26 - Connection Charge Agreement - 22 Feb 23.pdf

[Insert Valley Work Order Number and Project Name]

CONNECTION CHARGE AGREEMENT

This CONNECTION CHARGE AGREEMENT, dated as of [Insert effective date.], is entered into by [Insert Contractor’s Company Name] (“Contractor”) and Valley Electric

Association, Inc., a Nevada non-profit cooperative corporation without stock ("Utility Owner"), with reference to the following facts and purposes:

WHEREAS, Contractor and the United States Government (the “Government”) entered into Contract No. [Insert Contract Number.] (the “Construction Contract”) for construction for

[Insert Project Name] (the “Project”) located at Creech Air Force Base and/or Southern Ranges of

Nevada Test and Training Range (the “Installation”).

WHEREAS, in accordance with the Department of Defense utilities privatization (UP) program, Utility Owner entered into Contract No. SP0600-12-C-8270 (the “UP Contract”) with the Government whereby Utility Owner assumed ownership, operation, and maintenance of certain electrical utility systems at the Installation, as well as to furnish necessary labor, management, supervision, permits, equipment, supplies, materials, transportation, and other incidental services required for the complete ownership, operation, maintenance, repair, upgrade, and improvement of these utility systems in accordance with all terms, conditions, and special contract requirements, specifications, attachments, and drawings contained in the UP Contract or incorporated by reference therein.

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Contractor and Utility Owner agree as follows:

1. Definitions. Terms defined in the preamble and background of this Agreement have their assigned meanings, and the following terms have the meanings assigned to them:

1.1 “Contractor-Furnished Primary Facilities” means all facilities, including the conductor, conduit, and transformer, necessary for the permanent connection described in Section 2.3.

1.2 “Idle Time” means time spent by Utility Owner’s employees or agents at the

Project site waiting to begin or continue the Work, provided that the employees or agents were scheduled by Contractor to be there and the delay is not caused by Utility Owner.

1.3 “Overtime Charge” means an additional amount due under this Agreement for

Overtime Work.

1.4 “Overtime Work” means any Work performed outside of Working Hours.

1.5 “Schedule” has the meaning assigned it in Section 3.

1.6 “Temporary Secondary Facilities” means all facilities necessary for construction power.

1.7 “Work” means all connections and other work described in Sections 2.1–2.3.

1.8 “Working Hours” means 7:00 am through 4:00 pm, Monday through Friday, excluding federal holidays.

2. Statement of Work. Utility Owner may refuse to perform any Work under this

Agreement, if such Work would be unsafe, impractical, or otherwise not in accordance with good utility practice.

2.1 Temporary Connection/Disconnection. [Insert Temporary Connection

/Disconnection narrative.] All connections/disconnections will be completed by the Utility Owner.

2.2 Inspection. Prior to completing the permanent connections, Utility Owner will inspect the Contractor-Furnished Primary Facilities. Utility Owner may refuse to complete the permanent connection if the Contractor-Furnished Primary

Facilities are unsafe, impractical or otherwise not in accordance with good utility practice.

2.3 Permanent Connection. [Insert Permanent Connection Narrative]

3. Scheduling of Work. After execution of this Agreement and prior to Utility Owner performing work other than the temporary connection described in Section 2.1, Contractor shall provide Utility Owner with a project schedule (the “Schedule”).

3.1 The Schedule. The Schedule must, at a minimum, contain anticipated dates for Contractor’s completion of Contractor-Furnished Primary Facilities and anticipated Utility Owner’s completion of Work. Provided the Schedule or any amendment thereof is delivered so as to allow reasonable time for performance, Utility Owner shall schedule Work during Working Hours and according to the

Schedule.

3.2 Schedule Changes. Contractor may amend the Schedule as necessary, provided that Contractor gives Utility Owner at least five business days’ notice of such amendments in writing. If Contractor requests the Utility Owner to delay its work 3 months or more past the anticipated Utility Owner construction start date, then the Utility Owner may require an update to the Pricing in Section

4 of this agreement.

3.3 Overtime Work. If requested by Contractor, Utility Owner may perform

Overtime Work and Contractor shall then pay an Overtime Charge.

3.4 Extra Inspection Time. The hours for Inspection listed in the table below are estimated by Utility Owner based on information provided by Contractor and with the expectation that Contractor shall complete its own portion of the work according to the Schedule. Therefore, Contractor shall pay Utility Owner for actual hours spent performing the Inspection in excess of the estimated hours.

These hours may include Idle Time. The current rates for Utility Owner employees are $110 per hour (during Working Hours), $145 per hour

(Overtime), per employee. If the Utility Owner employee has worked over 12 hours in a given day, the hourly rate is $220 per hour for all time in excess of

12 hours.

4. Pricing. Contractor shall pay [Insert Price.] plus any applicable Overtime Charges, extra inspection time charges, and Idle Time charges, for the Work and materials described in

Section 2. The total cost is comprised of the following costs:

Item Cost

Project Materials & Indirect Costs $

Project Labor & Indirect Costs $

• [Insert Description]

➢ Construction Start Date: [Insert Construction Start Date.]

➢ [Insert Price Breakdown]

Subtotal $

Margin @ 10% $

Grand Total $

5. Payment. Utility Owner shall invoice Contractor after Utility Owner has made the permanent connection. Contractor shall pay Utility Owner within 30 days of receipt of invoice.

6. Contractor Obligations.

6.1 Contractor-Furnished Primary Facilities. [Insert Contractor provided materials.] .

7. Disputes. Any disputes between Contractor and Utility Owner shall be resolved by and between the parties to this Agreement and shall not be cognizable under the Disputes provisions of the Construction Contract or the UP Contract. This Agreement shall be governed by and construed in accordance with the laws of the State of Nevada.

8. UP Contract Governs. The parties acknowledge that installation of connecting facilities pursuant to a connection charge falls within the utility services provision of Federal

Acquisition Regulation (FAR) Part 41 and thus, is not a construction sub-contract.

Therefore, the terms and conditions of the UP Contract shall govern the relationship between the Utility Owner and the Government, including the Utility Owner’s responsibility for compliance with applicable statues and regulations.

9. Notice. All notices shall be delivered or sent to the respective parties at the respective addresses set forth below or to such different addresses as the respective parties may from time to time designate by notice properly given hereunder.

Utility Owner:

Valley Electric Association, Inc.

Attention: Roger Maki

800 E. Hwy 372

Pahrump, NV 89048 rmaki@vea.coop

Contractor:

[Insert Contracting Company’s Name]

Attention: [Insert Contractor Contact]

[Insert Contractor’s Address]

[Insert City, State, Zip Code]

[Insert Contractor Contact’s Email]

10. Merger. This Agreement states the full agreement between the parties and supersedes all prior negotiations and agreements.

11. Effective Date. This Agreement will become effective when all parties have signed it.

The date of this Agreement will be the date the Agreement is signed by the last party to sign it (as indicated by the date associated with that party’s signature).

Each party is signing this Agreement on the date stated below that party’s signature.

Valley Electric Association, Inc. [Insert Contractor’s Company Name]

By:

By:

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Name:

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Date:

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