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0
REQUEST FOR PROPOSALS

THE PENNSYLVANIA STATE UNIVERSITY

GUARANTEED ENERGY SAVINGS CONTRACT


TABLE OF CONTENTS
Page

PART I - GENERAL INFORMATION ................................................................................................ 2 - 6

PART II - INFORMATION REQUIRED ............................................................................................. 7

PART III - PROPOSED PROJECT SCHEDULE............................................................................... 8

PART IV - EVALUATION CRITERION.............................................................................................. 9

PART V - PROJECT TERMS AND CONDITIONS............................................................................ 10 - 13


ATTACHMENT A - ESCO's PRELIMINARY TECHNICAL PROPOSAL ............................ 14 - 16
ATTACHMENT A-1 - SUBCONTRACTORS QUALIFICATIONS FORM............................... 17 - 18
ATTACHMENT A-2 - PRELIMINARY TECHNICAL ENERGY AUDIT REPORT................... 19

ATTACHMENT B - ESCO's PRELIMINARY COST PROPOSAL....................................... 20 - 21
ESCO's PRELIMINARY PROJECT CASH FLOW ANALYSIS

ATTACHMENT C - ENERGY AUDIT AGREEMENT .......................................................... 22

APPENDIX I - PREVAILING WAGE RATES .............................................................. 45

APPENDIX II - GUARANTEED ENERGY SAVINGS AGREEMENT .......................... 48


1
The Pennsylvania State University
STANDARD REQUEST FOR PROPOSALS
GUARANTEED ENERGY SAVING CONTRACTS

PART I. GENERAL INFORMATION

I-1. PURPOSE. This Request For Proposals (RFP) contains the information and requirements for the selected Energy
Service Companies (ESCOs) to prepare and submit to THE PENNSYLVANIA STATE UNIVERSITY, a nonprofit
corporation created and existing under the laws of the Commonwealth of Pennsylvania, (hereinafter called the
“Owner”), a Preliminary Technical and Cost Proposal for a guaranteed energy savings contract, in conformance with
the guaranteed energy savings contract requirements of Act 57 of 1998, 62 Pa. C.S. §3751-3757 (“Act 57”), for the
University Park (“Project Site”). This RFP, with any amendments, contains the only instructions governing the
proposals and material to be included therein; a description of the service to be provided; general evaluation
criteria; and other proposal requirements.

I-2. POINT OF CONTACT AND RESTRICTION OF CONTACT: From the issue date of this RFP until a determination
is made regarding the final selection of the Project ESCO, all contacts with University personnel concerning
this RFP must be made through the sole point of contact.
The sole point of contact for this RFP is

Laura Miller OFFICE: (814)865-4343
ESCO Program Engineer FAX: (814)865.3737
Physical Plant Building MOBILE: (814)777-3475
University Park, PA 16802 EMAIL: ljm20@psu.edu


I-3 PROJECT. Owner is interested in contracting for a full range of energy services and energy-related capital
improvements ("energy conservation measures" or "ECMs"), financed through a guaranteed energy savings contract at
no initial capital cost to Owner, for the Project Site(s). The ECMs may include but are not limited to: a preliminary
technical scoping audit, investment grade energy audit; the design, acquisition, installation, modification, maintenance
and training in the operation of existing and new equipment, which will reduce energy consumption and related costs
associated with the heating, ventilation and air conditioning system, lighting systems, building envelope, the hot water
systems, water consumption, sewage costs and other energy using devices; as well as for savings, which would not
reduce consumption per se but are aimed at cost savings, such as fuel switching, demand reductions, on-site
generation, utility bill auditing, utility rate changes, distribution upgrades, energy management system additions or
modifications and continuous commissioning programs, etc. ECMs may also include the training of facility staff with
respect to routine maintenance and operation of all improvements. ECMs must result in a guaranteed minimum energy
savings with the ESCO payments linked to actual documented energy and cost reductions. Any stipulated energy
and/or operational cost savings that may be attributed to this project will be rigorously reviewed and, if
agreed to, will be limited to those that can be thoroughly documented and verified by the ESCO and
approved by Owner.

Consistent with the provisions of Act 57, payments under any contract shall not exceed ten (10) years in duration and
each contract must comply with applicable state statutes, regulations, and procurement laws. The savings achieved
by the ECMs must be sufficient to cover all project costs including annual maintenance and monitoring fees on an
annual basis for the duration of the contract term. The contract must provide that the savings in any year are
guaranteed, by the ESCO, to the extent necessary to make payments under the contract during that year.

I-4 DESCRIPTION OF THE PROCUREMENT PROCESS. It is anticipated that the process for the procurement of these
energy services will proceed as follows:

1.) SUBMISSION OF PROPOSALS. No more than three (3) ESCOs, selected by the Owner, will be required to
conduct a preliminary technical scoping audit of the Project Site(s) described in Appendix I, Technical Profile of
Project Site(s). This audit will form the basis of the proposals submitted by selected ESCOs in response to this
RFP. Owner will review and evaluate the ESCO technical proposals first in accordance with the evaluation criterion
specified in Part IV, Evaluation Criterion. ESCO responses to the Application for Qualification (AFQ) may be
reviewed and considered in the evaluation of the technical proposals.

2.) COST INFORMATION EVALUATION. Upon completion of the evaluation of the technical proposals, the Owner will
evaluate the preliminary cost proposals.


2
3.) ORAL INTERVIEW. Each selected ESCO will be required to participate in an oral interview. The purpose of this
session is to clarify specific aspects of the technical proposal and to answer questions posed by the evaluation team
about the proposal. These oral interviews may be tape recorded. The oral interviews will be evaluated based upon
the responses given in the oral interview.

4.) SELECTION OF ESCO TO DEVELOP THE PROJECT. The Owner will select the ESCO which Owner determines,
in its sole discretion, is best qualified to conduct an Investment Grade Technical Energy Audit of the project site(s)
and propose a complete set of ECMs, including all project costs, the timetable for completing design, engineering
bid specifications, and construction work; a detailed description of services to be provided, specific financing
arrangements and terms, and the projected energy and cost savings, as well as special conditions offered by the
ESCO.

5.) AUDIT AGREEMENT. If the Owner decides to proceed, the Owner will sign the Audit Agreement, which has been
signed by the selected ESCO and submitted with its proposal. If the Investment Grade Technical Energy Audit
results in a deviation greater than ten percent (10%) of the project costs contained in the Preliminary
Technical and Cost Proposal, Owner is under no obligation to pay the agreed-upon price for the
Investment Grade Technical Energy Audit and may initiate negotiations with the second ranked ESCO.

6.) GUARANTEED ENERGY SAVINGS CONTRACT. If Owner decides to proceed, Owner shall attempt to
negotiate a guaranteed energy savings contract, (the “Contract”), with the selected ESCO which performed the
Investment Grade Technical Energy Audit. If the Owner decides not to enter into a guaranteed energy savings
contract with the selected ESCO after the investment grade technical energy audit has been accepted, Owner
agrees to pay the fee indicated for the completed audit report as set forth in Attachment B: Preliminary Cost
Proposal. Otherwise, Owner shall not be liable for any additional payment of any amounts to the selected
ESCO until a contract is successfully negotiated, and executed by the ESCO and Owner.

Penn State Design Standards specific to the ESCO program are available at:
http://www.opp.psu.edu/stnd/stnd.htm#design_standards

If an acceptable contract cannot be negotiated within 90 days from the date Owner makes its ESCO
selection, negotiations with the next most qualified ESCO (as determined by Owner) may be initiated.

1-5. TYPE OF CONTRACT. If a guaranteed energy savings contract is entered into as a result of this RFP, the form of
contract in Appendix II, attached hereto, will be used.

1-6 REJECTION OF PROPOSALS. Owner reserves the right to reject at any time, any and all proposals received, or
to negotiate separately with any and all competing ESCOs.

1-7 INCURRING COSTS. The Owner is not liable for any cost or expenses incurred by ESCOs in the preparation of
their written responses or for attendance at any conferences and meetings related to this RFP. Any cost or
expense incurred by ESCOs in conducting the preliminary technical scoping audit or for performing any analysis
associated with this RFP shall be borne solely by the ESCOs.

1-8 PRE-PROPOSAL CONFERENCE. To be determined.

1-9 AMENDMENT TO THE RFP. If it becomes necessary to revise any part of this RFP, an amendment will be issued
to all ESCOs who received the basic RFP.

1-10 RESPONSE DATE. To be considered, proposals must be delivered to the location designated and must be
received by the [DESIGNATE TIME AND PLACE HERE ]. Proposals delivered after that time will not be
considered. Late or incomplete proposals will not be accepted regardless of the reason.

1-11 CONFIDENTIALITY. To the extent allowed by law, proposals will be held in confidence by the Owner, except for
the selected proposal. Proposals may be reviewed and evaluated by any person, other than competing ESCOs or
their representatives, at the discretion of the Owner. Selection or rejection does not affect the Owners right to have
the proposal reviewed. All material submitted to Owner with the proposal becomes Owner property and will be
returned to the ESCO only at Owner’s sole discretion.

1-12 DEBRIEFING. ESCOs submitting proposals, but not selected, will be notified by Owner and a debriefing
conference may be scheduled as requested by each ESCO.

3

1-13 NEWS RELEASES. News releases and media contacts regarding this project can be made only by Owner, unless
Owner directs otherwise in specific instances.

1-14 PROPOSALS. To be considered, proposals must be a complete response to the RFP. Proposals are to be
straightforward, concise presentations without extraneous material, limited to 30 single-sided pages, excluding
attachments. Font size may be no smaller than Arial 10 point. No other distribution is to be made by the ESCO
submitting the proposal. Only an official authorized to bind the ESCO may sign the proposal. The proposal must
remain valid for no less than ninety (90) calendar days. The contents of the proposal of the selected ESCO will
become contractual obligations if a contract is entered into.

1-15 PRELIMINARY COST DATA. The ESCO’s Preliminary Cost Proposal and Cash Flow Analysis shall be
bound and sealed and submitted in a separate sealed envelope. Failure to meet this requirement may
result in rejection of the proposal. One (1) copy shall be submitted and clearly marked "Attachment B:
ESCO’s Preliminary Cost Proposal" with the name of the submitting firm on the outside of the envelope.

1-16 SUBCONTRACT: Any change in subcontractors must be approved in writing by the Owner.

1-17 PAYMENT AND PERFORMANCE BOND. The ESCO shall be required to provide payment and performance
bonds in the amount of 100% of the total contract amount.

1-18 PREVAILING WAGE RATES. The Contract entered into between the ESCO and the Owner is subject to the
provisions, duties, obligations, remedies, and penalties of the Pennsylvania Prevailing Wage Act, 43 P.S. Section
165-1 et seq., which is incorporated herein by reference as if fully set forth herein. The general prevailing
minimum wage rates as determined by the Secretary of Labor and Industry shall be paid for each craft or
classification of all workmen needed to perform this Contract during the term hereof for the locality in which the
Work is to be performed.

1-19 STEEL PRODUCTS PROCUREMENT ACT.
1.) In the performance of any Contract awarded pursuant to this Invitation to Bid, the ESCO, Subcontractors,
materialmen, or suppliers shall use only steel products, rolled, formed, shaped, drawn, extruded, forged, cast,
fabricated, or otherwise similarly, processed, or processed by a combination of two or more of such operations,
from steel made in the United States by the open hearth, basic oxygen, electric furnace, Bessemer or other steel-
making process. Steel products include not only cast-iron products but also machinery and equipment listed in
United States Department of Commence Standard Industrial Classifications 25 (furniture and fixtures), 35
(machinery, except electrical) and 37 (transportation equipment) and made of, fabricated from, or containing steel
components. If a product contains both foreign and United States steel, it shall be determined to be a United
States steel product only if at least 75 percent of the cost of the articles, materials, and supplies have been mined,
produced, or manufactured, as the case may be, in the United States. Transportation equipment shall be
determined to be a United States steel product only if it complies with Section 165 of Public Law 97-424 (96 Stat.
2136).

2.) When unidentified steel products are supplied under a Contract, before any payment will be made, the ESCO
must provide documentation including, but not limited to, invoices, bills of lading, and mill certification that the steel
was melted and manufactured in the United States. If a steel product is identifiable from its face, the ESCO must
submit certification which satisfies the Owner that the ESCO has fully complied with this provision. The Owner
shall not provide for or make any payments to any person who has not complied with the Act. Any such payments
made to any person by the Owner which should not have been made as a result of the Act shall be recoverable
directly from the ESCO, Subcontractor, manufacturer, or supplier who did not comply with the Act.

3.) In addition to the withholding of payments, any person who willfully violates any of the provisions of the Act
shall be prohibited from submitting any bids to the Owner for a period of five years from the date of the
determination that a violation has occurred. In the event the person who violates the provisions of the Act is a
Subcontractor, manufacturer, or supplier, such person shall be prohibited from performing any work or supplying
any materials to the Owner for a period of five years from the date of the determination that a violation has
occurred.

4.) The ESCO shall include the provisions of the Steel Products Procurement Act in every subcontract and supply
Contract so that the provisions of the Act shall be binding upon each Subcontractor and supplier. In the
performance of any contract awarded pursuant to this RFP, the ESCO, subcontractors, material men, or suppliers

4
shall use only steel products, rolled, formed, shaped, drawn, extruded, forged, cast, fabricated, or otherwise
similarly processed, or processed by a combination of two or more of such operations, from steel made in the
United States by the open hearth, basic oxygen, electric furnace, Bessemer or other steel-making process. Steel
Products include not only case iron products but also machinery and equipment listed in the United States
Department of Commerce Standard Industrial Classification 25 (furniture and fixture), 35 (machinery, except
electrical), and 37 (transportation equipment) and made of, fabricated from, or containing steel components. If a
product contains both foreign and United States steel, such products shall be determined to be a United States
Steel product only if at least 75% of the cost of the articles, materials, and supplies have been mined, produced, or
manufactured, as the case may be, in the United States.

1-20. POST-CONSUMER RECYCLED CONTENT.

Any products which are provided to the Owner as a part of the performance of this project, must either meet the
minimum percentage levels for total recycled content as specified under the Environmental Protection Agency’s
adopted procurement guidelines defined by the Resource and Recovery Act of 1976 (P.L. 94-580, 42 U.S.C.
Section 6901 et seq.) as amended, or by The Department of General Services’ policy guidelines, whichever reflects
the higher level of post-consumer recycled content.

1-21 CONTRACTOR RESPONSIBILITY PROVISIONS.

a. PREQUALIFICATION. All contractors (even if acting in a subcontractor capacity) are required to be
prequalified. For this project, the Owner will consider qualified contractors to be only those ESCOs qualified by
DGS for the Commonwealth of Pennsylvania’s Guaranteed Energy Savings Program. Please consult Owners
website at <http://www.opp.psu.edu/divisions/dc/bids/index.html> on the Requirements for Prequalification.
ESCOs must submit in writing the names and addresses of all subcontractors requiring prequalification before
execution of a contract. The following trades may, as determined by the Owner, require prequalification:

1. Construction Manager 11. MillWork
2. General 12. Roofing
3. Asbestos Abatement 13. Painting
4. Earthwork 14. Elevators
5. Paving 15. HVAC
6. Landscaping 16. Fire Protection
7. Concrete 17. Plumbing
8. PreCast 18. Building Mgt. Systems
9. Masonry 19. Electrical
10. Structural Steel 20. Telecommunications
21. Erectors

b. The ESCO must certify, for itself and all its subcontractors, that as of the date of its execution of its proposal, that
neither the ESCO, nor any subcontractors, nor any suppliers are under suspension or debarment by the
Commonwealth or any governmental entity, instrumentality, or authority and, if the ESCO cannot so certify, then
it agrees to submit, along with its proposal, a written explanation of why such certification cannot be made.

c. The ESCO must also certify, in writing, that as of the date of its execution of its proposal, it has no tax liabilities
or other Commonwealth obligations.

d. The ESCO’s obligations pursuant to these provisions are ongoing from and after the effective date of the
contract through the termination date thereof. Accordingly, the ESCO shall have an obligation to inform the
Owner if, at any time during the term of the Contract, it becomes delinquent in the payment of taxes, or other
Commonwealth obligations, or if it or any of its subcontractors are suspended or debarred by the
Commonwealth, the federal government, or any other state or governmental entity. Such notification shall be
made within 15 days of the date of suspension or debarment.

e. The failure of the ESCO to notify the Owner of its suspension or debarment by the Commonwealth, any other
state, or the federal government shall constitute an event of default of the Contract.

f. ESCO may obtain a current list of suspended and debarred Commonwealth contractors by either searching the
Internet at http://www.dgs.state.pa.us/debarment.htm or contacting the:

Department of General Services

5
Office of Chief Counsel
603 North Office Building
Harrisburg, PA 17125
Telephone No. (717) 783-6472 FAX No. (717) 787-9138

1-22 SITE VISITS. The Owner will arrange inspection tours of the buildings to be audited. Site representatives will be
available to answer questions about the operation of facilities and any technical information supplemental to material
contained in this RFP will be made available for review and inspection onsite.

To make arrangements, please contact:

Name: Laura Miller
Phone: (814)865-4343
Mobile: (814)777-3475


6

PART II. INFORMATION REQUIRED FROM PROPOSERS

ESCOs must submit the following information. The proposal must completely respond to all requirements of the RFP.

Please note that the minimum font acceptable is Arial 10 point for the entire proposal, including attachments, appendices
and the technical audit.

In the Project Summary include a table that defines the ECM, Project Cost, Total Cost, Energy Cost Savings and Simple
Payback. Total cost should include project cost, financing costs (if applicable), measurement and verification costs,
operation and maintenance costs, Owner supplied costs, on-going training and monitoring costs. An example follows:


ECM
Project
Cost

Total
Cost
Annual
Energy
Cost
Savings
Simple
Payback
(years)
1
2
3
Project Summary



II - 1. Technical Proposals:




Attachment A: Preliminary Technical Proposal. Provide one (1) unbound original and three (3)
electronic copies on CD in Adobe format, of complete responses to the information requested in Attachment
A to this RFP.

Attachment A-1: Subcontractor Qualifications Form. Complete the attached form for each identified
subcontractor who will be directly involved in this project.

Attachment A-2: Preliminary Technical Energy Audit Report. Include under separate cover, one (1)
unbound original and three (3) electronic copies on CD in Adobe format, clearly labeled "Attachment A-2:
Preliminary Technical Energy Audit Report" with the name of the submitting firm on the outside of the envelope.
This audit is to be conducted by your firm on the project sites identified in Appendix I.

II - 2. Attachment B: ESCO's Preliminary Cost Proposal and ESCO's Preliminary Project Cash Flow Analysis: The
information requested in this section is required to determine the reasonableness of your quotation. one (1)
unbound original and one (1) electronic copy on CD in Adobe format, labeled as "Attachment B: Preliminary
Cost Proposal and Preliminary Project Cash Flow Analysis" must be bound and sealed and submitted separately
from the remainder of the proposal. ESCOs are required to use and follow the instructions and submit the
required information in the format found in Attachment B to this RFP.

II-3 Energy Audit Agreement. The Energy Audit Agreement (Attachment C to this RFP) must be completed
and properly signed and returned with the ESCO proposal. Each ESCO must include the amount of audit
fee in Article 3, Section F., of the Energy Audit Agreement.



7
PART III. PROPOSED PROJECT SCHEDULE



Activity Date

Issue RFP (electronically) Week 1

Site Visit* (to be arranged) Weeks 1 - 6

Proposals Due Week 7

Proposals Reviewed, Evaluated and Ranked Weeks 7 -10

Oral Interviews Week 12 - 13

ESCO Recommended Week 14

Approval of Selected ESCO Week 15

Energy Audit Agreement Executed Week 19

Energy Audit Conducted Weeks 20 - 28

Energy Audit Review Weeks 28 - 34

Complete Guaranteed Energy Services
Contract Negotiations Weeks 34 - 36

Guaranteed Energy Services Contract
Presented and Signed Week 36 - 38

Notice to Proceed Week 38





*Site visits can be arranged by contacting:

Laura Miller
Physical Plant Building
The Pennsylvania State University
University Park, PA 16802
Office: 814.865.4343
Mobile: 814.777.3475

8
PART IV. EVALUATION CRITERIA

Responses will be evaluated based on the completeness and quality of the information provided in Attachment A, (ESCO's
Preliminary Technical Proposal), and Attachment B, (ESCO's Preliminary Cost Proposal), may also be evaluated by Projects as
identified in ESCOs responses to the Application for Qualifications (AFQ). Failure to provide any of the requested information
may result in disqualification. ESCOs qualifications, previously provided by ESCOs, in response to the AFQ issued by the
Commonwealth may be reviewed and considered by Owner. The criteria listed below will be used in the evaluation of the
Preliminary Technical and Cost Proposals, Client References and the responses of the no more than three ESCOs selected by
Owner, during final selection interviews, as appropriate. The criteria have been weighted using the letters A, B & C as
indicators: A=Most Significant; B=Significant; C=Negotiable.

IV-1. Experience

B Reliability of equipment performance on past projects.
A Documented energy savings of previous projects.
A Ability to plan and complete all phases of the project on schedule.
A Quality of Project History and Client Reference documentation.

IV-2. Project Management

A Qualifications and experience of the individuals assigned to this project and clear assignment of responsibility for
various project tasks to specific individuals.
B Clarity, organization, and level of detail in written proposal.
A Ability to effectively manage project construction.
B Quality of communication skills of the ESCO's representatives at the oral interview.
B Clarity and reasonableness of proposed milestones and timeline for project implementation.
B Comprehensiveness of monitoring, maintenance, measurement & verification services on past projects.

IV-3. Technical Approach

B Quality of proposed training for facility staff.
A Quality of project-specific Preliminary Technical Energy Audit Report including comprehensiveness of analysis and
understanding of existing building systems and conditions.
B Comprehensiveness of the technical approach to past projects.
B Conceptual design creativity demonstrated during the oral interview.
A Quality of baseline energy calculations.
A Quality of proposed Project Commissioning Plan.
B Quality of proposed Maintenance Plan.
B Quality of proposed Measurement and Verification Plan.

IV-4. Financial Approach

B Reasonableness of proposed financing arrangement and financial analysis assumptions proposed for this project.
A Reasonableness of the Preliminary Cost Proposal.
B Completeness of most recent annual financial report.
B Dollar value of projected energy savings.
B Dollar value of projected operating savings and clarity of supporting documentation.
B ESCO’s proposed interest rate.

9
PART V. PROJECT TERMS AND CONDITIONS

These sections describe the minimum conditions the Owner will accept from the selected ESCO. Part V-1 defines the Scope
of Services, and Part V-2 defines Key Contractual Provisions.

V-1. SCOPE OF SERVICES--TECHNICAL REQUIREMENTS

A. All energy audits, feasibility studies, engineering, design, plans and specifications shall be prepared, reviewed and
approved under the direct supervision of Professional Engineers, and Registered Architects licensed in the
Commonwealth of Pennsylvania.

B. The Owner reserves the right of final approval of any selected equipment or modifications proposed. Only prior
reviewed and approved equipment and modifications will be permitted.

C. The ESCO will be required to work with current building management and maintenance personnel, to coordinate
construction and provide appropriate training in the operation of all retrofits. No equipment shall be installed that
will require the hiring of additional personnel by the Owner.

D. ESCO must provide two (2) complete sets of mylar, reproducible "as built" and record drawings, and three (3) CDs
in AutoCAD Version 14 or 2002, of all existing and modified conditions associated with the project. These should
include architectural, mechanical, electrical, structural, and control drawings. Three (3) copies and three (3) CD in
Adobe format, of operating manuals shall be submitted by the ESCO to the Owner within 30 days of the completed
installation.

E. The ESCO shall be responsible for the proper removal offsite of all packaging materials and all replaced or
demolished materials or equipment.

F. Asbestos-containing materials and lead based paint may be present in locations where the work is to be performed.
ESCOs must follow the guidelines established at the Owner’s link, and removal shall be included in the cost of the
Contract:

Environmental Health and Safety (EHS) Asbestos Information

Environmental Health and Safety (EHS) Lead Paint Information

V-2 CONTRACTUAL PROVISIONS:

A. The contents of the RFP, as well as the ESCO’s proposal shall become part of the final contract.

B. The Owner reserves the right of final approval over the scope of work and all end-use conditions. Only prior
reviewed and approved equipment and modifications will be permitted by Owner.

C. The ESCO must carry the level of insurance required by the Owner for both the construction and operations
phases.

1.) CONTRACTOR'S LIABILITY INSURANCE
The ESCO shall purchase from and maintain in a company or companies lawfully authorized to do business in the
Commonwealth of Pennsylvania such insurance as will protect the ESCO from Claims set forth below which may
arise out of or result from the ESCO's operations under the Contract and for which the ESCO may be legally liable,
whether such operations be by the ESCO or by a Subcontractor or by anyone directly or indirectly employed by any
of them, or by anyone for whose acts any of them may be liable:

a. Claims under the Workers' Compensation Act including
Employers' Liability.

b. Claims for damages because of bodily injury, personal injury, sickness or disease, or death of any person other
than the ESCO's employees.

c. Claims for damages, other than to the Work itself, because of injury to or destruction of tangible property,
including loss of use resulting therefrom.


10
d. Claims for damages because of bodily injury, or property damage arising out of ownership, maintenance or use
of a motor vehicle.

e. Claims involving contractual liability insurance applicable to the ESCO's indemnification obligations.

The insurance required above shall be written for not less than limits of liability specified in the Contract
Documents. Coverages, shall be maintained without interruption from date of commencement of the Work until
date of final payment and termination of any coverage required to be maintained after final payment.

Before commencing the Work, the ESCO and any Subcontractor shall purchase and maintain at its own
expense until final completion and acceptance of the Work, the following minimum insurance:

f. Workers' Compensation for statutory obligations imposed by workers' compensation or occupational disease
laws. Employers' Liability insurance shall be provided with a minimum limit of $100,000.

g. Comprehensive Automobile Liability insurance with the following minimum limits of liability:

Bodily Injury Liability and Property Damage Liability

$1,000,000 Combined Single Limit

h. Comprehensive General Liability including the Broad Form Endorsement or Commercial General Liability
Insurance. Such policies shall include coverage for premises and operations, products and completed
operations and contractual liability for all operations required to complete the Work, including, if applicable,
coverage for damage caused by explosion, collapse, or damage to underground utilities with the following
minimum limits of liability:

FOR CONTRACTS VALUED OVER $1,000,000

$5,000,000 per occurrence

FOR CONTRACTS VALUED UNDER $1,000,000

$2,000,000 per occurrence

All liability insurance shall remain in force for a period of two years after completion of the Work.

i. Special Hazards - If there is a possibility of special hazards existing in the Work contemplated, such hazards
shall be covered by endorsement to the policy or policies.

Certificates of Insurance acceptable to the Owner shall be filed with the Owner prior to commencement of the
Work. These Certificates and the insurance policies required by this paragraph shall contain a provision that
coverages afforded under the policies will not be cancelled or allowed to expire until at least 30 days' prior written
notice has been given to the Owner. If any of the foregoing insurance coverages are required to remain in force
after final payment and are reasonably available, an additional certificate evidencing continuation of such coverage
shall be submitted with the final Application for Payment. Information concerning reduction coverage shall be
furnished by the ESCO with reasonable promptness in accordance with the ESCO's information and belief.

2.) OWNER'S LIABILITY INSURANCE

The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance. Optionally,
the Owner may purchase and maintain other insurance for self-protection against Claims which may arise from
operations under the Contract. The ESCO shall not be responsible for purchasing and maintaining this optional
Owner's liability insurance unless specifically required by the contract documents.

3.) PROPERTY INSURANCE

Unless otherwise provided, the Owner shall purchase and maintain, in a company or companies lawfully authorized
to do business in the Commonwealth of Pennsylvania, property insurance in the amount of the initial contract sum
as well as subsequent modifications thereto for the entire work at the site on a replacement cost basis. ESCO shall
be subject to the payment of five thousand dollars ($5000) deductible per occurrence. Such property insurance

11
shall be maintained, unless otherwise provided in the Contract Documents or otherwise agreed in writing by all
persons and entities who are beneficiaries of such insurance, until final payment has been made or until no person
or entity other than the Owner has an insurable interest in the property required by this Paragraph 3 to be covered
whichever is earlier. This insurance shall include interests of the Owner, the ESCO, Subcontractors and Sub-
subcontractors in the Work.

a. Property insurance shall be on an all-risk policy form and shall insure against the perils of fire and extended
coverage and physical loss or damage including, without duplication of coverage, vandalism, malicious
mischief, collapse, falsework, temporary buildings and debris removal including demolition occasioned by
enforcement of any applicable legal requirements, and shall cover reasonable compensation for the
Professional's services and expenses required as a result of such insured loss. Coverage for other perils shall
not be required unless otherwise provided in the Contract Documents.

b. If the Owner does not intend to purchase such property insurance required by the Contract and with all of the
coverages in the amount described above, the Owner shall so inform the ESCO in writing prior to
commencement of the Work. The ESCO may then obtain insurance which will protect the interests of the
ESCO, Subcontractors and Sub-subcontractors in the Work, and by appropriate Change Order the cost thereof
shall be charged to the Owner. If the ESCO is damaged by the failure or neglect of the Owner to purchase or
maintain insurance as described above, without so notifying the ESCO, then the Owner shall bear all
reasonable costs properly attributable thereto.

c. If the property insurance requires minimum deductibles and such deductibles are identified in the Contract
Documents, the ESCO shall pay costs not covered because of such deductibles. If the Owner or insurer
increases the required minimum deductibles above the amounts so identified or if the Owner elects to purchase
this insurance with voluntary deductible amounts, the Owner shall be responsible for payment of the additional
costs not covered because of such increased or voluntary deductibles. If deductibles are not identified in the
Contract Documents, the Owner shall pay costs not covered because of deductibles.

Boiler and Machinery Insurance

If not already insured under Owners existing property insurance, then the Owner shall purchase and maintain boiler
and machinery insurance required by the Contract Documents or by law, which shall specifically cover such insured
objects during installation and until final acceptance by the Owner; this insurance shall protect the interests of the
Owner, ESCO, Subcontractors and Sub-subcontractors in the Work.

Loss of Use Insurance

The Owner, at the Owner's option, may purchase and maintain such insurance as will insure the Owner against
loss of use of the Owner's property due to fire or other hazards, however caused. The Owner waives all rights of
action against the ESCO for loss of use of the Owner's property, including consequential losses due to fire or other
hazards however caused.

Waivers of Subrogation

The Owner and ESCO waive all rights against (1) each other and any of their Subcontractors, Sub-subcontractors,
agents and employees, each of the other, and (2) the Professional, Professional's consultants, Separate Contractors,
if any, and any of their Subcontractors, Sub-subcontractors, agents and employees, for damages caused by fire or
other perils to the extent covered by property insurance obtained pursuant to this Paragraph 3 or other property
insurance applicable to the Work, except such rights as they have to proceeds of such insurance held by the Owner as
fiduciary. The Owner or ESCO, as appropriate, shall require of the Professional, Professional's consultants, Separate
Contractors, if any, and the Subcontractors, Sub-subcontractors, agents and employees of any of them, by appropriate
agreements, written where legally required for validity, similar waivers each in favor of other parties enumerated
herein. The policies shall provide such waivers of subrogation by endorsement or otherwise. A waiver of subrogation
shall be effective as to a person or entity even though that person or entity would otherwise have a duty of
indemnification, contractual or otherwise, did not pay the insurance premium directly or indirectly, and whether or not
the person or entity had an insurable interest in the property damaged.

A loss insured under Owner's property insurance shall be adjusted by the Owner as fiduciary and made payable to
the Owner as fiduciary for the insureds, as their interests may appear, subject to requirements of any applicable
mortgagee clause. The ESCO shall pay Subcontractors their just shares of insurance proceeds received by the

12
ESCO, and by appropriate agreements, written where legally required for validity, shall require Subcontractors to
make payments to their Sub-subcontractors in similar manner.

Partial occupancy or use shall not commence until the insurance company or companies providing property
insurance have consented to such partial occupancy or use by endorsement or otherwise. The Owner and the
ESCO shall take reasonable steps to obtain consent of the insurance company or companies and shall, without
mutual written consent, take no action with respect to partial occupancy or use that would cause cancellation, lapse
or reduction of insurance.

4.) PERFORMANCE AND PAYMENT BONDS

At the time of signing the Contract and before it becomes effective, the ESCO and its Surety, acceptable to the
Owner, shall execute two bonds each in the amount of 100% of the contract price of the Work awarded to the
ESCO. The Bonds shall be written by a Surety authorized to do business in the Commonwealth of Pennsylvania
and shall be delivered to the Owner prior to award of the Contract and within three (3) days of the Owner's request
thereof. The Attorney-in-Fact who signs the Bonds must be a resident of the Commonwealth of Pennsylvania and
shall file with each Bond a certified and effectively dated copy of the Attorney-in-Fact's Power of Attorney.

One bond shall be a performance bond covering the faithful performance by the ESCO of all covenants and
agreements on the part of the ESCO contained in this Contract.

The other bond shall be a labor and material payment bond protecting all parties that have performed labor or
supplied material on this Contract from suffering any loss due to the failure of the ESCO to pay any or all
obligations incurred under this Contract.

The ESCO shall pay all premiums for all bonds.

Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of
obligations arising under the Contract, the ESCO or Owner shall promptly furnish a copy of the bonds or shall
permit a copy to be made.

D. All preliminary studies, construction documents, special requirements, cost estimates, and all other data compiled
by the ESCO in performance of the contract shall become the property of the Owner and may be used for any
purpose desired by the Owner except to use for the construction of an identical facility not covered by the contract.
The ESCO shall not be liable for any reuse of these documents by the Owner. All documents and drawings shall
be delivered to the Owner as needed or within thirty (30) days after construction is completed and accepted by
Owner that the project is fully installed and operating.

HOWEVER, THE OWNER MAKES NO REPRESENTATION OR WARRANTY OF ANY NATURE WHATSOEVER
TO THE ESCO CONCERNING SUCH DOCUMENTS. By the execution hereof, the ESCO acknowledges and
represents that it has received, reviewed and carefully examined such documents, and found them to be complete,
accurate, adequate, consistent, coordinated and sufficient for construction, and that the Owner concerning such
documents has made no such representation or warranties.

E. The ESCO must secure all necessary licenses and permits and comply with all federal and state laws with respect
to this project. All work completed under this contract must be in compliance with all building codes and
appropriate accreditation, certification and licensing standards.

F. The repayment obligation and term of the financing for this project must be arranged to coincide with the
acceptance by the Owner that the project is fully installed and operating.

G. ESCO's will be required to guarantee energy and cost savings on an annual basis. No credit for the achievement
of savings above and beyond the annual guarantee will be credited to satisfy performance guarantees in future
years of the contract. Annual reconciliation of the achieved savings will be required.



13
ATTACHMENT A
ESCO's PRELIMINARY TECHNICAL PROPOSAL

Each respondent is required to fully answer all questions in each category listed below. Provide your responses on 8
1/2 " x 11" sheets of paper and number and title each answer to the corresponding category. The minimum font
acceptable is Arial 10 point. All pages in your response to this attachment should be numbered sequentially.
Respondents must also include a Table of Contents, which indicates the section and page numbers corresponding to
the information included.

1. PROJECT MANAGEMENT

1.0 Project Summary (not to exceed 3 pages)

Summarize the scope of services (design, financial, operations, maintenance, training, etc.) offered by your firm for this
project including the added value to the Owner of your firm's services. Include the ECM table as shown in Part II, in this
section.

1.1 Project Team Members

Describe the relevant experience, qualifications and educational background for each individual team member assigned to this
project using the following format. Do not include individual resumes in lieu of this information.


Name of Project Team Member:


Current Job Title:
Job responsibilities:
Number of years with ESCO:
Primary Office Location:


Employment History
Company Name:
Primary job responsibilities:
Number of years with firm:


Educational Background
List all academic degrees, certifications, professional
affiliations, relevant publications and technical training.


List all energy performance contracting projects this
individual has been involved with during past 5 years.
Include project location, type of facilities, year
implemented and dollar value of installed project costs.


Describe the specific role and responsibilities this
individual had for each listed project.


Provide a detailed description of the role and
responsibilities this individual will have for the duration
of this project.


Describe any other relevant technical experience.


Indicate the total years of relevant energy-related
experience for this individual.




Submit an organizational chart that clearly identifies the roles and relationships of all key team members.



14
1.2 Project Work Plan and Milestones

Describe your proposed management plan for accomplishing the work. Provide a project work plan to include all tasks and
activities along with a sample timeline of milestones necessary to implement all phases of the project.

1.3 Training Provisions

Describe your firm’s proposed approach to providing technical training for facility personnel. Indicate the proposed number
of personnel to be trained and the type and frequency of training to be provided for the duration of the contract. Indicate
how your firm will address any turnover of key facility personnel as it relates to project performance.

1.4 Project Financing

Describe your firm's preferred approach to providing or arranging financing for this project. Describe the structure of the
financing arrangement including projected interest rate, financing term, repayment schedule, equipment ownership, security
interest required, the responsibilities/liabilities of each party, and any special terms and conditions that may be associated
with the financing of this project. Describe how construction will be financed. Describe your approach to a University-
financed project in part or in whole, including options for ESCO financing of equipment during the construction phase.

1.5 Annual Report

Submit a copy of your firm's most recent annual report.

1.6 PROJECT HISTORY and CLIENT REFERENCES

On separate sheets of 8-1/2" x 11" paper describe at least 10 completed guaranteed energy savings contracting projects in
repayment by and currently under contract with your firm. Limit your response to those projects that have been managed
directly by the specific branch, division, office or any individual in such branch, division or office who will be specifically
assigned to this project. Attach additional sheets as necessary. Please indicate those project references involving any
university buildings. Number each heading as follows:

a. Project Name and Location
b. Project $ Amount (installed project costs)
c. Source of Funds
d. Owner
e. Designer: Name(s) of primary technical design personnel
f. Construction Start and End Dates
g. Contract Start and End Dates
h. Projected Annual Energy Savings (Therms, kWh, KW, Gallons, Btus, Pounds of Steam)
i. Achieved Annual Energy Savings (Therms, KWh, KW, Gallons, Btus, Pounds of Steam)
j. Method of Savings Measurement and Verification
k. ESCO Notes or Comments
l. Identify all ESCO personnel associated with this project and their specific role(s) and responsibility(s)
m. Please provide the accurate names and current telephone and fax numbers of the Client(s)’ owner(s)'
representatives with whom you have done business on each of the projects listed in your summary.

Please ensure that all representatives are familiar with the referenced projects.

15
2. SITE SPECIFIC

2.0 Technical Site Assessment

Based upon your preliminary technical energy audit and available information discuss the site conditions, status of building
systems, current operating procedures and potential cost-effective energy improvement opportunities. Describe any
equipment modifications, installations or replacements at the facilities that you propose to implement and those which
warrant further study. Describe any operational changes you would recommend.

2.1 Energy Baseline Calculation Methodology

Describe the methods used to compute baseline energy use. Describe any computerized modeling programs used by your
firm to establish baseline consumption. Describe the methods used to adjust the guaranteed level of savings from any
material changes that occur due to such factors as weather, occupancy, facility use changes etc.

2.2 Project Commissioning

Provide a proposed project-specific Commissioning Plan that includes training.

2.3 Procedure for Calculating Energy and Cost Savings

Please summarize procedures, formulas and methodologies including any special metering or equipment, your firm will use
to measure and calculate energy savings for this project. Indicate any operational cost savings opportunities and how such
savings are to be identified, documented and measured. Describe your firm’s proposed approach to treatment of savings
achieved during construction and how those savings will be documented and verified.

2.4 Equipment Maintenance Plan

Submit a proposed project-specific Maintenance Plan. Include a description of any major changes in operations or
maintenance for this project that your company anticipates. Include a description of the types of maintenance services
projected for this project. Address how you would approach the role of Owner personnel in performing maintenance on the
new and existing equipment. Discuss the relationship of maintenance services to the savings guarantee, any required
duration of the maintenance agreement and what impact termination of maintenance prior to the end of the contract term
would have on the savings guarantee.

2.5 Savings Measurement and Verification Plan

Provide a detailed project-specific Measurement and Verification Plan.


16
ATTACHMENT A-1

INFORMATION REQUIRED FROM SUBCONTRACTORS

STATEMENT OF QUALIFICATIONS: The following information must be submitted for each of the identified
subcontractors who will be involved in this project.

1. Subcontractor Information

a. Firm Name __________________________________________________________________________

Business
Address ________________________________________________________________________

City ___________________________________ State _____________________

County ____________________________________ Zip Code ___________________

b. Names and Titles of Two Contact People

1) _______________________________________________ Phone (_________)______________________

2) _______________________________________________ Phone (_________)______________________


2. Type of Firm: / / Corporation / / Partnership / / Sole Ownership / / Joint Venture


3.
4.
5.
Federal Employer Identification Number: ________________


Year Firm was Established: ________


Name and Address of Parent Company, if applicable: ________________________________

________________________________

________________________________

6. Five Year Summary of Contract Values for Energy-Related Projects:

2002: $_____________ (to date)

2001: $_____________

2000: $_____________

1999: $_____________

1998: $_____________





17

ATTACHMENT A-1

INFORMATION REQUIRED FROM SUBCONTRACTORS


7. Corporate background/historical data

a. How many years has your firm been involved in energy-related business? _____ Years

b. Certify that your company does not owe the Commonwealth any taxes.

c. Certify that your company is not currently under suspension or debarment by the Commonwealth, any other
state, or the federal government.


8. Technical qualifications and personnel information:

. Attach the resumes of the principal individuals who will be directly involved in this project. Indicate their
specific qualifications including educational background, supervisory responsibilities, number of years of
relevant experience and the specific role they will play in this project.


9. Financial References:

a. Provide a company prospectus to include a Balance Sheet and Cash Flow statement not more than one
year old.






















NOTE:
All questions must be addressed by the ESCO in order for this qualification form to be properly completed.
Failure to answer any question, or comply with any directive contained in this form may be used by the Owner
as grounds to find the respondent ineligible. If a question or directive does not pertain to your organization in
any way, please indicate that fact with the symbol N/A.


18
ATTACHMENT A-2

ESCO's PRELIMINARY TECHNICAL AUDIT REPORT

Include under separate cover, one (1) unbound copy and three (3) CD copies in Adobe format, clearly labeled
"Attachment A-2: Preliminary Technical Energy Audit Report" with the name of the submitting firm on the outside of the
envelope. This audit is to be conducted by your firm on the project sites identified in Appendix I. The audit should be
in a font of Arial 10 point or larger.

At a minimum, the following information is required:

Identification of preliminary ECMs
Identify emissions impact (Sox, Nox, CO, CO2, VOCs, and particulate matter)
Technical data and assumptions used in this analysis
Methods used to develop baseline consumption
Detailed energy and operational cost savings calculations
Projected unit energy savings
Methods for calculating and documenting operational cost savings


19
ATTACHMENT B
ESCO's PRELIMINARY COST PROPOSAL
ESCO's PRELIMINARY PROJECT CASH FLOW ANALYSIS

The Preliminary Cost Proposal and Preliminary Project Cash Flow Analysis forms shall be submitted in a separate sealed
envelope and kept separate from the Preliminary Technical Proposal. One (1) unbound copy and one (1) electronic copy
on CD in Adobe format, shall be submitted and clearly marked "Attachment B: Preliminary Cost Proposal and Preliminary
Project Cash Flow" with the name of the submitting firm on the outside of the envelope

The Preliminary Cost Proposal and Preliminary Project Cash Flow Analysis forms must be submitted separately
from all other required information.

PRELIMINARY COST PROPOSAL
THE PENNSYLVANIA STATE UNIVERSITY
GUARANTEED ENERGY SAVING CONTRACT

THE PENNSYLVANIA STATE UNIVERSITY ESCO NAME: _______________________________

ESTIMATED VALUE OF HARD COSTS
1
: $_________________

Category of Service Fees

Estimated Percentage (%)
of Hard Costs
Dollar ($) Value of Service
Fees
Investment Grade Energy Audit
Design Engineering Fees
Construction Management
System Commissioning
First Year Training Fees
Penn State Costs 5%
Annual Service Fees including:
Measurement and Verification
Maintenance
Performance Monitoring
On-going Training Services

Contingency Costs
Totals

1
The total value of Hard Costs is defined in accordance with standard AIA definitions which include:

Labor Costs
Subcontractor Costs
Costs of Materials and Equipment, Temporary Facilities and Related Items
Miscellaneous Costs such as Permits, Bonds, Taxes, Insurance, etc.

NOTE: Percentages should include all mark-ups, overhead, and profit. Figures stated as a range (e.g. 2%-5%) will
not be accepted.

ESCO’s proposed interest rate available at the time of submission:________

Name of financial institution:_______________________________

Address:_______________________________________________

Contact person:________________________ Title:_______________ Phone #:________________


20

ATTACHMENT B
ESCO's PRELIMINARY ANNUAL CASH FLOW ANALYSIS
THE PENNSYLVANIA STATE UNIVERSITY
GUARANTEED ENERGY SAVING CONTRACT



Financed Project Costs: __________ Escalation Rate by Utility/Fuel
Finance Term: __________ Electric: 2.0%
Annual Interest Rate: __________ Natural Gas: 2.5%
Construction Months: __________ Steam: 2.0%
Annual Payment __________ Water: 3.0%
Principal __________ Fuel Oil: 2.5%
Interest __________ Coal: 3.0%
Escalation Rate for Annual Fees: __________ Operations: 2.0%




Yr.


Electric
Cost
Savings

Natural
Gas Cost
Savings

Steam
Cost
Savings


Water
Cost
Savings

Other
(Please
Specify)


Operational
Cost
Savings

Total Cost
Savings

Maintenance
Monitoring,
M&V, &
Training Fees

Penn *
State
Ongoing
Fees

Guaranteed
Cost Savings

Financing
Payment

Net
Savings
1
2
3
4
5
6
7
8
9
10
Total

* Owner will assign dollar value as a percentage of hard costs.
21