2011-02-11 LED Street Light Conversion2011 LED STREET LIGHT CONVERSION
PROEJCT AGREEMENT
BETWEEN THE
OMAHA PUBLIC POWER DISTRICT
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CITY OF BLAIR, NEBRASKA
LED AGREEMENT
This LED STREET LIGHT PROJECT AGREEMENT ("Agreement") is made and
entered into as of this 1st day of January 2011, by and between The City of Blair, a city of the
first class and a municipal corporation of the State of Nebraska (hereinafter called "the City")
and the Omaha Public Power District, a public and political subdivision of the State of Nebraska
(hereinafter called "OPPD").
RECITALS
WHEREAS, the street, avenues, boulevards, underpasses and other public places of the
City are now being illuminated by a system of approximately 515 - 100 watt high pressure
sodium street light fixtures and approximately 74 — 200 watt high pressure sodium street light
fixtures, which in general is owned and operated by OPPD; and
WHEREAS, the City desires to have OPPD perform the labor to convert these said
fixtures to 515 — LED street light fixtures and 74 — LED street light fixtures.
WHEREAS, the City may desire to have any additional new street lights installed with
LED fixtures.
NOW THEREFORE, the parties do hereby agree as follows:
ARTICLE I
1. Purchase of Fixtures
Within ten (10) days after execution of this Agreement, the City shall submit to OPPD a
list of the approximately 589 LED street light fixtures to be replaced within the City.
OPPD will purchase the fixtures, and the City shall reimburse OPPD for the actual cost of
the fixtures within thirty (30) days of receipt of an invoice from OPPD. OPPD shall
notify the City of the receipt of the fixtures. Risk of loss for the fixtures shall pass to the
City upon receipt of the fixtures by OPPD, and OPPD shall temporarily store the fixtures
at a designated OPPD facility pending their installation.
2. Services
Commencing within a reasonable time after OPPD's receipt of the fixtures, the City shall
provide one or more work plans to OPPD specifying the street light fixtures to be
replaced and the timing for the replacement. Subject to this direction by the City, and to
OPPD's safety rules, standards, and practices, OPPD agrees to replace the City's standard
street light fixtures with the LED fixtures. OPPD will recycle or dispose of the existing
standard street light fixtures at no cost to the City.
3. Schedule of Installation and Term of Agreement
OPPD and the City shall coordinate the scheduling of the street light installation work
during 2011, and shall endeavor to complete this work by December 1, 2011. This
schedule shall be subject to change due to circumstances or events that are beyond the
reasonable control of OPPD or the City. The term of this Agreement shall commence on
January 1, 2011 and, unless extended by written agreement of the parties, terminate on
January 1, 2012.
4. Payment for Services
The City shall pay OPPD the sum of $100 per converted street light fixture. During the
term of this Agreement, OPPD will invoice the City monthly, setting forth the street light
fixtures converted during the preceding month. The City shall pay the OPPD invoice
within thirty (30) days of receipt.
ARTICLE II
1. Applicable Law
Parties to this Agreement shall comply with all applicable city ordinances, state statutes,
and all applicable rules and regulations. Nebraska law will govern the performance under
and interpretation of this Agreement.
2. Interest of the City
Pursuant to Section 8.05 of the City's Home Rule Charter, no elected official or any
officer or employee of the City shall have a financial interest, direct or indirect, in any
City contract. Any violation of this section with the knowledge of the person or
corporation contracting with the City shall render the Agreement voidable by the Mayor
or City Council.
3. Entire Agreement; Modification
This Agreement sets forth the entire agreement of the parties with respect to the subject
matter of the Agreement. No representations were made or relied upon by either party
other than those that are expressly set forth herein. This Agreement shall not be altered
or amended except by a writing executed by both parties.
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4. Assignment
Neither party may assign its rights under this Agreement without the express written
consent of the other party.
5. Strict Compliance
All provisions of this Agreement and each and every document that shall be attached
shall be strictly complied with as written, and no substitution or change shall be made
except upon written direction from authorized representatives.
6. Approval of Amendments by City Council
The parties hereto acknowledge that, as of the date of the execution of this Agreement,
Section 10 of the Blair Municipal Code provides as follows:
Any amendment to contracts or purchases which taken alone increase the original bid
price as awarded (a) by ten percent, if the original bid price is one hundred fifty thousand
dollars ($150,000.00) or more, or (b) by seventy five thousand dollars ($75,000.00) or
more, shall be approved by the City Council in advance of the acceptance of any
purchase in excess of such limits or the authorization of any additional work in excess of
such limits. However, neither contract nor purchase amendments will be split to avoid
advance approval of the City Council.
The originally approved scope and primary features of a contract or purchase will not be
significantly revised as a result of amendments not approved in advance by the City
Council. The provisions of this Section will be quoted in all future City contracts.
Nothing in this Section is intended to alter the authority of the Mayor under Section 5.16
of the City Charter to approve immediate purchases.
Changes in the rate schedules made by OPPD as provided by law are not considered
amendments under this provision.
8. Independent Contractor
OPPD shall be an independent contractor with respect to the work described in this
Agreement. Neither party shall be liable to the other for wages, benefits, or any other
compensation to its respective employees. This Agreement shall not create a joint
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venture or any other legal relationship between OPPD and the City, other than the
contractual relationship described herein.
9. Non -Discrimination
The parties herein shall not, in the performance of this Agreement, discriminate or permit
discrimination in violation of federal or state laws of local ordinances because of race,
color, sex, age, disability, political or religious opinions, affiliations or national origin.
10. Authorized Representatives
The parties hereto expressly agree that for purposes of notice, including legal service of
process, during the terms of this Agreement and for the period of any applicable statute of
limitations thereafter, the following shall be the authorized representatives of the parties;
CITY
City of Blair
Public Works Department
Director of Public Works
218 South 16t" Street
Blair, Nebraska 68008
ARTICLE III
OPPD
Omaha Public Power District
Customer Sales & Service
Lead Utilities Coordinator
444 South 16"' Street Mall
Omaha, Nebraska 68102-2247
The City shall defend, indemnify, and hold harmless OPPD and its directors, officers, and
employees from any claims, causes of action, suits, damages, liabilities and costs (hereinafter
"Liabilities") of any kind relating to the purchase of street light fixtures and work described
herein, except this indemnity shall not apply to Liabilities caused solely by the negligence or
willful misconduct of OPPD.
IN WITNESS WHEREOF the City of Blair has caused these presents to be executed in triplicate
by the Mayor and attested by its Clerk, and the said Omaha Public Power District has caused
these presents to be executed in triplicate by its President or a Vice President, and attested by its
Secretary or assistant Secretary.
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