients, and Recipients' or Subrecipients' contractors, subcontractors, and lower - tier subcontractors. "Contractor" does not mean a unit of State or local government where construction is performed by its own employees." (3) `-`Contract" means a contract executed by a Recipient, Subrecipient, prime contractor, or any tier subcontractor for construction, alteration, or repair. It may also mean (as applicable) (i) financial assistance instruments such as grants, cooperative agreements, technology investment agreements, and loans; and, (ii) Sub awards, contracts and subcontracts issued under financial assistance agreements. "Contract" does not mean a financial assistance instrument with a unit of State or local government where construction is performed by its own employees. (4) "Contracting Officer" means the DOE official authorized to execute an Award on behalf of DOE and who is responsible for the business management and non - program aspects of the financial assistance process. (5) "Recipient" means any entity other than an individual that receives an Award of Federal funds in .the form of a grant, cooperative agreement, or technology investment agreement directly from the Federal Government and is financially accountable for the use of any DOE funds or property, and is legally responsible for carrying out the terms and conditions of the program and Award. (6) "Subaward" means an award of financial assistance in the form of money, or property in lieu of money, made under an award by a Recipient to an eligible Subrecipient or by a Subrecipient to a lower -tier subrecipient. The term includes financial assistance when provided by any legal agreement, even if the agreement is called a contract, but does not include the Recipient's procurement of goods and services to carry out the program nor does it include any form of assistance which is excluded from.the definition of "Award" above. 23 DE- EE0003798/000 Eagle County, CO (7) "Subrecipient" means a non - Federal entity that expends Federal finds received from a Recipient to carry out a Federal program, but does not include: an individual that is a beneficiary of such a program. (a) Davis Bacon Act (1) Minimum wages. (i) All laborers and mechanics employed or working upon the site of the work (or under the United States Housing Act of 1937 or under the Housing Act of 1949 in the construction or development of the project), will be paid unconditionally and not less often than once a week, and, without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR part 3)), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the Contractor and such laborers and mechanics. Contributions made or costs reasonably anticipated for bona fide fringe benefits under, section 1(b)(2) of the Davis -Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (a)(1)(iv) of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for -the classification of work actually performed, without regard to skill, except as provided in § 5.5(a)(4). Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein, provided that the employer's payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination (including any additional classification and wage rates conformed under paragraph (a)(1)(ii) of this section) and the Davis =Bacon poster (WH -1321) shall be posted at all times by the .Contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers. (ii)(A) The Contracting Officer shall require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the Contract shall be classified in conformance with the wage determination. The Contracting Officer shall approve an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met: 24 DE- EE0003798/000 Eagle County, CO (1) The work to be performed by the classification requested is not performed by a classification in the wage determination; (2) The classification is utilized in the area by the construction industry; and (3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination. (B) If the Contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives, and the Contracting Officer agree on the_ classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the Contracting Officer to the Administrator of the Wage and Hour Division, U.S. Department of Labor, Washington, DC 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the Contracting Officer or will notify the Contracting Officer within the 30 -day period that additional time is necessary. (C) In the event the Contractor, the laborers or mechanics to be employed in the classification or their representatives, and the Contracting Officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the Contracting Officer shall refer the questions, including the views of all interested parties and the. recommendation of the Contracting Officer, to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the Contracting Officer or will notify the Contracting Officer within the 30 -day period that additional time is necessary. (D) The wage rate (including fringe benefits where appropriate) determined pursuant to paragraphs (a)(1)(ii)(B) or (C) of this section, shall be paid to all workers performing work in the classification under this Contract from the first day on which work is performed in the classification. (iii) Whenever the minimum wage rate prescribed in the Contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the Contractor shall either pay the.benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. (iv) If the Contractor does not make payments to a trustee or other third person, the Contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits 25 DE- EE0003798/000 Eagle County, CO under,a plan or program, provided that the Secretary of Labor has found, upon the written request of the Contractor, that the applicable standards of the Davis -Bacon Act have been met. The Secretary of Labor may require the Contractor to set aside in a separate account assets for the meeting of obligations under the plan or program. (2) Withholding. The Department of Energy or the Recipient or Subrecipient shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld from the Contractor under this Contract or any other Federal contract with the same prime contractor, or any other federally - assisted contract subject to Davis -Bacon prevailing wage requirements, which is held by the same prime contractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the Contractor or any subcontractor the full amount of wages required by the Contract. In.the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work (or under the United States Housing Act of 1937 or under the Housing Act of 1949 in the construction or development of the project), all or part of the wages required by the Contract, the Department of Energy, Recipient, or Subrecipient, may, after written notice to the Contractor, sponsor, applicant, or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. (3) Payrolls and basic records. (i) Payrolls and basic records relating thereto shall be maintained by the Contractor during the course of the work and preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work (or under the United States Housing Act of 1937, or under the Housing Act of 1949, in the construction or development of the project). Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b)(2)(B) of the Davis -Bacon Act), .daily and weekly number of hours worked, deductions made, and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis -Bacon Act, the Contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the'plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification 26 DE- EE0003798/000 Eagle County, CO of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (ii) (A) The Contractor shall submit weekly for each week in which any Contract work is performed a copy, of all. payrolls to the Department of Energy if the agency is a party to the Contract, but if the agency is not such a party, the Contractor will submit the payrolls to the Recipient or Subrecipient (as applicable), applicant, sponsor, or owner; as,the case may be, for transmission to the Department of Energy. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under 29 CFR 5.5(a)(3)(i), except that full social security numbers and home addresses shall not be included on weekly transmittals. Instead; the payrolls shall only need to _ include an individually identifying number for each employee (e.g., the last four digits of the employee's social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH -347 is - available for this purpose from the Wage and Hour Division Web site at http://www.dol.gov/esa/whd/forms/wh347instr.htin or its successor site. The prime Contractor is responsible for the submission of copies of payrolls by all subcontractors. Contractors and subcontractors shall maintain the full social security number and current address of each covered worker, and shall provide them upon request to the Department of Energy if the agency is a party to the Contract, but if the agency is not such a party, the Contractor will submit them to the Recipient or Subrecipient (as applicable), applicant, sponsor, or owner, as the case may be, for transmission to the Department of Energy, the Contractor, or the Wage and Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing wage requirements. It is not a violation of this section for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to the .sponsoring government agency (or the Recipient or Subrecipient (as applicable), applicant, sponsor, or owner). (B) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the Contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the Contract and shall certify the following: (1) That the payroll for the payroll period contains the information required to be provided under § 5.5 (a)(3)(ii) of Regulations, 29 CFR part 5, the appropriate information is being maintained under § 5.5 (a)(3)(i) of Regulations, 29 CFR part 5, and that such information is correct and complete; (2) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the Contract during the payroll period has been paid the full weekly wages earned; without rebate, either directly or indirectly, 27 M DE- EE0003798/000 Eagle County, CO and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in Regulations, 29 CFR part 3; (3) That each laborer or, mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specked in the applicable wage determination incorporated into the Contract. (C) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH -347 shall satisfy the requirement for submission of the "Statement of Compliance" required by paragraph (a)(3)(ii)(B) of this section. (D) The falsification of any of the above certifications may subject the Contractor or subcontractor to civil or criminal prosecution under section 1001 of title 18 and section 3729 of title 31 of the United States Code. (iii) The Contractor or subcontractor shall make the records required under paragraph (a)(3)(i) of this section available for inspection, copying, or transcription by authorized representatives of the Department of Energy or the Department of Labor, and shall permit such representatives to interview employees during working hours on the job: If the Contractor or subcontractor fails to submit the required records or to make them available, the Federal agency may, after written notice to the Contractor, sponsor, applicant, or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required - . records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12. (4) Apprentices and trainees- (i) Apprentices. Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor Services, or with a State Apprenticeship Agency recognized by the Office, or if 'a person is employed in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Office of Apprenticeship Training, Employer and Labor Services or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the Contractor as to the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, W DE- EE0003798/000 Eagle County, CO who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. Where a Contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage. rates (expressed in percentages of the journeyman's hourly rate) specified in the Contractor's or subcontractor's registered program shall be observed. Every apprentice must be paid at not less than the rate specked in the registered program for the apprentice's level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination. Apprentices shall be paid fringe benefits in accordance- with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. In the event the Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, the Contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (ii) Trainees. Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration. The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Every trainee must be paid at not. less than the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate on the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the 29 DE- EE00037981000 Eagle County, CO wage determination for the work actually performed. In the event the Employment and Training Administration withdraws approval of a training program, the Contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (iii) Equal employment opportunity. The utilization of apprentices, trainees, and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended and 29 CFR part 30. (5) Compliance with Copeland Act requirements. The Contractor shall comply with the requirements of 29 CFR part 3, which are incorporated by reference in this Contract. (6) Contracts and Subcontracts. The Recipient, Subrecipient, the Recipient's, and Subrecipient's contractors and subcontractor shall insert in any Contracts the clauses contained herein in(a)(1) through (10) and such other clauses as the Department of Energy may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Recipient shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all of the paragraphs in this clause. (7) Contract termination: debarment. A breach of the Contract clauses in 29 CFR 5.5 may be grounds for termination of the Contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12. (8) Compliance with Davis -Bacon and Related Act requirements. All rulings and interpretations of the Davis -Bacon and Related Acts contained in 29 CFR parts 1, 3, and 5 are herein incorporated by reference in this Contract. (9) Disputes concerning labor standards. Disputes arising out of the labor standards provisions of this Contract shall not be subject to the general disputes clause of this Contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR parts 5, 6, and 7. Disputes within the meaning of this clause include disputes between the Recipient, Subrecipient, the Contractor (or any of its subcontractors), and the contracting agency, the U.S. Department of Labor, or the employees or their representatives. (10) Certification of eligibility. (i) By entering into this Contract, the Contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the Contractor's firm is a person or firm ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1). 30 DE- EE0003798/000 Eagle County, CO (ii) No part of this Contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of section 3(a) of the Davis =Bacon Act or 29 CFR 5.12(a)(1). (iii) The penalty for making false statements is prescribed in the U.S. Criminal Code,. 18 U.S.C. 1001. (b) Contract Work Hours and Safety Standards Act. As used in this paragraph, the terms laborers and mechanics include watchmen and guards. (1) Overtime requirements. No Contractor or subcontractor contracting for any part of the Contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one -half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (b)(1) of this section, the Contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such Contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory; to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (b)(1) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. -(3) Withholding for unpaid wages and liquidated damages. The Department of Energy or the Recipient or Subrecipient shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Contractor or subcontractor under any such contract or any other Federal contract with the same prime Contractor, or any other federally - assisted contract subject to the Contract Work Hours and Safety Standards Acts- .which is held by the same prime contractor, such sums as may be determined to be, necessary to satisfy any liabilities of such Contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section. (4) Contracts and Subcontracls. The Recipient, Subrecipient, and Recipient's and Subrecipient's contractor or subcontractor shall insert in any Contracts, the clauses set forth in paragraph (b)(1) through (4) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Recipient shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (b)(1) through (4) of this section. 31 DE- EE0003798/000 Eagle County, CO (5) The Contractor . or subcontractor shall maintain payrolls and basic payroll records during the,course of the work and shall preserve'them for a period of three years from the completion of the Contract for all laborers and mechanics, including guards and watchmen, working on the Contract. Such records shall contain the name and address of each such employee, social security number, correct classifications, hourly rates of wages paid, daily and weekly number of hours worked, deductions made, and actual wages paid. The records to be maintained under this paragraph shall be made available by the Contractor or subcontractor for inspection, copying, or transcription by authorized representatives of the Department of Energy and the Department of Labor; and the Contractor or subcontractor will permit such representatives to interview employees during working hours on the job. (c) Recipient Responsibilities for Davis Bacon Act (1) On behalf of the Department of Energy (DOE), Recipient shall perform the following functions: (i) Obtain, maintain, and monitor all Davis Bacon Act (DBA) certified payroll records submitted by the Subrecipients and Contractors at any tier under this Award; (ii) -Review all DBA certified payroll records for compliance with DBA requirements, including applicable DOL wage determinations; (iii) Notify DOE of any non- compliance with DBA requirements by Subrecipients or Contractors at any tier, including any non- compliances identified as the result of reviews performed pursuant to paragraph (ii) above; (iv) Address any Subrecipient and any Contractor DBA non - compliance issues; if DBA non - compliance issues cannot be resolved in a timely manner, forward complaints, summary of investigations and all relevant information to DOE; (v) Provide-DOE with detailed information regarding the resolution of any DBA non - compliance issues; (vi) Perform services in support of DOE investigations of complaints filed regarding noncompliance by Subrecipients and Contractors with DBA requirements; (vii) Perform audit services as necessary to ensure compliance by Subrecipients and Contractors with DBA requirements and as requested by the Contracting Officer; and (viii) Provide copies of all records upon request by DOE or DOL in a timely manner. 32 DE- EE0003798/000 Eagle County, CO (d) Rates of Wages The prevailing wage rates determined by the Secretary of Labor can be found at hftp://www.wdol.gov/. 33 'JI � -, EXHIBIT E NOTICE OF EXPANSION OF RLF TO NEW JURISDICTION i u: NOTICE NUMBER OF EXPANSION OF RLF TO: EnergySmart Partners LLC Eagle County, Colorado Attn: Joe Rowan Attn: Adam Palmer 330 S. College Avenue #400 Post Office Box 850 Fort Collins, CO 80524 Eagle, CO 81631 Please accept this notice that as of , 20 residents of - are.permitted access to the Revolving Loan Fund in accordance with the terms of the Agreement between the County of Eagle, State of Colorado and EnergySmart Partners LLC dated June 11, 2012 and amendments thereto (hereinafter the "RLF Agreement ") and terms of the grant from the United States Department of Energy to Eagle County, Pitkin County and Gunnison County with an effective date of August 12, 2010 ( "Grant"). Revolving Loan Funds are to be available on a first come, first served basis for eligible projects /improvements as authorized under the Grant and RLF Agreement. Energy Smart Colorado, Inc. by signing below confirms that it has obtained any necessary consent from DOE and the residents of; ___ _ are eligible to participate in the RLF. Energy Smart Colorado, Inc. by signing below acknowledges that it is responsible for ensuring new contractors are trained and that any necessary contractor agreements, homeowner disclosures, disclaimers are prepared and revised as may be necessary. Energy Smart Colorado, Inc. further acknowledges that it has reviewed NEPA, Davis Bacon Act, Historic Preservation requirements and Buy American Act and will comply with the same as access to the Revolving Loan Fund is expanded as set forth herein. ENERGY SMART COLORADO, INC. By: Its: Dated: i EXHIBIT F NOTICE OF WITHDRAWL OF JURISDICTION FROM RLF 11: NOTICE NUMBER OF WITHDRAWAL OF JURISDICTION FROM RLF TO: EnergySmart Partners LLC Attn: Joe Rowan 330 S. College Avenue #400 Fort Collins, CO 80524 Eagle County, Colorado Attn: Adam Palmer Post Office Box 850 Eagle, CO 81631 Please accept this notice that as of , 2C residents of are no longer permitted access to the Revolving Loan Fund in accordance with the terms of the Agreement between the County of Eagle, State of Colorado and EnergySmart Partners LLC dated June 11, 2012 and amendments thereto (hereinafter the "RLF Agreement ") and terms of the grant from the United States Department of Energy to Eagle County, Pitkin County and Gunnison County with an effective date of August 12, 2010 ( "Grant "). Energy Smart Colorado, Inc. by signing below confirms that is has notified that its residents will no longer be eligible for loans from the Revolving Loan Fund. ENERGY SMART COLORADO, INC. By: Its: Dated: . r EXHIBIT G NOTICE OF DRAM DOWN OF REVOLVING LOAN FUND Z4 1: NOTICE NUMBER OF DRAW DOWN TO: EnergySmart Partners LLC Attn: Joe Rowan 330 S. College Avenue #400 Fort Collins, CO 80524 Notice is hereby given that the existing balance of Revolving Loan Fund ( "RLF ") established by Agreement between the County of Eagle, State of Colorado and EnergySmart Partners LLC dated June 11, 2012 and amendments thereto (collectively the "RLF Agreement ") is to be reduced as set forth herein. Please draw down the existing and available balance in the RLF in the amount of $ and wire the funds to: Energy Smart Colorado, Inc. Attn: Insert Address Eagle County, Colorado By: Title: Dated: cc: Department of Energy, Attn: Energy Smart Colorado, Inc.