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HomeMy WebLinkAboutC24-377 Colorado Energy Systems_first amendment FIRST AMENDMENT TO AGREEMENT BETWEEN EAGLE COUNTY, COLORADO AND COLORADO ENERGY SYSTEMS, LLC THIS FIRST AMENDMENT (“First Amendment”) is effective as of _______________ by and between Colorado Energy Systems, LLC a Colorado limited liability company (hereinafter “Consultant”) and Eagle County, Colorado, a body corporate and politic (hereinafter “County”). RECITALS WHEREAS, County and Consultant entered into an agreement dated the 15th day of October, 2023, for certain Services (the “Original Agreement”); and WHEREAS, the term of the Original Agreement expires on the 15th day of October, 2024 and the parties desire to extend the term of the Original Agreement for an additional year on the same terms and conditions as set forth in the Original Agreement. FIRST AMENDMENT NOW THEREFORE, in consideration of the foregoing and the mutual rights and obligations as set forth below, the parties agree as follows: 1. The Original Agreement shall be amended to extend the term to the 15th day of October, 2025. 2. County shall compensate Contractor for the performance of the Services in accordance with the fee schedule set forth in Exhibit A1, attached hereto and incorporated herein by reference. 3. Capitalized terms in this First Amendment will have the same meaning as in the Original Agreement. To the extent that the terms and provisions of the First Amendment conflict with, modify or supplement portions of the Original Agreement, the terms and provisions contained in this First Amendment shall govern and control the rights and obligations of the parties. 4. Except as expressly altered, modified and changed in this First Amendment, all terms and provisions of the Original Agreement shall remain in full force and effect, and are hereby ratified and confirmed in all respects as of the date hereof. 5. This First Amendment shall be binding on the parties hereto, their heirs, executors, successors, and assigns. [Rest of Page Intentionally Left Blank] Docusign Envelope ID: DA186749-2619-4B9E-BD4F-5F89AEC0DB1D 9/9/2024 2 IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Original Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its COUNTY MANAGER By: ______________________________ Jeff Shroll, County Manager CONSULTANT COLORADO ENERGY SYSTEMS, LLC By: _____________________________________ Print Name: ______________________________ Title: ___________________________________ Docusign Envelope ID: DA186749-2619-4B9E-BD4F-5F89AEC0DB1D Ian Moritz President Name:Ron Seibert Quote Date:8/19/2024 Phone:(970) 328-8881 Quote Expires:2/15/2025 E-Mail:ron.seibert@eaglecounty.us Quoted By:Dawn Capwell Name: Address:39.682321, -107.036418 Make:KOHLER Bi Monthly Quarterly Semi Annual Annual Model:30RZ X X S/N:2112933 Size:30 kW Qty Service Type Price Each Total Price 1 Type A:550.00$ 550.00$ 1 Fuel Surcharge:46.75$ 46.75$ -$ 596.75$ Type A: Type B: Type A/B: Type B/B: Load Bank: Type PV: Equalize: Oil Analysis: Fuel Analysis: Coolant Analysis: Other Services: Fuel Surcharge: Agreement Amount: Service Types Full service including oil filter, fuel filter (if applicable), operational test, battery load test, coolant freeze point protection test and visual inspection. Air filter replacement will require an additional charge. Operational test, visual inspection, battery load test and coolant freeze point test. Type A service above and PV system battery inspection and fill. Type B service above and PV system battery inspection and fill. Visually inspect panels for soiling/damage. Test and verify PV output source circuit and inverter output, and verify torque on electrical connections. Record PV production. Perform equalization charge. Check individual cell voltage. Coolant sample taken to verify that the right coolant is in service, that correct chemical balances are being maintained and that the integrity of the cooling system has not been compromised by mechanical issues. Hourly load bank test, operational test, report and visual inspection. Unavoidable surcharge to help cover rising costs. Calculated at 8.5% of service agreement price. Blowout Mountain Site Equipment Information Eagle County Communications 3289 Cooley Mesa Rd Gypsum, Colorado 81631 Site Information 1140 Devereux Road Glenwood Springs, CO 81601 Phone: (970) 456-4601 Equipment Service Agreement Customer Information Contact Quote Information Oil contained in the crankcase sampled and tested for contaminants and possible early signs of problems. Diesel Fuel sample taken from tank to aid in fuel management programs and possibly determine contaminants before issues are allowed to arise. Services pertaining to backup power systems, but unique to specific location and/or application. Type A service performed annually in August, or at clients discretion.Notes: EXHIBIT A Docusign Envelope ID: DA186749-2619-4B9E-BD4F-5F89AEC0DB1D Colorado Energy Systems Glenwood Springs, CO 81601 Agreement Terms and Conditions This agreement, when accepted by you and approved by Colorado Energy Systems will constitute the entire agreement between us for the services. All prior oral or written understandings are superseded by this agreement. The parties hereto intend that the terms and conditions contained herein will exclusively govern the services to be provided. This agreement may not be amended unless agreed to in writing by an authorized representative of the company. Agreement Term This agreement shall remain in force for the term noted on the planned maintenance agreement pricing sheet unless either party gives to the other party at least thirty (30) days written notice of termination, which notice shall cause the termination of this agreement at the end of the thirty (30) days period. Additional Services and Repairs Any additional repairs, parts or services which are required will be brought to the attention of the owner. Repairs will only be made after proper authorization from the owner and is given to Colorado Energy Systems. Any additional repairs, maintenance or service performed by Colorado Energy Systems for an Equipment Service Agreement holder will be at current Colorado Energy Systems rates in effect at that time. This agreement shall be deemed to have been entered into and shall be construed in accordance with the laws of the state of where the property is located. CES shall take all precautions it deems reasonably necessary for jobsite safety of its employees or agents, and shall provide all reasonable protection necessary to prevent damage, injury or loss at the jobsite by its employees or agents. Upon Owner’s request, CES will submit insurance certificates evidencing insurance coverage. While service work is being performed, CES reserves the right to request the continuous presence of an owner’s representative when CES deems this to be required. CES technicians will perform a Job Site Safety Analysis and may ask for assistance to remedy any unsafe conditions. CES reserves the right to discontinue service if unsafe conditions persist. General You represent that you own the equipment subject to this agreement, or, if you are not the owner, that you have the authority to enter into this agreement. Any notice or other communication given hereunder shall be in writing and mailed to address shown on this agreement. Any such notice shall be deemed given when deposited in the United States mail. Any notices to be provided to the company shall be mailed to: 1140 Devereux Road Coverage and Limitations For ninety (90) days after the date of service, CES agrees to correct, either by repair or replacement, any defects of material or workmanship installed or performed by CES under this agreement which may develop under normal and proper use. To be effective, owner must first give written notice within forty-eight (48) hours of owner’s discovery of such defect, and owner’s claim of defect must be substantiated by CES inspection. Repair or replacement by CES shall constitute owner’s sole remedy. CES shall not be responsible for incidental, special or consequential damages, nor shall it be liable for economic loss. ALL OTHER WARRANTIES, BOTH EXPRESS AND IMPLIED, INCLUDING THE WARRANTY OF MERCHANTABILITY AND THE IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE ARE EXCLUDED. The company is not responsible for any expenses for damaged, including material or labor, to repair damage caused by abuse, accident, theft, acts of third party, operation of equipment in a manner outside of the operations recommendation of the company for such equipment, or force of nature, or if repairs or servicing are performed by a party other than the company. The company shall not be responsible for failure to render service or repairs for causes beyond its control, including strikes and labor disputes. Payment Terms Payment terms are net 30 days from date of invoice. Job Safety Docusign Envelope ID: DA186749-2619-4B9E-BD4F-5F89AEC0DB1D Name:Ron Seibert Quote Date:8/19/2024 Phone:(970) 328-8881 Quote Expires:2/15/2025 E-Mail:ron.seibert@eaglecounty.us Quoted By:Dawn Capwell 596.75$ Colorado Energy Systems Glenwood Springs, CO 81601 E-Mail: dawn@coloradoenergysystems.com Signature: Title: Date: 1140 Devereux Road Seller hereby agrees to sell to Buyer, and Buyer hereby agrees to buy from Seller, the foregoing products/services upon the terms and conditions set forth in the "Agreement Terms and Conditions" attached hereto, which are hereby incorporated herein by reference. Gypsum, Colorado 81631 Total Agreement Amount: Contact Quote Information Please return signed agreement to: Customer Information 3289 Cooley Mesa Rd Eagle County Communications Docusign Envelope ID: DA186749-2619-4B9E-BD4F-5F89AEC0DB1D