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HomeMy WebLinkAboutGEORGIA POWER COMPANY GENERATION PROJECT AGREEMENT r i t GENERATION PROJECT AGREEMENT ThiS~. e eration Project Agreement (the "Agreement") is made and entered into this Ii- day of "'~.. . ~~ , 2008 by and between Georgia Power Company ("Georgia Power") and City of Augusta Utilities ("Customer"). BACKGROUND WHEREAS, the Customer owns and operates a system for the Generation of electric power located at the premises set forth on Schedule A attached hereto (the "Generation System"); and WHEREAS, the Customer desires to obtain and purchase from Georgia Power, and Georgia Power desires to provide to the Customer certain equipment and related services with respect to the Generation System, upon the terms and conditions set forth herein; NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound hereby, Georgia Power and the Customer hereby agree as follows: 1. Project. (a) The Customer hereby engages Georgia Power to provide to Customer and agrees to purchase the equipment and/or services set forth on Schedule A attached hereto and incorporated by reference herein with respect to the Generation System (collectively, the "Project"), in accordance with the terms and conditions set forth in this Agreement. (b) Georgia Power hereby accepts such engagement. 2. Customer Obli2ations. (a) The Customer shall provide reasonable cooperation, assistance and support to Georgia Power in connection with its performance of the Project. (b) To the extent that access to the Generation System or other property or facilities of the Customer, or to the personnel ofthe Customer, is at any time reasonably . necessary or appropriate in connection with the performance of the Project; the Customer agrees to grant such access to Georgia Power and its subcontractors and representatives. Georgia Power shall not be responsible for any loss, damage, fine, penalty, cost, expense, delay, interruption, breach, non-performance or other failure with respect to the Project arising out of or in connection with any failure by the Customer to provide access to its property or facilities or personnel in connection with the performance of the Project. JB Messerly - Generation Project Agreement 2.25.08 JB Messerly - Generation Project Agreement 2.25.08 2 r t 3. Geor2ia Power Obli2ations. (a) Georgia Power will perform the Project in a professional and workmanlike manner with a reasonable degree of care, skill and diligence and in accordance with all applicable laws, rules and regulations and the terms of this Agreement. (b) If the performance of any portion of the Proj ect fails to comply with the standard of care set forth in paragraph (a) of this Section 3, and the Customer gives written notice of such failure to Georgia Power not later than one (1) month following completion of the Project, then, to the extent necessary to cure such failure, Georgia Power shall reperform such portion of the Project at no additional cost to the Customer. (c) THE ONLY WARRANTY CONCERNING THE PROJECT (OR ANY GOODS, EQUIPMENT, MATERIALS OR SERVICES INCLUDED THEREIN) IS SET FORTH IN PARAGRAPH (a) OF THIS SECTION 3. ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, ARE HEREBY SPECIFICALLY AND EXPLICITLY EXCLUDED, INCLUDING WITHOUT LIMITATION ANY WARRANTY ARISING FROM COURSE OF DEALING OR USEAGE OF TRADE OR ANY WARRANTY AS TO NONINFRINGEMENT. GEORGIA POWER SHALL HAVE NO OBLIGATION OR RESPONSIBILITY FOR OR WITH RESPECT TO ANY WARRANTY PROVIDED BY THE . MANUFACTURER OR THIRD PARTY SUPPLIER OF ANY EQUIPMENT, PARTS OR OTHER MATERIALS PROVIDED PURSUANT TO THIS AGREEMENT. (d) WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, GEORGIA POWER DOES NOT MAKE AND EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR APPLICATION, OR OTHERWISE, WITH RESPECT TO THE PROJECT OR ANY EQUIPMENT OR OTHER GOODS OR MATERIALS FURNISHED PURSUANT TO THIS AGREEMENT. (e) Georgia Power may, in its sole discretion, subcontract all or any portion of the Project to suitably qualified and experienced subcontractors. For purposes of this Agreement, no contractual relationship will exist between the Customer and any such subcontractor. Notwithstanding the foregoing, no such subcontracting by Georgia Power will relieve Georgia Power of its obligation to perform the Project as set forth herein, and Georgia Power will be responsible for the management of its subcontractors in their performance of any portion of the Project. (f) The Customer acknowledges and agrees that the estimated start date and completion date for the Project, if any, set forth on Schedule A are good faith estimates JB Messerly - Generation Project Agreement 2.25.08 3 t only, and that Georgia Power makes no warranty or guaranty that the Project will commence or be completed on the dates or within the time period so estimated. (g) Georgia Power may, if requested by the Customer and agreed to in writing by Georgia Power in its sole discretion, assist the Customer in seeking a capital lease arrangement or other financing arrangement with a third party to finance all or a portion ofthe Project. The availability of such financing arrangement will be subject to the requirements and credit approval of such third party, and Georgia Power shall have no obligation to provide such financing arrangement, or to guarantee the payment or performance of the Customers obligations under such financing arrangement. To the extent that the Customer is unable to obtain any such third party financing, such Customer shall nevertheless remain obligated to pay and perform all of its obligations under this Agreement. The obligations of the Customer hereunder are not contingent in any respect upon the Customer obtaining any such financing. To the extent that the Customer is able to obtain such third party financing, Georgia Power may, if requested by the Customer and agreed to in writing by Georgia Power in its sole discretion, act as servicer for such third party. In such capacity, Georgia Power would bill and collect amounts owing under such financing arrangement for the benefit of the third party. Any such arrangement shall be on terms and conditions satisfactory to Georgia Power. 4. Compensation~ Title and Risk of Loss. (a) As consideration for the Project, the Customer shall pay to Georgia Power the amounts set forth on Schedule A. The Customer shall deliver such payments by check or wire transfer of immediately available funds to an account designated in writing by Georgia Power. (b) Payment to Georgia Power for the Project in the amount(s) set forth on Schedule A shall be made by the Customer within thirty (30) days after the Customer's receipt of an invoice with respect thereto. If the Customer fails to pay any amount when due, it shall pay interest on such amount at a rate equal to the lesser of eighteen percent (18%) or the highest rate of interest permitted by applicable law, accruing until paid. (c) To secure the payment in full of all amounts payable by the Customer hereunder, the Customer hereby grants to Georgia Power a purchase money security interest in and security title to all equipment, parts and other materials provided or installed by Georgia Power pursuant to this Agreement and all proceeds from their sale or disposition. The Customer agrees to execute such financing statements and other documentation as may be requested by Georgia Power in order to protect and perfect the security interest granted herein. The Customer further authorizes Georgia Power to file any financial statements and other documentation in order to protect or perfect such security interest with or without the Customer's signature. JB Messerly - Generation Project Agreement 2.25.08 4 (d) Any applicable federal, state and local sales, excise, ad valorem, use or similar taxes, if any, imposed in connection with the Project, except for federal and state income taxes payable by Georgia Power based on net income, will be reimbursed by the Customer. (e) In the event that Georgia Power encounters any conditions on or with respect to the Generation System or the premises thereof which could not have been reasonably foreseen by Georgia Power ("Adverse Conditions"), and such conditions materially increase the cost to be incurred by Georgia Power in performing the Project, then Georgia Power shall so notify the Customer and the parties shall negotiate in good faith to equitably increase the amount to be paid for the Project by the Customer under Section 4 hereof in light of the increased cost. (f) Risk of loss associated with equipment or other goods furnished to the Customer hereunder shall transfer to the Customer upon delivery of such equipment or other goods to the Customer. Any claim against Georgia Power for non-delivery or shortages in delivery or shipments shall be made in writing to Georgia Power within thirty (30) days after receipt of shipment. Title to equipment or other goods purchased by the Customer hereunder shall transfer to the Customer only upon receipt of payment therefore by Georgia Power in accordance with this Agreement. 5. Term and Termination. (a) The term of this Agreement (the "Term") shall commence as of the date of this Agreement and shall continue until the completion of the Project. (b) This Agreement may be terminated at any time upon the mutual written consent of Georgia Power and the Customer. (c) Notwithstanding anything to the contrary set forth in this Agreement, (i) either party hereto may, by written notice to the other, effective immediately, terminate this Agreement if the other party materially breaches any of its obligations under this Agreement (including, without limitation, any failure by the Customer to remit any payment when due) and fails to cure such breach within thirty (30) days following receipt of written notice of such breach from the non-breaching party (or, if the breach is such that its cure is possible but will take longer than thirty (30) days, fails to commence to cure such breach and proceed diligently therewith until cured); and (ii) Georgia Power may, by written notice to the Customer, effective immediately, terminate this Agreement if, after a period often (10) days following the Customer's receipt of notice of any Adverse Condition, the parties have been unable to reach agreement on any price increase contemplated by Section 4 hereof. In the event this Agreement is terminated pursuant to this subsection prior to completion of the Project, the Customer shall pay to Georgia Power, in full satisfaction of its payment obligations under this Agreement (except as set forth in Section 7), an amount equal to the out of pocket expenses incurred by Georgia Power for all materials, equipment and labor in performing the Project through the JB Messerly - Generation Project Agreement 2.25.08 5 effective date of such termination plus a reasonable allowance for overhead and profit charged by Georgia Power in light ofthe percentage ofthe completion of the Project and any taxes payable by the Customer under Section 4( c). (d) Sections 3(b), 4, 5( c), 6, and 7, and any provisions of Sections 8-19 which by implication would be applicable following the expiration or termination of this Agreement, shall survive any expiration or termination of this Agreement. 6. Limitation of Liabilitv. (a) The re-performance of any portion of the Project pursuant to Section 3(b) shall be the Customer's sole remedy with respect to any faulty or improper performance of the Proj ect, except in the case of the gross negligence or willful misconduct of Georgia Power or its agents or employees in performance of the Project. In no event shall Georgia Power be liable to the Customer for any liabilities, losses, claims, damages or expenses incurred by the Cu~tomer arising, directly or indirectly, from or in connection with the Generation System or the operation, use, malfunction, failure or defect thereof or the performance of the Project hereunder, including without limitation damages resulting from claims of third parties, outages of electric current or damage to property or equipment, except to the extent such liability, loss, claim, damage or expense is caused by the willful misconduct or gross negligence of Georgia Power or its agents or employees in the performance ofthe Project. (b) This Agreement is completely separate from, and shall have no effect whatsoever on, any other contract, agreement or arrangement, including but not limited to (i) any Georgia Public Service Commission ("GPSC") tariff or any GPSC rules or regulations governing the provision of electric service by Georgia Power, or (ii) any agreement for the provision of electric power between Georgia Power and the Customer, or any of its various divisions and affiliates. In no event will Georgia Power be responsible, liable or accountable (x) for any increase in the Customer's electric power rates or costs arising, directly or indirectly, from or in connection with the performance of the Project or the use, malfunction, failure or defect of the Generation System or (y) for any interruption or discontinuance of electric power services. (c) Notwithstanding anything else set forth herein to the contrary, in no event shall Georgia Power be liable to the Customer (i) for any special, incidental, consequential or punitive damages, including loss of business or profits, arising, directly or indirectly, from or in connection with this Agreement or the performance of the Project hereunder, whether based upon breach of warranty, breach of contract, negligence, strict liability, tort or any other legal theory, and whether or not Georgia Power has been advised of the possibility of such damages, or (ii) for any liabilities, losses, claims, damages or expenses, arising, directly or indirectly, from or in connection with this Agreement or the performance of the Project hereunder in excess of the amount paid or payable to Georgia Power under Section 4 of this Agreement. JB Messerly - Generation Project Agreement 2.25.08 6 7. Indemnification. To the fullest extent permitted by law, the Customer shall indemnify, defend and hold harmless Georgia Power and its officers, directors, employees, contractors, agents, affiliates, successors and assigns (collectively, the "Indemnitees") from and against any and all losses, liabilities, claims, damages and expenses (including costs of investigation and defense and reasonable attorneys' fees) incurred or suffered by any Indemnitee, whether or not involving third party claims and whether or not caused in part by the active or passive negligence of any Indemnitee (collectively, "Damages"), arising, directly or indirectly, from or in connection with the Generation System or the operation, use, malfunction, failure or defect thereof or the Project, except for any Damages arising out of bodily injury to person or damage to property caused by or resulting from the sole negligence or willful misconduct of any applicable Indemnitees or their agents or employees in the performance ofthe Project. 8. Notices. All notices and other communications hereunder shall be in writing and shall be deemed given the earlier of (i) when received; (ii) when delivered personally; (iii) one (1) business day after being delivered by facsimile transmission; (iv) one (1) business day after being deposited with a recognized overnight courier service; or (v) four (4) days after being deposited in the United States mail, First Class with postage prepaid, to the recipient party at its address (or at such other address or facsimile number for a party as shall be specified by like notice; provided, however, that notices of a change of address shall be effective only upon receipt thereof): If to the Customer: Georgia Power Company Bin 79510 6711 Londonderry Way Union City, Georgia 30291 Attn: Joe Lawrence Telecopy: 770-969-6615 Augusta Utilities Department 360 Bay St, Suite 180 Augusta, GA 30901 Attn: Allen Saxon Telecopy: 706-312-4123 If to Georgia Power: 9. Assi2nment. Neither Georgia Power nor the Customer may assign this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld; JB Messerly - Generation Project Agreement 2.25.08 7 provided however, that (a) Georgia Power may, without the consent of the Customer, (i) assign any or all of its rights or obligations under this Agreement to any subsidiary or other affiliate of Georgia Power, or (ii) assign any or all of its rights or obligations under this Agreement in connection with the sale or transfer of all or substantially all of its assets; and (b) the Customer may assign its rights and obligations hereunder to a lender or finance lessor in connection with a leasing or other financing arrangement approved by Georgia Power, provided that no such assignment to a lender or finance lessor shall relieve the Customer of any of its obligations hereunder. 10. Governin2 Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia (without giving effect to conflicts oflaw principles) as to all matters, including but not limited to matters of validity, construction, effect, performance and remedies. 11. Interpretation. This Agreement shall not be construed more strongly against either party hereto regardless of which party is responsible for its preparation, it being agreed that this Agreement was fully negotiated by both parties. 12. Force Maieure. In no event shall Georgia Power be deemed to be in default of any provision of this Agreement or liable for delays or interruptions in the completion ofthe Project arising out of or in connection with acts or events beyond the reasonable control of Georgia Power. Such acts or events include acts of God, acts of civil or military authority, civil disturbance, war, strikes, fires, other catastrophes, storms, ice, computer system failures, utility service failures, acts of third parties, and other events of similar or dissimilar nature beyond Georgia Power's reasonable control. 13. Entire A2reement. This Agreement, including Schedule A hereto, contains the entire agreement and understanding concerning the subject matter hereof between the parties hereto and supersedes all prior agreements or understandings. 14. Independent Contractors. The parties hereto acknowledge and agree that in the performance of its duties and obligations hereunder Georgia Power is acting as independent contractor of the Customer, and neither Georgia Power nor the Customer shall represent that an employer/employee, partnership, joint venture, or agency relationship exists between them, nor shall either party have the power nor will either party represent that it has the power to bind the other party hereto to any contract or agreement. JB Messerly - Generation Project Agreement 2.25.08 8 15. Waiver. No waiver, amendment, termination or discharge of this Agreement or any of the terms or provisions hereof shall be binding upon either party unless confirmed in writing. No waiver by either party of any term or provision of this Agreement or of any default hereunder shall affect such party's right thereafter to enforce such term or provision or to exercise any right or remedy in the event of any other default, whether or not similar. 16. Severability. If any provision of this Agreement shall be held void, voidable, invalid or inoperative, no other provision of this Agreement shall be affected as a result thereof, and accordingly, the remaining provisions of this Agreement shall remain in full force and effect as though such void, voidable or inoperative provision had not been contained herein. 17. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute the same Agreement. Any signature page of any such counterpart, or any electronic facsimile thereof, may be attached or appended to any other counterpart to complete a fully executed counterpart of this Agreement, and any telecopy or other facsimile transmission of any signature shall be deemed an original and shall bind such party. 18. Further Assurances. Upon the reasonable request of the other party, each party hereto agrees to take any and all actions necessary or appropriate to give effect to the terms set forth in this Agreement. 19. Bindin2 Effect. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. [Signatures on Next Page] JB Messerly - Generation Project Agreement 2.25.08 9 IN WITNESS WHEREOF, Georgia Power and the Customer have caused this Agreement to be signed by their respective duly authorized officers as of the date first above written. AUGUSTA, GEORGIA By: c1:(..{- ~ The Honorable David S. Copenhaver Mayor_ Date: trf-z.{o<; ~~ ~ APPROVED AS TO FORM: ~.:.;,,;'';;;:'-''':d'::;4~;r.;.\'il..A _""", ... ,,'" :-,.CUMOli) '" """ ,. "/" , , ", ~ 'r) 'i'k '"p. C:t-, "l _~ 4.._ At ':" ~- ~ ~ . "I: .. - ;c .. .-t '# '" .~ 'd. .:~;; .~ 2' . . ,Iff' ~. .e , . '. 4,77 . ~-~\... _ .'...'h:-r-;rr'(''''~' ;:1';... -.tr-": DEPARTMENT APPRO'tT.'A.'r";'~"""':' ::.,..f;"" . V'-~~':.F3;Z;:j:~_~!-~t""~ Bl". C7.:2$ ~..&<r N. ,.,. H. N. Max Hicks, PE Director, Augusta Utilities Department Date: J-~!'-()f! By: County Attorney Date: GEORGIA POWER COMPANY B~~ Name: L().1Ylowl ~~ , Title: F~ y{lt.. fraldl"t. /- Date: 3.. z.~ ,() r JB Messerly - Generation Project Agreement 2.25.08 10 Schedule A Project Description Scope of Work The following back up generation and distribution infrastructure will be installed and provided at the site of JB Messerly Waste Water treatment plant located along Doug Barnard Parkway, Augusta, GA. Project Description - Generation/Transformation/Switchgear The Generation portion of this project includes: GPC - Power Services will install (3) new 2250 kW standby generators and cabling, a new 15 kV main distribution switchgear with utility paralleling and auto-transfer capability. The Distribution portion of this project includes: Transformers Provide equipment and terminations for 4-2500/2800/3500 kV A 30 unit substation transformers at locations XMR-IA, XMR-lB, XMR-2A, and XMR-2B shown on drawing E6, E7, E17 and E18. LISG Switch Provide and terminate (1) 15 kV, 600 A, 3-phase, 3-wire, double-ended, NEMA 3R non-walk-in, incorporating two 600 A main load break disconnects, one 600 A tie switch, five 200A fused disconnect feeder positions, and one cubicle for a sixth future feeder position. Provide copper bus with full length flame retardant insulation, MOV type surge arresters, key interlocks for main and tie switches, and microprocessor based monitor per specification. Provide non-cutout full range current limiting fuses. Bus bracing to be provided for 500 MY A short circuit capacity. The Generation portion of this project includes: A. Georgia Power Company will provide the following on a turnkey basis including: ./ EngineeringIDesign ./ Generation Equipment ./ Transfer Switch Equipment ./ IDG@ System Installation ./ Equipment and Installation Warranties ./ In-service Training JB Messerly - Generation Project Agreement 2.25.08 11 We would expect this project to be completed within 65 weeks from authorization to proceed. SCOPE OF GEORGIA POWER COMPANY SERVICES I. General A. Georgia Power will provide a generation system as described herein. B. Georgia Power will provide all equipment necessary for interconnection of the IDG@ System on the existing secondary service from Georgia Power. C. Georgia Power will deliver the IDG@ System project, as described in this Exhibit on a complete turnkey basis including: 1. Engineering/Design 2. Generation Equipment 3. Transfer Switch Equipment 4. IDG@ System Installation 5. Equipment and Installation Warranties 6. In-service Training D. Georgia Power will deliver the project in the following estimated timeframe: Milestone Completion (Week No) Agreement Signing Switchgear Footprint Drawings Generator Footprint Drawings Conduit Stub-up Locations for Equip Grounding Detail for Equip Pads Receipt ofIDG@ System Submittal Equipment Shipping Date to Site Substantial Completion of Installation Final Commissioning/Start-up o 18 18 18 20 35 60 62 65 E. Customer pays for all fuel including initial fill. II. Engineering/Design Services A. Georgia Power will provide all engineering and design services necessary to complete construction documents for this project in accordance with the State of GA B. Georgia Power will prepare construction documents signed and sealed by a Registered Professional Engineer of Record in GA. III. Generator Description See "Generator, Enclosure, and Fuel Tank Description JB Messerly - Generation Project Agreement 2.25.08 12 IV. Main Switchgear Lineup Description See "Switchgear Description" V. IDG@ System Installation A. Georgia Power will combine our in-house IDG@ Project Management staff with a reputable local licensed electrical contractor or utilize our in house licensed electrical construction group to provide a fully coordinated high quality installation. B. The Georgia Power Project Manager will serve as the single point interface with AUD and Georgia Power during construction/start-up and will be present on-site for all critical activities and key construction milestones. C. Customer is responsible for all conduit and concrete work relating to both the main switchgear and the generators. D. Customer is responsible for all fuel, including initial fill for startup and testing. VI. Equipment and Installation Warranties The entire system will be Warranted for One Year. VII. In-Service Training Georgia Power will provide onsite in-service training on the operation and maintenance of the IDG@ System. TURNKEY INSTALLATION OF A Georgia Power IDG@ SYSTEM AS DESCRIBED INCLUDES: ~ Engineering ~ Generator/Enclosure ~ Switchgear ~ Installation ~ IDG@ System One-Year Warranty ~ In Service Training ~ Spare 1200AMP Vacuum Breaker Install-US-Stat 2250DQKH A331-2 L097-2 R130-2 B611-2 H6l1-2 H615-2 H618-2 H536-2 H605-2 KA08-2 K974-2 K911-2 H606-2 KP60-2 H609-2 B225-2 A416-2 KP78-2 KS57-2 C127-2 A334-2 A333-2 E082-2 H556-2 D041-2 H607-2 LO 10-2 L015-2 L019-2 L023-2 L026-2 L027-2 L061- 2 L028-2 ~ Short Circuit Study & Coordination Study Generator, Enclosure, and Fuel Tank Description Diesel Genset: 60Hz-2250kW 1 50Hz-2000kW Installation-In USA, Stationary Genset- Diesel,60Hz,2250kW -Standby Rating Duty Rating-Standby Power Emissions- N otCertified,EP A, Tier 1,N onroad Levels CI Voltage-7976/13800,3 Phase,Wye,4 Wire Alternator-60Hz, Y, 13.2-13.8kV, 125-80C-SPC SetCntl- PCC,Basic,N oAlpha/ AnalgDisp Paralleling-Utility ,MultipleGensets PowerTransfer-SoftClosedTransition Display Language-English Display-Control, Graphical Alarm-Audible, Engine Shutdown Run Relays-Three 3 Pole Double Throw Shutdown Alarm Relay-3PDT Meters-AC Output, Analog . Interface-CommunicationsNtwk,FTT -10 Control Mounting-Left Facing Temperature Sensor-Stator, 2 RTD/Phase Heater-Alternator, 110/220 (120/240) Volt AC Circuit Breaker or Entrance Box-None Terminal Housing-Bottom Entrance,Medium/High Volts Separator- Fuel/Water Engine Starter-24 VDC Motor Battery Charging Alternator-Normal Output 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 Engine Cooling-Radiator, 40C Ambient 3 Coolant Heater-208/240/480V, 40F Minimum Ambient Temp 3 Engine Air Cleaner-Normal Duty 3 Filters-Engine Oil, Full Flow and Bypass 3 Test Record-Strip Chart 3 Test-Extended, Standby Load, 1 Hour 3 Test-Varied Load, 1 Hour, 2 Step 3 Test Record-Safety Shutdowns 3 Test Record-Certified 3 Test - Witness 3 Test - Witness,with Power System 3 Genset Warranty-l Year Base 3 JB Messerly - Generation Project Agreement 2.25.08 13 L050-2 A358-2 CPOl-2 , SPEC- B 0402-0750-01 Literature-English Packing-None Common Parts Listing Product Revision - B Vibration Isolator -Qty Of One-4800Lb Max Enclosure/Tank Sound Atten/6000 gal per attachment Genset Manual Operation and Maintenance Battery Charger SENS DCT24-35-A643 Gensets Controls Units Contained Parellel, No external Controls needed ISC- ST120SN3R/PILNCCB/PILNCOB ESTOP BRK Glass GEN W/CONTACT 0541-0814-02 0541-0771 0541-0772 0541-1149 0541-1302-01 Commercial Accessories Annunciator Kit-w/Enclosure Control Kit - (DIM) Base control Kit - (DIM) Expansion Modlon Gateway Kit (FTTI0) Remote Communication Interface Kit w/Modem (iW ATCHI00) Switch Idle Speed On site Start up Customers (2) Fly to Factory JB Messerly - Generation Project Agreement 2.25.08 3 3 3 3 30 3 5 3 3 3 3 3 3 1 1 3 3 1 14 On site Load bank, 4 hrs each Relay Ground Fault Relay Short circuit FRT Freight to site SWITCHGEAR DESRIPTION 13.8kV, 3PH, 3W, 500MV A Metal Clad Switchgear 13 -15kV Class NEMA 1 Structures 13 -1200A, 500MV A Vacuum Circuit Breakers 15 -MOC and TOC 21 - Potential Transformers (60:1) 18 - Current Transformers (300:5) 24 - Current Transformers (1200:5) 12 - Current Transformers (600:5) 24 - Current Transformers (400:5) 6 - Current Test Switches 7 - Feeder Relay Test Switch 2 - GE PQM-II Power Quality Meters 11 - EPM Meters 3 - Multilin G30 Multifunction Protection Relays 4 - Multilin F60 Multifunction Protection Relays 6 - Multilin MIFII Protection Relays 6 - Surge Arresters (Distribution Class) 13 - Electro Switch 86 Lockout Relays 13 - Breaker Control Switches 5 - System Control Switches 26 - K -Line Contactors 1 - Fanuc 90-30 PLC System 1 - 15" Touchscreen 1 - PLC Cabinet 1 - Network Fiber Switch 1 - Field Terminal Cabinet for Customer Connections 3 - PowerSecure/Woodward Generator Paralleling Controller JB Messerly - Generation Project Agreement 2.25.08 15 3 3 3 1 JB Messerly - Generation Project Agreement 2.25.08 16 7 - Synchroscopes 1 - Manual Synch Panel 1 -125VDC Battery System and Charger 1 - 24VDC Battery System and Charger 1 - HMI Interface To Existing ATS's and Generators 1 - HMI Engineering and Screen Development to Interface Existing SCAT A System Accessories 1 - Test Cable 1 - Ground Test Device 1 - Test Cabinet 1 - Portable Lifter 1 - Lifting Yoke Study 1 - Coordination Study to Determine Breaker Settings Testing 1 - Certified Third Party Testing Per Specification Startup 10 - Days of Service Technician for Switchgear Startup General Generation/Switche;ear Comments and Clarifications 1. Features, functions, or functionality. No other features, functions, or functionality are included with this proposal unless specifically identified as a proposal item or within a particular proposal item. 2. Short circuit analysis. This proposal does not include a short circuit analysis unless specifically listed as a proposal item. The short circuit analysis would be purchased to verify that the quoted bus bracing and interrupting capacity is sufficient for the given application. Upon request, Georgia Power could provide a short circuit analysis at a price to be determined. A system one-line coupled with a defined work scope (starting and ending points for the analysis) are required for proposal purposes. A typical short circuit analysis requires 2 to 4 weeks to complete. The 2 to 4 week lead-time includes 1 to 2 weeks to gather information coupled with 1 to 2 weeks to schedule and perform the analysis. 3. Coordination study. This proposal does not include a coordination study unless specifically listed as a proposal item. Georgia Power could provide a coordination study at a price to be determined. A system one-line coupled with a defined work scope (starting and ending points for the study) are required for proposal purposes. A typical coordination study requires 4 to 6 weeks to complete. The 4 to 6 week lead-time includes 2 to 3 weeks to gather information coupled with 2 to 3 weeks to schedule and perform the study. 4. Field services. This proposal does not include field services for installation, installation supervision, start-up, start-up assistance, equipment demonstration, or owner training unless JB Messerly - Generation Project Agreement 2.25.08 17 specifically listed as a proposal item. 5. Field testing. This proposal does not include field testing, such as acceptance testing, unless specifically listed as a proposal item. 6. Shipping charges. This proposal includes standard shipping charges prepaid and included, F.O.B. Point of origin. 7. Warranty. This proposal includes a standard equipment warranty which includes the material cost for the repair and/or replacement of defective or malfunctioning product. The warranty extends the lesser of 18 months from date of shipment or 12 months from start-up ( energization). 8. Expiration of pricing. The pricing for this proposal is valid for 60 days from the proposal date unless specifically noted otherwise. 9. Proposal scope. The pricing for this proposal is per the above (and attached (if applicable)) proposal items only. Any additions, deletions, or revisions to the number or contents of the proposal items may impact pricing and/or lead-time. 10. Invoicing and terms of payment. The pricing for this proposal is based upon customer complete payment of Georgia Power's invoice within 30 days of the invoice date. Georgia Power will invoice complete for each proposal item at time of shipment. 11. Plans and specifications. This proposal does not reflect adherence to any project specific designs or specifications unless identified in the project specific comments and clarifications. 12. PowerSecure's NexGear switchboard solutions. NexGear is PowerSecure's electrical distribution equipment solutions business. PowerSecure's NexGear switchboard solutions are brand labeled "NexGear Switchboard" and are UL labeled under PowerSecure's UL 891 file. NexGear switchboard solutions are constructed using General Electric, Eaton, or Square D switchboard structures and circuit breakers. PowerSecure's NexGear GPS are manufactured under PowerSecure's NexGear UL 891 file. We reserve the right to furnish the switchboard structure and circuit breaker of our choosing unless specifically listed in the proposal item or otherwise agreed to in writing at time of order acceptance. 13. Approval drawings. If the customer wishes to review PowerSecure's equipment drawings for approval, 3 copies of approval drawings will be mailed on or within 4 weeks from date of receipt and acceptance of the customer's purchase order unless specifically noted otherwise. The approval drawings must be returned "approved", "approved as noted", or "no exceptions noted" prior to or at time of release. Should customer notations on approval drawings impact pricing or lead-time, the customer will be notified of same within 2 weeks from PowerSecure's receipt thereof. Should the customer's drawing review period exceed 4 weeks from date of PowerSecure's mailing, equipment pricing and/or lead-time may be impacted. JB Messerly - Generation Project Agreement 2.25.08 18 14. Operation and maintenance manuals (O&M manuals). 3 copies ofO&M manuals are supplied at the time of shipment. 15. Factory test reports. 3 copies of certified reports of factory tests, if required, are supplied at the time of shipment. 16. Final as-built drawings. 3 copies of final as-built drawings are mailed within 10 business days from date of shipment. Optional electronic mailing of same is available. 17. Equipment inspection. Purchaser is welcome to inspect the equipment at the factory prior to shipment for $1000.00 per day per product. 18. Factory witness testing. Purchaser is welcome to witness factory testing of equipment at the factory prior to shipment for $2,500.00 per generator paralleling switchboard. Please note that this adds approximately 5 business days to the lead-time of the product. Specific Comments and Clarifications 2.1. B.2 - Clarification: Breaker will not have rails for withdrawal. Breaker will require cart for inspection and maintenance. Cart to be provided. 2.1. b.5.f - 125VDC battery system to include batteries, charger, and rack. Batteries to be warranted for 20 years. Clarification: 18-24 month is an acceptable warranty period. The warranty period is the shorter of 18 months from commissioning or 24 months from the 'date of the batteries shipping to site. 2.1.b.7 -_Comment: We will obtain a letter from Georgia Power stating that the relays we are submitting meet the requirements for interconnect. 2.8.B - Exception: Per Discussion with Messerly Design Group the customer requested that this be built into the SCADA system PC's and Georgia Power not provide a separate system. Lead-times Item 1: Shipment 28-36 weeks after release. JB Messerly - Generation Project Agreement 2.25.08 19 Distribution Transformer Description Manufacturer: As specified in design documents Ratings: Phase: 3 PHASE kV A: 2500/2800 - 3125/3500 Coolant: FR3 Fluid Cooling Class: KNAN/KNAF Frequency: 60 Hz Temperature Rise: 55/650 C Impedance: 5.75 % Nominal +/- 7.5% Primary Secondary Primary Voltage 13,800 Delta Secondary Voltage 480Y/277, 60KV BIL 30KV BIL Primary Material: Aluminum Secondary Material: Aluminum De-energized Taps: 2,2-1/2% Above and Below Bushing Location: Sidewall Bushing Location: Sidewall ANSI Segment: 2 ANSI Segment: 4 Phase Description: Standard Phase Description: Standard Termination:Full ht cabinet, for bottom entry Full ht cabinet, for bottom entry Features and Accessories Control Box: NEMA 4 Bushings:HV Bushings - Porcelain, Sidewall Mounted w/ 2 Hole Spades LV Bushings: Epoxy, Sidewall Mtd, w/ 6 Hole Spade Gauges: Liquid Level Gauge with Alarm Contacts Liquid Temp Gauge with Alarm Contacts Pressure Vacuum Gage w/ Alarm Contacts Pressure Relief Valve Drain Valve w/Sampling Device Rapid Rise Relay With Seal-in Panel Cooling: Forced Air Cooling System, With 120V fans, CPT by others LEAD TIME Shipment can be made in 30-34 weeks after receipt of order, ADA. Leadtimes may vary upon receipt of order depending on the loading at the time of order entry. DISTRIBUTION SWITCHGEAR DESCRIPTION 15KV 600A METAL ENCLOSED SWGR NEMA 3R Outdoor Metal-Enclosed Switchgear 15kV, 600A, 95kV BIL, 3Ph, 60Hz With UL Listing JB Messerly - Generation Project Agreement 2.25.08 20 ENCLOSURE: * 97 inches H x 360 inches W x 44 inches D (Dimensions are approximate). * NEMA 3R outdoor construction * 11 gauge galvanneal steel. * Tin-plated copper bus. * Fully rated ground bus. * All-welded construction. * Viewing window. * Front access. * Phase and end barriers. * Padlocking handles. * Paint meets the requirements of ANSI C57.12.28 * Bottom cable entrance * Spare fuse storage pockets * Warning & identification labels * Bus covered with flame-retardant insulation * Strip heaters in each section (control power by others) * Gasketed doors FEATURES: Section One, Two, Three, Seven, and Eight (1, 2, 3, 7 & 8) Switch Fuse - consists of the following: 1 - 15kV, 600 amp. 95kV BIL, ABB Versa-rupter switch 40KA Mom. 3 - Fuse mountings, 15kV, Cutler Hammer type CLE 3 - Fuse end fittings, 15kV, Cutler Hammer type CLE 3 - Fuse refill units, 15kV, 150E max amp Cutler Hammer type CLE 3 - Surge arresters; Distribution class 1 - Lot key interlock scheme 1 - Lot insulated copper phase bus 1 - Lot copper ground bus Section Four, and Six (4 & 6) Feeder Breakers - consists ofthe following: 1 - l5kV, 600 amp. 95kV BIL, ABB Versa-rupter switch 40KA Mom. 1 - Lot key interlock scheme with Tie Switch 3 - PT, l5kV, 120:1 3 - CT 600:1 1 - Multifunction digital-metering monitor, Satec PM172HA-0-5-AC-00 (control power by others) 3 - Surge arresters; Distribution class 1 - Lot insulated copper phase bus 1 - Lot copper ground bus Section Five (5) Tie Switch Section - complete with the following components: 1 - 15 kV 600 amp gang operated switch, ABB Versa-Rupter JB Messerly - Generation Project Agreement 2.25.08 21 1 - Lot key interlock scheme with with Breaker feed switches 1 - Lot insulated copper main bus 600 amp 1 - CPT, 15kV, 3 kV A, fixed mount Section Nine (9) Future Switch Fuse - complete with the following components: 1 - Provisions for future for mounting Switch, Fuse, and Interlocks 1 - Lot insulated copper phase bus 1 - Lot copper ground bus Standard warranty applies to this quote, 18 months from ship date or 1 year after energizing equipment (which ever comes first). PLEASE NOTE: FREIGHT FOR THE DISTRIBUTION EQUIPMENT IS NOT INCLUDED IN THE QUOTED PRICE AND CAN BE EITHER PREP AID AND ADD; FREIGHT COLLECT OR PROVIDED BY OTHERS. Shipping lead times are subject to change due to component availability and plant loading at the time the project is released for manufacture. Prices quoted are only guaranteed for 30 days from the date of quotation. TERMINATIONS: I. 24 - 350kCMIL terminations using 3-M termination kits 11.30 - 1/0 A WG terminations using 3-M termination kits III. 27 - Hi-Potential test of cables Short Circuit & Coordination Study for distribution equipment: 1. The short-circuit analysis will be performed for the project. The short circuit analysis will begin with the utility primary and will extend to the existing equipment. The coordination study will include time-current curve (TCC) graphs for each series new equipment breakers. Each TCC will include the associated protective devices along with the transformer and cable damage curves. The TCCs will be in color, will include a detailed report, and will point out any deficiencies in the system. An equipment evaluation study will be performed. An arc flash study report will be performed. The calculations and the reports shall be in compliance with the requirements set forth in specification. 2. Pricing is based upon the one-line and the specification. 3. The study will produce the following deliverables: a. (1) Electronic short circuit and coordination study reports. JB Messerly - Generation Project Agreement 2.25.08 22 TESTING Perform all NET A certified tests and inspections on transformers as outlined. Note: This includes monitoring the secondary side of the transformers for 7 days. Payment Our payment terms will be net 30 days on a billing schedule as follows: Upon Agreement Signing Receipt of Submittal Equipment Shipping Date to Site Substantial Completion of Installation Final Commissioning/Start-up % of Contract 30% 20% 25% 15% 10% Total 100% Price for generation & testing: $5,541,289.00 Price for distribution and testing: $526,836.00 Notes: Attachment I of this contract includes comments from SL King & Associates and responses from Georgia Power Company. Comments supersede items of discrepancies in the scope. The prices in the comments are reflected in the final pricing of the project below. Total price: $6,068,125.00 This price pending final GPC management approval is valid for 60 days for generation and 20 days for the distribution. Please note the payment schedule for the generation and the distribution equipment is different. Financing is not included in this contract but it is the intention of the customer to finance this project. JB Messerly - Generation Project Agreement 2.25.08 24 ~ 4. Interface-CommunicationsNtwk,FTT-lO, is a hardware card on each generator that is programmed to work with the below listed items to comply with spec Part 1, item 7. Below is a section from the quote: 1------------------------+-----------------------------------------------1 I ICommercial Accessories 1 1------------------------+-----------------------------------------------1 1 eS41-e814-e2 IAnnunciator Kit-wjEnclosure I 1------------------------+-----------------------------------------------1 I eS41-e771 IControl Kit - (DIM) Base I 1------------------------+-----------------------------------------------1 1 eS41-e772 Icontrol Kit - (DIM) Expansion I 1------------------------+-----------------------------------------------1 I eS41-1149 IModlon Gateway Kit (FTTle) 1 1------------------------+-----------------------------------------------1 I eS41-13e2-el IRemote Communication Interface Kit wjModem I I 1 (iWATCHlee) I 1------------------------+-----------------------------------------------1 J Spec. Section/Item Description Action Remarks Georgia Power ProDosal, Dec. 2, 2007 3 (b) Clarify that witnessing of generator testing is included in base price. Explain "Fly to Factory" on Page 6. Page 6 - Gensets Controls (a) Explain "Units 2 contained parallel, No external controls needed". 2 Page 8 - Switchgear Description - Accessories (a) Provide quote for spare 1200 amp vacuum circuit breaker. Page 8 - Short Circuit Analysis (a) Short circuit 3 study is required IA W specification section 16005 and shall be included in the base price. 5. Witness generator testing is included in our pricing (Ref generator breakdown). Arrangements will be made with Our Factory during testing so the customer can present. This is lAW Part 3.1 B, "Factory testing shall be witnessed by owner and consulting engineer." a. "Fly to Factory"- Customer (2)" is two plane tickets and Lodging for two persons during testing of generators (item 2 above). We have to included this cost on our end and coordinate the "Customer" to the Factory and the "Testing" so it can be witnessed. 6. "Units contained parallel, No external controls needed" means the Generators contain all the abilities to parallel to each other and close their GM breakers. The load share, synchroscope and other devices are in each generator control. 7. Spare 1200AMP Vacuum Breaker will cost $20,268 each. 8. Short Circuit Study & Coordination Study will cost $43,942 total. JB Messerly - Generation Project Agreement 2.25.08 25 Spec. SectionlItem Description Action Remarks Page 13 - Clarifications (a) Provide basis for Georgia Power Proposal, Dec. 2, 2007 3 copper and steel price increase surcharge. 2 (b) Last paragraph excludes field testing, startup and training. Testing, startup and training should be included for all proposed equipment in the base price for the equipment. Page 14 - Testing (a) Short circuit and 3 coordination study is to be included in base price IA W specification section 16005. 9. Basis for copper and steel price increase = No increase thru 2/20/08 10. GPC can only provide testing, startup and commissioning if we do the terminations. I. 24 - 350kCMIL terminations using 3-M termination kits 11.30 - 1/0 A WG terminations using 3-M termination kits III. 27 - Hi-Potential test of cables Our quotation to perform this service is $24,226.00 11. Short Circuit & Coordination Study for distribution piece - SERVICES: 1. The short-circuit analysis will be performed for the project. The short circuit analysis will begin with the utility primary and will extend to the existing equipment. The coordination study will include time-current curve (TCC) graphs for each series new equipment breakers. Each TCC will include the associated protective devices along with the transformer and cable damage curves. The TCCs will be in color, will include a detailed report, and will point out any deficiencies in the system. An equipment evaluation study will be performed. An arc flash study report will be performed. The calculations and the reports shall be in compliance with the requirements set forth in specification. 2. Pricing is based upon the one-line and the specification. 3. The study will produce the following deliverables: a. (1) Electronic short circuit and coordination study reports. JB Messerly - Generation Project Agreement 2.25.08 26 202.63 Office Of The Administrator Tameka Allen, Interim Deputy Adtninistriltor Robert leverett, Interim Deputy Administrator Room 801 - Municipal Building 530 Greene Street. AUGUSTA, GA. 30901 (706) 821.24{)0. FAX (706) 821.281~ www,augusmga.gov February 19. 2008 Mr. Max Hicks Utilities Director 360 Bay street Augusta, GA 30901 Dear Max: The Augusta-Richmond County Commission. at their regular meeting held on Tuesday, February 19, 2008. took action on the following items. 14. 32. 36. 37. /38. Approved the titles and pay-grades of the ten positions approved by the Commission. on November 20, 2007, which were added to the AUO organizational structure for the purpose of operating and maintaining the Fort Gordon water and sewer system. (Approved by Administrative Services Committee February 13, 2008) Approved and accepted C$X-058080 Pipeline Agreement and to pay lican$$ fee and risk insurance fee. (Approved by Engineering Services Committee February 13. 2007) Approved and accepted a Deed of Dedication and Maintenance Agreement for the water and sanitary sewer pipelines/systems In Elderberry, Section 3. (Approved by Engineering Services Committee February 13. 2008) Authorized award of bids for Pre-purchased of Vertical Turbine Pumps and the associated equipment (Bid Item #07-204) for the Goodrich St. Raw Water Pumping Station Project- Phase I to the lowest responsive bidders. (Approved by Engineering Services Committee February 13, 2008 Authorized the execution of an agreement with Georgia Power Company for Emergency Generators and Distribution System Equipment for the James B. Messerly WPCP in an amount estimated not to exceed $6,100,000. (Approved by Engineering Services Committee February 13, 2008) 39. Approved and accepted a Deed of Dedication and Maintenance Agreement for the water and sanItary sewer pipaline$lsystems in Pinnacle PlacE!, Phase 6, Section IV. (Approved by Engineering Services Committee February 13, 2008) 45. Approved and accept a Deed of Dedication and Maintenance Agreement for water and sanitary sewer pipelines/systems in The Orchard. Section 1. (Approved by Engineering Services Committee February 13. 2008) If you have any questions, please contact me. ameka Allen Interim Deputy AdminIstrator cc: Ms. Donna Williams Ms. Geri $am$ Mr. Mike Blanchard 02-19-08: #14, #32. #36 -#38. #4:;;