09-36GS # 3065175
Return copy to: jmb
Public Works Tech. Services
1000 City Hall Annex
Council File # �� ?j�
Green 5heet# 3065175
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Presented by
�
ESOTA
lo
WFIEREA5, the City of Saint Paul ("City") and District Heating Development Company, dJbla District
Energy St. Paul Inc. haue agreed that it is in their mutual interest to extend Hot Water Delivery Agreements,
sample attached as Exhibit "A," by and between the parties; and
WHEREAS, the City of Saint Paul ("City") and District Cooling St. Paul Inc. have agreed that it is in their
mutual interest to extend District Cooling Service Agreements, sample attached as E�ibit "B," by and
between the parties; and
WHEREAS, the extension of the initial term of the Hot Water Delivery Agreement sha11 be effective
December 1, 2008, and shall continue for a term of fifteen yeazs from expiration of the initial thirry year term
ending September 27, 2013, now to extend through September 27, 2028, with five additional five year terms
optional beyond the 2028 date; and
WI3EREAS, the extension of the initial term of the District Cooling Service Agreements, sha11 be effective
December 1, 2QQ8, and shall continue for a term of fifteen years from expiration of the uutial twenty year
term ending Apri16, 2013, now to extend through Apri16, 2028, with five addifional five year terms optional
beyond the 2028 date; and
WI3EREAS, the City is the owner of certain affected buildings, as follows: St. Paul Public Library, City
Hall Annex, Ramsey County Courthouse and City Hall (jointly by City and County), Griffin Building
(jointly by City and County), Public Safety Building and Public Safety Annex, all of which haue Agreements
affected by the extended terms; and therefore be it
RESOLVED, that the Agreements shall be implemented to include the extension terms, and thaf all previous
terms of the Agreements shall be in fuli force and effect; and be it fitrther
RESOLVED, that the proper City officials are hereby directed and authorized to execute the Agreements.
GS # 3065175
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Xeas Na Absent t�'�PCC �1 ��cc�-r �V����S
Re uestq ed by Bep�r�ea li Tlc,�].Estate
Bostrom ✓ �'` j/� � �,% 1
Carter ,/
Harris ✓ D'uector of Finance:
Helgen ,/
By:
�1zv r
Adoption Certified bq Council Secretary
BY� ldi A.�ivinn
Approved by May : Daze ��
BY� _�Ca w_£�-/ w � �r - -
Form Approvydb}r � mey
By: %
Form A v d b ay fo missio Co cil
By:
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� Green Sheet Green Sheet
Green Sheet Green Sheet Green Sheet Green Sheet
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n9-�i lD
DepartmenUOfficelCouncil: DaM Initiated:
„, - _
Pw-P°b'��W°�S 15-DEC-08 Green Sheet NO: 3065175
Conhct Person & Phone: De artment Sent To Person IniEaVDate
JeanBorpen y o bucwor�cs � G� � �
. I inanciatServices Mar arMKellv
Assign 2 ' Attome �_�
Must Be on Council Agenda by (Date): Number
For 3 a or's Office Ma �odAssisfant
Routing 4 ounc� 0
Doc. Type: RESOLIfTiON Order 5 ' Cierk Cti Clerk
EAocument Required: Y � - /
Document Contact: �
ConWctPhone: � �
Total # of Signature Pages (Clip All Locations for Signature)
Action Requested: .
CONSENT AGENDA. Approve extension of Dishict HeaGng and Cooling Agreements negotiated�by Matt Smith, former FS
Director, for an addiUOnal 15 years with five 5-year options after that. Affects Public Library, Court House & City Hall, City Hall
Annex, Griffin Bldg, Public Safery and Public Safety Annex.
Recommendations: Approve (A) or Reject (R): Personal Service Contracts Must Answer the Following Questions:
Planning Commission 1, Has this person/firm ever worked under a contracl for this departmeni?
CIB Committee Yes No
Civil Service Commission 2. Has this person/firm ever been a aty employee?
Yes No
3. Does this persoNfirtn possess a skill not normally possessed by any
cuRent city employee?
Yes No
Explain all yes answers on separate sheet and ariach to green sheet.
Initiating Problem, issues, Opportunily (Who, What, When, Where, Why):
City had an opportunity to extend Agreements that work well for its energy needs.
Advantages If Approved:
City bwldings that are supplied with energy by District Heating & Cooling will continue to be supplied.
Disadvantages NApproved: 'i
None foreseen. �i, ���.,, �`1 i'�e�p.�
�.F��� C
� JAN d 6
DisadvanWges If Not Approved: " �'�
Mutual best interests of City and Distric[ Heating & Cooling aze not met. /!�1`T�p�� �
�'1B 1 g•f
Total Amount of
Transaction: CostlRevenue Budgeted:
Funding Source: Activity Number:
Financial lnformation:
(Explain)
December 15, 2008 3:52 PM Paqe 1
Customer Copy for Execution
Exhibit 'A'
FIRST AMENDMENT TO ARTICLE I
of the
HOT WATER DELIVERY AGREEMENT
by and between
District Heating Development Company, dIb/a Distri
the City of Saint
09'��
iul, Inc.
�y��
FIRST AMENDMENT TO ARTICLE I OF THE
HOT WATER DELIVERY AGREEMENT
THIS FIRST AMENDMENT TO ARTICLE I OB THE HOT WATER DELIVERY
AGREEMENT ("AmendmenY') amends that particular Hot Water Delivery Agreement by and
between District Heating Development Company, d/b/a District Energy St. Paul, Ina ("District
Energy"), and the Cify of Saint Paul ("Customer") for the Customer building called City Hall
Annex entered into on June 11, 1982, including the Uniform Provisions incorporated therein (the
"Agreement"), and including the First Uniform Amendment dated June 19, 1987, Second
Uniform Amendment dated February 17, 1992, and Third Uniform Amendment dated April 17,
2000 (collectively, the "Uniform Amendments").
WHEREAS the Customer and District Energy have agreed to extend the term of the
Agreement an additional fifteen (15) years beyond the initial thirty (30) year term of the
Agreement, through to October 7, 2028;
WHEREAS, the Customer agrees to continue to pay for and exclusively buy from
District Energy Thermal Energy derived from Hot Water furnished by District Energy;
NOW, THEREFORE, as and for the consideration for this Amendment, the receipt and
sufficiency of which are acknowledged by execution hereof, the parties agree to amend the
Agreement, as amended by the Uniform Amendments, by adding a new Sec6on 1.6 to Article I
as follows:
1.6 (a) The term of the Agreement as set forth in Section 3.1 of Article III of the Uniform
Provisions of the Agreement shall be amended to include the following:
"The extension of the initial term of this Agreement shall be effective as of December 1,
2008, and shall commence and continue subject to the terms and conditions hereof, for a
term of fifteen (15) yeazs from expiration of the initiai thirty (30) year term of this
Agreement, or from originally October 7, 2013, now through to October 7, 2028. This
Agreement shall be renewed for successive five (5) year terms beyond the fifteen (15)
year term described herein, provided that either party may terminate the agreement at the
end of any renewal term after giving written notice to the other party at least twelve (12)
months prior to the date of expiration of such term."
(b) Except as expressly provaded in this Amendment, the capitalized terms used herein
shall have the same meaning as set forth in the Agreement, and all other terms and
conditions of the Agreement shall remain in all respects in full force and effect and shall
continue unless ternunated as provided in the Agreement.
(c) This Amendment is effective as o€ December 1, 2008.
Page 1 of 2
��� � �
IN WITNESS WF�REOF, Customer and District Energy have executed and delivered
this Amendment as of the day of , 2008.
CUSTOMER:
THE CITY OF SAINT PAUL
DISTRICT ENERGY ST. PAUL, INC.
By:
Christopher B. Coleman
Its: Mavor
By:
Marearet Kell�
Its: Finance Director
By:
Shari Moore
Its: Ci Clerk
Approved as to Form:
�
Its:
Address:
By:
Anders J. Rydaker
Its: President
Address:
District Energy St. Paul, Inc.
Hans O. Nyman Energy Center
75 West Kellogg Boulevazd
Saint Paul, MN 55102
Page 2 of 2
Customer Copy for Execution
Exhibit B
D�-��
SECOND AMENDMENT TO ARTICLE I
of the
DISTRICT COOLING SERVICE AGREEMENT
by and between
District Cooling St.
ay-��
SECOND AMENDMENT TO ARTICLE I OF THE
DISTRICT COOLING SERVICE AGREEMENT
THIS SECOND AMENDMENT TO ARTICLE I OF THE DISTRICT COOLING
SERVICE AGREEMENT ("AmendmenY') amends that particular District Cooling Service
Agreement by and between District Cooling St. Paul, Inc. (f/k/a District Energy Services, Inc.)
("District Cooling"), and the City of Saint Paul ("Customer") for the Customer building called
City Hall Annex entered into on May 3, 1991, including the Uniform Provisions incorporated
therein (the "AgreemenY'}, and including the First Amendment to Article I dated September 30,
1991, and the First Uniform Amendment to the District Cooling Service Agreement dated
October 4, 1991 (collectively, the "Article I and Uniform Amendments").
WFIEREAS, the Customer and District Cooling have agreed to extend the term of the
Agreement an additional fifteen (15) years beyond the initial twenty (20) year term of the
Agreement, through to Apri16, 2028;
WHEREAS, the Customer agrees to continue to pay for and exclusively buy from
District Cooling Thermal Energy derived from Chilled Water furnished by District Cooling;
NOW, TFIEREFORE, as and for the consideration for this Amendment, the receipt and
sufficiency of which are acknowledged by execution hereof, the parties agree to amend the
Agreement, as amended by the Article I and Uniform Amendments, by adding a new Section 1.7
to Article I as follows:
1.7 (a) The term of the Agreement as set forth in Section 3.1 of Article III of the Uniform
Provisions of the Agreement sha11 be modified as follows:
"The initial term of this Agreement shall commence on the date hereof and continue,
subject to the terms and conditions hereof, for a term of twenty (20) years following the
earlier of Customer's Completion Date or the date on which Customer first receives
Chilled Water for cooling purposes at Customer's Point of Delivery ("First Service
Date"). The extension of the initial term of this AQSeement shall be effective as of
December 1. 2008, and shall commence and continue subject to the terms and conditions
hereof, for a term of fifteen (151 yeazs from exuiration of the initial twentv (201 vear term
of this Agzeement or from ori inally Anri16 2013 now throu�h to Avril 6 2028 This
Agreement shall be renewed for successive five (5) year terms beyond the fifteen (151
year term described herein provided that either �artv mav terminate the a�reement at the
end of any renewal term after eiving written notice to the other �v at least twelve 112)
months prior to the date of expirafion of such term."
(b) Except as expressly provided in this Amendment, the capitalized terms used herein
shall have the same meaning as set forth in the Agreement, and all other terms and
conditions of the Agreement shall remain in all respects in full force and effect and sha11
continue unless terminated as provided in the Agreement.
Page 1 of 2
ay-��
(c) This Amendment is effective as of December l, 2008.
IN WITNESS WHEREOF, Customer and District Cooling have executed and delivered
this Amendment as of the day of , 2008.
CUSTOMER:
THE CITY OF SAINT PAUL
DISTRICT COOLING ST. PAUL, INC.
By:
Christopher B. Coleman
Its: Mavor
By:
Mazeazet Kell�
Its: Finance Director
By:
Shari Moore
Its: City Clerk
Approved as to Form:
�
Its:
Address:
By:
Anders J. Rydaker
Its: President
Address:
District Cooling St. Paul, Inc.
Hans O. Nymari Energy Center
75 West Kellogg Boulevard
Saint Paul, MN 55102
Page 2 of 2