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HomeMy WebLinkAbout495962 NORTHERN COLORADO ENERGY STAR HOMES INC - CONTRACT - PURCHASE ORDER - 9133625Ct 1 510'� Req. # L4 y g Z9 Entered by: S f'-4 Date: I i 6i t+ 3 PURCHASE ORDER REQUISITION FORT COLLINS UTILITIES Vendor Northern Colorado ENERGY STAR Homes Address 1204 W. Ash, Unit F Windsor, CO 80550 y q 5 (oZ QTY. DESCRIPTION UNIT TOTAL CHARGE NUMBER 1 2013 NoCO ENERGY STAR $15,000.00 13000000.521t".9080.13000704.c funding partner contribution 5sgoLlo eragreement I I I I Comments 6/20/ By Date *At4fihor-jzYd�By \Lc Date CONTRIBUTING MEMBER SPONSOR FUNDING AGREEMENT FOR ENERGY STAR®for Homes Program in Northern Colorado Between Northern Colorado ENERGY STAR Homes, Inc. and THE CITY OF FORT COLLINS This Contributing Member Sponsor Funding Agreement (Agreement) to support the ENE4GY STAR for Homes Program in Northern Colorado ` is entered into this \� day of `�U�J. 2013, by and between Northern Colorado ENERGY STAlf Homes, Inc., a Colorado non-profit corporation ("Corporation"), and the CITY OF FORT COLLINS, COLORADO, a Colorado municipal corporation ("Fort Collins"). WHEREAS, Corporation was formed as a collaboration between Fort Collins, Longmont Power & Communications, Platte River Power Authority, Poudre Valley Rural Electric Association, Inc., Loveland Water & Power, the Town of Windsor and other municipalities and utility companies that may become Contributing Member Sponsors (collectively referred to as the "Contributing Member Sponsors"), as defined in the By- laws of Corporation ("By-laws"), to provide regional support for implementation of the United States Environmental Protection Agency's ENERGY STAR for Homes Program in Northern Colorado; and WHEREAS, Corporation has operated since September, 2011 under the By-laws as approved by its Board of Directors (the "Board"), which by-laws are incorporated herein by this reference; and WHEREAS, Corporation was formed to help transform the new home market in Northern Colorado into high-performance construction using the ENERGY STAR for Homes program; and WHEREAS, the objectives of Corporation are to raise builder and consumer awareness of the ENERGY STAR brand and associated benefits, and to provide training for industry professionals; and WHEREAS, each individual Contributing Member Sponsor is documenting its individual commitments and obligations in connection with Corporation, through this Agreement Fort Collins agrees to pay its contribution in the amount of Fifteen Thousand Dollars ($15,000). WITNESSETH: NOW, THEREFORE, for and in consideration of the promises hereinafter contained, the parties agree as follows: ARTICLE 1. Contributing Member Sponsor Funding 1.1 This Agreement will be in effect upon execution by Fort Collins and Corporation and will remain in effect through December 31, 2013. 1.2 The funds are to be used as approved by the Board and outlined in the budget, which may be amended with Board approval. In any event, the funding shall be used for the following stated objectives of Corporation, within the service territories or jurisdictions of the Contributing Member Sponsors: 1.2.1 Engage builders with ENERGY STAR; 1.2.2 Engage new home sales force with ENERGY STAR Homes; 1.2.3 Increase consumer awareness of ENERGY STAR Homes; 1.2.4 Inform builders and trades about the latest version of ENERGY STAR for Homes; 1.2.5 Provide training for builders, trade allies and sales staff, 1.2.6 Continue to collaborate with the United States Environmental Protection Agency in support of the ENERGY STAR for Homes program in Northern Colorado; and 1.2.7 Maintain and update the web site that serves as the information hub for the services to be provided. ARTICLE 2. Appointment of Representative 2.1 Each Contributing Member Sponsor shall designate a Representative, in accordance with the By-laws, to serve on the Board. Board members shall serve for two (2) years, with the option to serve an additional two-year term. 2.2 If, from time to time, Fort Collins for any reason needs to designate a new Representative, it must provide in writing the change in appointment. It is further understood that the new Representative shall complete the balance of the term vacated by the departing Representative. 2.3 As a Contributing Member Sponsor, Fort Collins shall provide contact information to which notices will be sent. All formal notices required for Fort Collins will be between its Representative and Corporation ARTICLE 3. Financial Obligation 3.1 Asa Contributing Member Sponsor, it is the responsibility of Fort Collins to pay the agreed -upon amount, as stated above, to Corporation no later than fifteen (15) days after full execution of this Agreement. 3.2 As a Contributing Member Sponsor, the obligations of Fort Collins under this Agreement are from year to year only. All of Fort Collins' financial obligations under this Agreement are contingent upon appropriation, budgeting and availability of specific funds to discharge those obligations. Nothing in this Agreement constitutes a debt, a direct or indirect multiple -fiscal -year financial obligation, a pledge of Fort Collins' credit or a payment guarantee by Fort Collins to Corporation ARTICLE 4. Assignment 4.1 Neither Corporation nor Fort Collins may assign or delegate this Agreement, or any portion hereof, or any monies due hereunder, without the consent. of the other party hereto. ARTICLE 5. Amendment 5.1 This Agreement represents the entire agreement between Corporation and Fort Collins and there are no oral or collateral agreements or understanding. Except as otherwise expressly provided herein, this Agreement may be amended only by an instrument in writing, signed by Corporation and Fort Collins. ARTICLE 6. Authority: Liability 6.1 Each of the parties hereto represents that it enters into this Agreement consistent with full and proper authority to do so, and consistent with all applicable laws and regulations of its organization and jurisdiction. Each of the parties hereto agrees to assume responsibility and liability associated with its own acts and the acts of its employees in performance of this Agreement in accordance with Colorado law; specifically as concerns each party that is a local government, or other political subdivision or agency of the State of Colorado, the provisions of the Colorado Governmental Immunity Act, section 24-10-101 et seq., C.R.S. as may be amended. Notwithstanding any other provisions of this Agreement to the contrary, no term or condition of the Agreement shall be construed or interpreted as a waiver, either express or implied, of any immunities, rights, benefits or protection provided to either party under the Colorado Governmental Immunity Act, as amended or as may be amended (including, without limitation, any amendments to such statute or any other similar statue which is subsequently enacted). The obligations of each party hereunder shall be separate from obligation of the other Contributing Member Sponsors and not joint and several. The total liability of Fort Collins, if any, shall be limited to Fort Collins' obligation to provide funding to Corporation as set forth herein. The obligation of Corporation shall be to properly manage and administer the funds provided by Fort Collins as set forth herein. ARTICLE 7. General Provisions 7.1 Govemina Law. This Agreement shall be constructed and enforced in accordance with and governed by the laws of the State of Colorado. 7.2 Notices. Any notice, demand, request, consent, approval or communication that any party is required to give shall be in writing and either served personally or sent by first class mail, postage prepaid, or by telefacsimile or email, to the Representative of the Contributing Member Sponsor at the address designated as set forth above or as subsequently provided in writing. 7.3 Status. The parties acknowledge that, as a Contributing Member Sponsor, Fort Collins lacks the power and rights to direct the actions of the other Contributing Member Sponsors. Each Contributing Member Sponsor acts in its separate capacity under the By- laws of Corporation and not as an officer, employee or agent. Each person executing this Agreement represents that he or she is authorized to do so and bind the party on behalf of which he or she signs to the Contributing Member Sponsor Funding Agreement. It is the parties' intent that in no event shall the term "Contributing Member Sponsor" mean a legal partnership created or implied under the laws of the State of Colorado or otherwise. 7.4 Term. The term of this Agreement shall be as set forth in Article 1. The balance of funds will carry forward from year to year until such time that Corporation is dissolved as set forth in the Articles of Incorporation and the balance of funds are distributed to the Contributing Member Sponsors in proportion to their respective contributions since organization of Corporation. 7.5 Fax and Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be original but all of which when taken together shall constitute one Agreement. In addition, the parties agree to recognize signatures to this Agreement transmitted by telefacsimile as if they were original signatures. 7.6 Severability. If any provision of this Agreement is declared void or unenforceable, such provision shall be deemed severed here from, and the balance of this Agreement shall otherwise remain in full force and effect, unless the severance of the void or unenforceable provisions defeats the purpose or general intent of the parties hereto, in which event the Agreement shall terminate. 7.7 Third Partv Beneficiaries. The parties hereby acknowledge and agree that this Agreement is intended to only document the relative rights and obligations between the parties to one another, and that no third party beneficiaries are intended. 7.8 Enforceability. The parties hereto recognize that there are legal constraints imposed upon them by the constitution, statutes, and rules and regulations of the State of Colorado and of the United States, and imposed upon them by their respective governing statutes, charters, ordinances, rules and regulations, and that subject to such constraints, the parties intend to carry out the terms and conditions of this agreement. Notwithstanding any other provisions of this agreement to the contrary, in no event shall either of the parties be obligated hereunder to exercise any power or take any action that is prohibited by applicable law. Whenever possible, each provision of this Agreement shall be interpreted in such a manner so as to be effective and valid under applicable law. 7.9 Compliance with Laws. All actions taken by Corporation in carrying out its responsibilities hereunder shall be carried out in strict compliance with all federal, state, county, and municipal government laws, regulations and ordinances. 7.10 Nondiscrimination. No person with responsibilities in the provision of services or the operation of any program referred to in this Agreement will unlawfully discriminate with respect to any program participant or any applicant for participation on the basis of race, color, national origin, age, sex, religion, handicap, political affiliation or beliefs. 7.11 Political and Lobbying Activities. No services provided under this Agreement shall involve political activities and no funds made available under this Agreement shall be used for lobbying activities. 7.12 Private Gain. No person with responsibilities in the provision of the services or the operation of any program referred to in this Agreement will use his or her position for his or her own private gain or for the gain of any person with whom (s)he has a relationship by blood or marriage or a close business, political or personal association. IN WITNESS WHEROF, the parties hereto have executed this Agreement on the date(s) set forth below with their respective signatures. ATTEST: NORTHERN COLORADO ENERGY STAR HOMES°, INC. A COLORADO non-profit corporation By: Vicki Wagner, Program Director Date: �0 CITY OF FORT COLLINS By: tteberrry, City Manager Date: /[ Q SEAL Wanda Nelson, City Clerk APPROVED AS TO FORM: 4 1 wvlpf �� - Assis t City ey NoCO Energy Star Homes, Inc. P.O. Box 669 Windsor, CO 80550 Phone 970-222-3794 To: City of Fort Collins 700 Wood Street Fort Collins, Co 80525 970-229-5370 INVOICE BILLING MARCH INVIOCE 2 DATE: MARCH 14, 2013 FOR: SPONSORSHIP 2013 NoCO ENERGY STAR° Program DESCRIPTION HOURS RATE AMOUNT City of Fort Collins Sponsorship $15,000.00 vendo�r/-Supolier # Uv # Batch # TOTAL $15,000.00 / / 71 d I w1i IN 04 (z /1,0 13 Make All checks payable to: Northern Colorado Energy Star Homes, Inc. Thank you for your business!