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COMMERCIAL LOAD MANAGEMENT STANDARD OFFER PROGRAM 2013 Program Manual 2013 Commercial Load Management Standard Offer

COMMERCIAL LOAD MANAGEMENT STANDARD OFFER PROGRAM

2013 Program Manual

Table of Contents

1 PROGRAM DESIGN

1

1.1 PROGRAM DESCRIPTION

1

1.2 PROGRAM PARTICIPANTS

2

1.3 PROGRAM OPTION

3

1.3.1

COMMERCIAL LOAD MANAGEMENT STANDARD OFFER PROGRAM

3

1.4 SERVICE PROVIDER, CUSTOMER, MEASURE, AND PROJECT ELIGIBILITY

3

1.4.1 SERVICE PROVIDER ELIGIBILITY

3

1.4.2 HOST CUSTOMER ELIGIBILITY

4

1.4.3 ENERGY EFFICIENCY MEASURE ELIGIBILITY

4

1.4.4 PROJECT SIZE

5

1.5 INCENTIVE BUDGET AND PRICING

5

1.5.1 AVAILABLE BUDGETS

5

1.5.2 PRICES

5

1.5.3 INCENTIVE LIMITATIONS

6

1.5.4 SCHEDULED CURTAILMENT DAY PAYMENT

6

1.5.5 PERFORMANCE PERIOD PAYMENT

7

1.6 PROGRAM PROCESS AND TIMELINE

9

1.6.1 PROJECT APPLICATION PROCESS

9

1.6.2 PRODUCTION PERIOD

10

1.7 ADDENDUM TERMINATIONS

10

2 PROJECT APPLICATION

11

2.1 GENERAL PROJECT APPLICATION GUIDELINES

11

2.1.1

CONTACT AND WEB ACCESS INFORMATION

11

2.2 APPLICATION PROCESS

11

2.2.1 POTENTIAL PROVIDER INFORMATION

11

2.2.2 QUALIFICATIONS

12

2.3 PROJECT APPLICATION SUBMITTAL PROCEDURE

12

2.3.1 PROJECT PROCESS

12

2.3.2 PROJECT INFORMATION

13

2.4 PROJECT APPLICATION REVIEW PROCEDURE

14

2.4.1 PROJECT APPLICATION EVALUATION

14

2.4.2 APPLICATION CONFIDENTIALITY

15

2.4.3 SUBMISSION OF FALSE, MISLEADING, OR INCORRECT INFORMATION

15

2.4.4 CLMSOP PARTICIPATION COSTS

15

2.4.5 PARTICIPATION RESTRICTIONS AND ADDITIONAL QUALIFICATIONS

16

2.5 WAIT-LIST PROCESS

16

3 PRODUCTION

17

3.1 CURTAILMENTS OVERVIEW

17

3.1.1 SCHEDULED CURTAILMENT DAY

17

3.1.2 CALLED CURTAILMENT DAYS

17

3.2 VERIFICATION PROCESS OVERVIEW

18

3.2.1

STEPS OF THE VERIFICATION PROCESS

18

4 CONTRACT PROVISIONS

21

4.1 COMPLIANCE WITH PROGRAM REQUIREMENTS

21

4.2 PROJECT IMPLEMENTATION

21

4.3 INCENTIVE PAYMENTS

21

4.4 AUDIT AND RECORDS

22

4.5 AMENDMENT

22

4.6 PERMITS, LICENSES, AND COMPLIANCE WITH LAW

23

4.7 INDEPENDENT CONTRACTOR

23

4.8 FORCE MAJEURE

23

4.9 MISCELLANEOUS

24

This Manual summarizes the goals, pricing, and application process of the Oncor Commercial Load Management Standard Offer Program. It includes information about eligibility requirements, incentive payments, the participation process, and descriptions and samples of enrollment materials developed by Oncor for participants. The information included in this Manual is subject to change. The latest information and application forms can be found on Oncor’s Energy Efficiency Website, www.oncoreepm.com.

Chapter 1, Program Design

1 PROGRAM DESIGN

1.1 PROGRAM DESCRIPTION

Oncor is a regulated electric transmission and distribution service provider that serves 10 million customers across Texas. Using cutting edge technology, more than 3,000 employees work to safely maintain reliable electric delivery service with the largest distribution and transmission system in Texas, made up of approximately 118,000 miles of lines and more than 3 million meters across the state. But Oncor delivers more than just electricity. Each day, Oncor helps Texans meet the challenge of rethinking energy use for greater efficiency, cost savings and positive environmental impact. For more than 100 years, we’ve built a reputation as a company that cares about our communities, whether it involves supporting the environment, promoting safety or teaching school children about electricity. Oncor is owned by a limited number of investors, including majority owner, Energy Future Holdings Corp. It is managed by a board of directors, which is comprised of a majority of independent directors.

The Oncor 2013 Commercial Load Management Standard Offer Program (“CLMSOP” or the “Program”) offers financial incentives to Energy Efficiency Service Providers (e.g., energy service companies, Retail Electric Providers, or customers) for the Curtailment of electric consumption on short notice during the summer Peak Period by Commercial Customers as defined by the Public Utility Commission of Texas (“PUCT” or “Commission”) and in Oncor’s Technical Resource Manual for Energy Efficiency Programs (the “TRM”). The TRM is incorporated herein. The Program complies with the standard offer program requirements promulgated by the PUCT. This Program Manual is intended to inform Service Providers of the CLMSOP requirements and processes. Service Providers should also review and are required to comply with PUCT Substantive Rule §25.181 related to Energy Efficiency Programs. For definitions of certain capitalized terms used herein, see the Glossary in Section 2 of the TRM. Incentives are based on verified Demand Savings that occur at an Oncor distribution customer’s site as a result of a Curtailment.

The primary objective of the Program is to reduce demand during the summer Peak Period in the Oncor service territory in a cost-effective manner and assist in reaching the Demand Savings goal established by the Public Utility Commission of Texas (PUCT). Additionally, the Program is designed to do the following:

Encourage private sector delivery of energy efficiency services.

Significantly reduce barriers to participation by streamlining Program procedures.

Encourage participation by a wide range of Service Providers.

Service Providers participating in the CLMSOP must meet minimum eligibility criteria and comply with all CLMSOP rules and procedures. To participate in the Program, Service Providers undergo an application process and then enter into a Program Addendum (the “Program Addendum”) to the Amended and Restated Texas Energy Efficiency Market Agreement (the “Umbrella Contract”). A form of the Program

Chapter 1, Program Design

Addendum is included in Section 3.1.3.1 of the TRM. Undefined capitalized terms used

in this Program Manual are defined in Section 2 of the TRM.

1.2 PROGRAM PARTICIPANTS

The CLMSOP involves three types of participants: the 1) Program administrator (Oncor), 2) Service Providers, and 3) customers that provide the Projects (“Host Customers”).

Oncor’s responsibilities include:

Conducting workshops for potential Service Providers.

Reviewing and approving or rejecting all Project Applications (a set of standard forms, submitted by an entity wanting to participate in the CLMSOP as a Service Provider).

Authorizing and issuing incentive payments.

A Service Provider’s responsibilities include:

Executing an Umbrella Contract within the Energy Efficiency Program Management (“EEPM”) Solution application and a Program Addendum.

Submitting a complete Project Application and other required supplemental Project information.

Conducting marketing activities to potential Host Customers.

Complying with customer protection provisions, including those required by PUCT Substantive Rule 25.181(u).

Delivering Demand Savings to Oncor from the Host Customer(s) as required by the CLMSOP.

Developing and submitting Project documentation in accordance with CLMSOP procedures and deadlines.

Providing customer service to Host Customers, including the satisfactory resolution of any Host Customer complaints.

Attending workshops and meetings as may be required by Oncor.

Submitting any additional information when requested for measure verification.

The summary above is not an exclusive list of requirements. Oncor views the preparation of the Project documentation as crucial to the success of the CLMSOP and will offer periodic workshops to acquaint potential Service Providers with CLMSOP requirements. The Oncor Energy Efficiency Program website (www.oncoreepm.com)

Chapter 1, Program Design

will also provide key information and should be checked regularly for any CLMSOP updates.

A Host Customer’s responsibilities include:

Committing to an Energy Efficiency Project.

1.3 PROGRAM OPTION

1.3.1 COMMERCIAL LOAD MANAGEMENT STANDARD OFFER PROGRAM

Oncor has developed the CLMSOP to encourage Program participation from Service Providers; the Program funds will be available for all qualifying Service Providers and Self Sponsors. A Project is described as one where the total potential Demand Savings

is at least 100 kW during the summer Peak Period. Once a Service Provider has been

granted authorization to proceed, it may submit Projects. The Service Provider may not receive more than 20% of the CLMSOP budget inclusive of its Affiliates.

Oncor will pay Service Providers a fixed price per kW of Demand Savings based on the verification process as described in further detail in Chapter 3 of this Program Manual. This “standard offer” price is the same for all Service Providers in the CLMSOP. The terms of the “standard offer” are outlined in the Program Addendum for each Service Provider.

1.4 SERVICE PROVIDER, CUSTOMER, MEASURE, AND PROJECT ELIGIBILITY

1.4.1 SERVICE PROVIDER ELIGIBILITY

Any Service Provider meeting the CLMSOP Application requirements that identifies

Curtailable Load at a commercial customer site served by Oncor is eligible to participate

in the Program as a Service Provider. Eligible Service Providers include:

National or local Energy Service Companies (ESCOs).

Retail Electric Providers (REPs).

Individual customers that identify Curtailable Load in their own facilities.

To ensure that the CLMSOP incentive budget is allocated to Projects that are likely to meet with success, all Service Providers will be required to demonstrate a commitment to fulfilling Program objectives and competency in completing their proposed Projects. Service Providers will be required to submit the following information in EEPM:

A description of the Service Provider firm, including relevant experience, areas of expertise, and references.

Evidence of good credit rating.

These requirements are described in further detail in Chapter 2 of this Program Manual.

Chapter 1, Program Design

1.4.2 HOST CUSTOMER ELIGIBILITY

Commercial Customers served by Oncor are eligible to participate in the CLMSOP provided they meet the energy efficiency measure eligibility requirements included in Chapter 1 of this Manual.

1.4.3 ENERGY EFFICIENCY MEASURE ELIGIBILITY

A Project Site having Curtailable Load with potential Demand Savings during the summer Peak Period (as defined below) and measured with an Oncor Interval Data Recorder (IDR) or Advanced Meter is eligible for the CLMSOP. A Service Provider may include more than one Project and more than one Project Site in each Project. A Project must contain the following requirements:

A Project must include a total potential Demand Savings of at least 100 kW during the summer Peak Period. The summer Peak Period consists of the hours from 1:00 p.m. to 7:00 p.m., during the months of June, July, August, and September, excluding weekends and federal holidays.

Each meter included in a Project must have a minimum summer Peak Demand of 100 kW.

A Project may involve Curtailable Load at more than one customer facility, provided the Curtailment Demand Savings at the facilities are reported using the Project.

Service Provider agrees to verify that the Curtailable Load that is being used in its Application will not be used and counted in any other Curtailable Load or demand response program during the duration of the Customer Contract. This can include, without limitation, any ERCOT, PUCT, or any other program that is currently available. Service Provider will notify Oncor within 15 business days of any change in the status of the Curtailable Load or its inclusion in another demand response program. Failure to notify Oncor of any changes in the contracted load can result in the termination of Program participation. This does not prohibit a Service Provider from contracting its existing and/or future electric loads into other programs. Oncor reserves the right to cancel any Program participation when that contracted load has been enrolled in any other competing Curtailable Load or demand response program.

Service Providers may propose the inclusion of any Curtailable Load in a Project (which Oncor may accept or reject in its sole discretion) as long as it meets the following requirements:

Curtailable Load must produce Demand Savings through a Curtailment of electrical consumption during the Performance Period.

Service Providers must commit to making the Curtailable Load available during the summer Peak Period for the Program.

The following loads are excluded from consideration for this Program:

Chapter 1, Program Design

A customer who has load contracted with a REP where that contract prevents the load from participating in a Curtailment.

Loads where Curtailment would result in negative environmental or health effects.

Curtailable Load that receives an incentive through any other energy efficiency program offered by Oncor.

Curtailable Load that takes electric service at transmission voltage and that serves a for-profit end-use customer.

Project incentives will be paid only for Demand Savings directly related to a Curtailable Load.

1.4.4 PROJECT SIZE

The minimum Project size in the CLMSOP is 100 kW of Demand Savings. Each meter included in a Project must have a minimum summer Peak Demand of 100 kW.

1.5 INCENTIVE BUDGET AND PRICING

1.5.1 AVAILABLE BUDGETS

The Incentive Budget for the Program is determined by Oncor and is based on the Program Demand Savings Goal. Funds commensurate with the verified achieved Demand Savings will be reserved for an approved Project on a first-come, first-served basis until funds are exhausted. Oncor reserves the right to adjust the incentive budget at any time in its sole discretion.

The Program Incentive Budget and Program Demand Savings Goal are provided below:

2013 Program Incentive Budget

$2,200,000

2013 Program Demand Savings Goal

55,000 kW

1.5.2 PRICES

Oncor will pay Service Providers with approved Applications in two incentive payment installments during the Program year. Oncor will pay Service Providers after the Verification Process for the Scheduled Curtailment Day and after the Performance Period for the Called Curtailment Day(s). Service Providers will be paid for their performance as defined in the Manual.

If actual, verified Demand Savings are lower than the Contracted Amount, the incentive payment will be based on the Demand Savings. If actual, verified Demand Savings are higher than those approved in the Application, the incentive payments will be based on the Contracted Amount approved in the Application. For Service Providers who underperform during Called Curtailment Days, the associated reserved incentives will

Chapter 1, Program Design

be adjusted accordingly, and excess incentive funds will be returned to the Incentive Budget. For Service Providers who overperform during Called Curtailment Days, additional incentives may be available if there are Service Providers who underperform. If Oncor has not achieved its overall Program Demand Savings Goal, Oncor reserves the right to allow Service Providers to contract for more than their Requested Demand Savings Amount, not to exceed their lowest performing hour of Demand Savings achieved during the Scheduled Curtailment Day and a maximum Service Provider cap of 20% of the Program Goal.

The Program provides standard incentive rates per kW for verified Demand Savings during the Program. The incentive rates applicable to kW savings are set forth in the following table. A Service Provider’s total incentives payable pursuant to the Program may not exceed the total incentive caps set forth below.

   

Demand

 

Type of Incentive

Incentive Rate

Savings

Incentive

Scheduled Curtailment Day

$0.20/kW

11,000 kW

$2,200

(Maximum)

(Maximum)

(Maximum)

Performance Period

$40.00/kW (1)

11,000 kW

$440,000 (2)

(Maximum)

(Maximum)

(Maximum)

Notes: (1) Includes the Scheduled Curtailment Day Incentive Rate. (2) Includes Scheduled Curtailment Day Incentive Payment.

1.5.3 INCENTIVE LIMITATIONS

To ensure that incentives are available to multiple Service Providers, no Service Provider or its Affiliates may reserve more than an aggregate total of 20% of the Program Demand Savings Goal. Oncor reserves the right to raise the incentive cap if the total Contracted Amount is not sufficient to meet the Program Demand Savings Goal. The raising of this cap will be based on the Service Provider’s performance that was validated and verified during the Scheduled Curtailment Day.

Oncor will not be obligated to pay a Service Provider for verified Demand Savings that exceed the Contracted Amount of Demand Savings approved in the Service Provider’s Application. At a minimum, there will be at least a one-hour Called Curtailment Day during the summer Peak Period. If for some reason there are no Called Curtailment Days occur during the Performance Period, the Demand Savings used to calculate the Performance Payment will be the verified Contracted Amount of Demand Savings.

1.5.4 SCHEDULED CURTAILMENT DAY PAYMENT

There will be a Scheduled Curtailment Day Curtailment of three-hour duration. The Service Provider’s lowest performing hour of Demand Savings during the Scheduled Curtailment Day, not to exceed its Requested Demand Savings amount, will determine its Contracted Amount of Demand Savings and its Scheduled Curtailment Day incentive payment for each Project.

Chapter 1, Program Design

All Verification Process activities for a Scheduled Curtailment Day must be completed before the Service Provider will receive the associated Scheduled Curtailment Day Payment. After completion of the Scheduled Curtailment Day, approval of the meter data recordings, and verification of the Demand Savings, Oncor shall pay the Service Provider the agreed incentive amount per kW for the Contracted Amount. Oncor will make the Scheduled Curtailment Day Payment within 45 days after the meter data has been approved and the Demand Savings have been calculated.

The amount of the Scheduled Curtailment Day Payment is calculated using the following equation:

Scheduled

Curtailment

Day

=

Scheduled Curtailment Payment Incentive Rate x Verified Demand Savings kW

Payment ($)

Shown below are examples of how the incentive payment will be calculated for the Scheduled Curtailment Day.

Example - Scheduled Curtailment Day

A Service Provider’s Requested Demand Savings is 10,000 kW. During the Scheduled Curtailment Day, its verified actual Demand Savings is 11,000 kW for its lowest performing hour. The incentive rate is $0.20/kW.

Scheduled Curtailment Day Payment = $0.20 x 11,000 = $2,200

The Service Provider’s approved Contracted Amount is 10,000 kW.

Example - Scheduled Curtailment Day

A Service Provider’s Requested Demand Savings is 10,000 kW. During the Scheduled Curtailment Day, its verified actual Demand Savings is 8,000 kW for its lowest performing hour. The incentive rate is $0.20/kW.

Scheduled Curtailment Day Payment = $0.20 x 8,000 = $1,600

The Service Provider’s approved Contracted Amount is 8,000 kW.

1.5.5 PERFORMANCE PERIOD PAYMENT

There will be no more than 25 hours of Curtailments, of one- to four-hour duration for each Called Curtailment Day, during the summer Peak Period. The Performance Period Payment shall be based on a Service Provider’s Demand Savings achieved during the hour of the Oncor Reportable Demand Savings, not to exceed its Contracted Demand Savings amount. The Reportable Demand Savings is determined by selecting the Called Curtailment Day and hour with the lowest total portfolio demand reduction kW across all participating Service Providers. In the event there are no Called Curtailment Days during the Performance Period, the Demand Savings used to calculate the Performance Period Payment will be based on the Service Provider’s verified Contracted Amount of Demand Savings for each Project.

Chapter 1, Program Design

All Verification Process activities for all Called Curtailment Days must be completed before the Service Provider will receive the associated Performance Period Payment. After completion of all Called Curtailment Days, approval of the meter data recordings, and verification of the Demand Savings, Oncor shall pay the Service Provider the agreed incentive amount per kW for the verified Called Curtailment Days Demand Savings. After the Performance Period, Oncor will make the Performance Period Payment within 45 days after the meter data has been approved and the Demand Savings have been calculated.

The amount of the Performance Payment for one or more Called Curtailment Days is calculated using the following equation:

Performance

Period

Payment ($)

= (Performance Period Payment Incentive Rate x Verified Demand Savings kW)

- Scheduled Curtailment Day Payment

Shown below are examples of how the incentive payment will be calculated for the Performance Period if there are one or more Called Curtailment Days.

Example - Performance Period

A Service Provider’s Requested Demand Savings is 10,000 kW. During the Scheduled Curtailment Day, its verified actual Demand Savings is 11,000 kW. The Service Provider’s approved Contracted Amount is 10,000 kW, and the Scheduled Curtailment Day Payment was $2,200. The Service Provider’s achieved Demand Savings during the hour of the Oncor Reportable Demand Savings is 9,000 kW. The incentive rate is $40.00/kW which includes the Scheduled Curtailment Payment.

Performance Period Payment = ($40.00 x 9,000) - $2,200 = $357,800

Example - Performance Period

A Service Provider’s Requested Demand Savings is 10,000 kW. During the Scheduled Curtailment Day, its verified actual Demand Savings is 8,000 kW. The Service Provider’s approved Contracted Amount is 8,000 kW, and the Scheduled Curtailment Day Payment was $1,600. The Service Provider’s achieved Demand Savings during the hour of the Oncor Reportable Demand Savings is 9,000 kW. The incentive rate is $40.00/kW which includes the Scheduled Curtailment Payment.

Performance Period Payment = ($40.00 x 8,000) - $1,600 = $318,400

The amount of the Performance Payment if there are no Called Curtailment Days is calculated using the following equation:

Performance

Period

Payment ($)

= (Performance Period Payment Incentive Rate x Contracted Amount kW)

- Scheduled Curtailment Day Payment

Shown below is an example of how the incentive payment will be calculated for the Performance Period if there are no Called Curtailment Days.

Chapter 1, Program Design

Example - No Called Curtailment Days

A Service Provider’s Requested Demand Savings is 10,000 kW. During the Scheduled Curtailment Day, its verified actual Demand Savings is 11,000 kW. The Service Provider’s approved Contracted Amount is 10,000 kW, and the Scheduled Curtailment Day Payment was $2,200. The incentive rate is $40.00/kW which includes the Scheduled Curtailment Payment.

Performance Period Payment = ($40.00 x 10,000) - $2,200 = $397,800

Shown below is an example of how the incentive payment will be calculated for Project overperformance if the Program Incentive Budget and Demand Savings Goal have not been met.

Example - Overperformance

The Program was under budget by 3,000 kW and $120,000. All Projects overperformed by 10,000 kW. The available additional payment to all Projects that overperformed is $120,000/10,000 kW, or $12/kW. In this example, a Service Provider overperformed by 1,000 kW. The overperformance payment is in addition to the Performance Period Payment.

Overperformance Payment = 1,000 kW x $12/kW = $12,000

1.6 PROGRAM PROCESS AND TIMELINE

1.6.1 PROJECT APPLICATION PROCESS

For the 2013 CLMSOP, Service Providers will be required to submit a new, executed Program Addendum. Standard Offer Program Addendums are on-going, but terminable by Oncor at will, as well as for other events of default by Service Provider. This allows Service Providers to avoid resubmitting a new Program Addendum each Program year; however, it does require the Service Provider to submit updated documentation for each Program year of the Program Addendum using the Program online application. It is solely the responsibility of the Service Provider to make Oncor aware of changes required to the documentation and to provide hard copies of such documentation. Failure to provide documentation may be a breach of the Program Addendum, which can be grounds for termination of the Addendum with the Service Provider.

The Program Addendum does not in any way guarantee the Service Provider funding during the Program year of the Program Addendum. The Program Addendum does not in any way obligate Oncor to the CLMSOP.

The first step in the CLMSOP Project application process is for the Service Provider to complete the application. The Project Application includes information about the Service Provider and information about the nature of the sites at which the proposed Projects will be installed. Submittal of Project applications will be via EEPM. Project Applications will be accepted for Projects that will be available to produce Demand Savings during the summer Peak Period on a first-come, first-served basis until all

Chapter 1, Program Design

CLMSOP funding for the 2013 Program year has been exhausted. Chapter 2 of this Program Manual contains a detailed description of the application process.

A sample of Program Addendum for Standard Offer Programs can be found in Section 3.1.3.1 of the TRM. Oncor will not entertain proposed modifications to the Program Addendum unless unique circumstances merit and require revision, at the sole discretion of Oncor. Applicants are urged to review the sample Program Addendum prior to submitting a Project Application.

1.6.2 PRODUCTION PERIOD

During the Project implementation period (the “Production Period”), the Service Provider provides the Contracted Amount of Demand Savings when requested by Oncor. Details about these requirements are included in Chapter 3 of this Program Manual.

1.7 ADDENDUM TERMINATIONS

Oncor may terminate any or all Program Addendums, in whole or in part, at any time, in its sole discretion, by providing written notice of termination to Service Provider. The notice of termination will specify the effective date of any termination, and that the Program Addendum is terminated in its entirety.

In the event a Program Addendum is terminated by Oncor, Oncor will have no obligations with respect to any contractual obligations entered into between Host Customer and Service Provider after Service Provider’s receipt of Oncor’s notice of termination.

In the event the Program is terminated, Oncor's only liability will be to pay Service Provider the unpaid balance due Service Provider for the portion of a Project already commenced that cannot be discontinued without breaching the Host Customer Agreement.

Oncor may refuse a Service Provider the opportunity to complete an Addendum in the CLMSOP for any reason in Oncor’s sole discretion, including based on Service Provider’s prior participation in the Program or any other Energy Efficiency Program offered by Oncor. Please refer to the Umbrella Contract and Program Addendum for actual termination provisions. Please note that this Section is only a summary of certain terms in the Umbrella Contract and Program Addendum, and that the terms of the actual Umbrella Agreement and Program Addendum supersede and control over this summary in the event of any conflict.

Chapter 2, Project Application

2 PROJECT APPLICATION

2.1 GENERAL PROJECT APPLICATION GUIDELINES

Oncor will open the 2013 CLMSOP website at 10:00 a.m. Central Time on March 19, 2013, so that applicants can begin filling out Applications. A Project Application is located online at www.oncoreepm.com. The 2013 CLMSOP website will begin accepting Project Applications on April 16, 2013, 10:00 a.m. Central Time on a first- come, first-served basis. All submitted applications will be placed on a waitlist. Applications will be accepted for the Program up until two days prior to the Scheduled Curtailment Day.

2.1.1 CONTACT AND WEB ACCESS INFORMATION

Material

Mechanism

Address or location

   

www.oncoreepm.com or through the Program Manager:

Obtain Enrollment Material

Website

ron.haskovec@oncor.com,

john.hanel@oncor.com

 

Phone or

866-258-1874 or support@oncoreepm.com

EEPM Help Desk

e-mail

Submit Application and Program Addendum

Website

www.oncoreepm.com

Submit Project

Website

www.oncoreepm.com

Contact Program Manager

Phone

214-486-5160 Ron, or 214-486-5886 John

2.2 APPLICATION PROCESS

Applicants for the CLMSOP must submit an electronic Project Application, along with an executed (signed and dated) Program Addendum that is downloaded from the Application. The Program Addendum must be attached under the Attachment tab when the Application is submitted through the Internet. Oncor will notify applicants of their Application status within ten (10) business days of submitting the Application. If Oncor approves a Project Application, it will execute the Program Addendum, if applicable, and attach a copy to the Printed Documents tab in EEPM.

2.2.1 POTENTIAL PROVIDER INFORMATION

Service Providers that want to participate in Oncor’s Energy Efficiency Programs are required to have an Umbrella Contract with Oncor. A sample agreement and instructions for application can be found at the Oncor Energy Efficiency Program website (www.oncoreepm.com).

The information listed below is required of all applicants:

Chapter 2, Project Application

Applicant name (company)

Federal tax identification number of applicant

Contact name

Contact title

Street address

Mailing address

Contact phone number

Contact fax number

Contact e-mail address

2.2.2 QUALIFICATIONS

Oncor requires applicants to demonstrate their financial, technical, and managerial qualifications as part of the Umbrella Contract application process and the Service Provider Profile update requirements to help ensure that a proposed Energy Efficiency Project will be successful in delivering the Peak Demand, the applicant is committed to fulfilling Program objectives, and the applicant is competent to complete a proposed Project. At a minimum, the Service Provider Profile must include the following:

A brief statement of the applicant’s technical and managerial capabilities and experience in implementing Energy Efficiency Projects.

Two recent client/customer references for Projects similar in nature to that proposed in the Project Application (include contact name, address, and phone number).

Evidence of applicant’s financial strength and capability. This may include company description, years in business, number of employees, approximate annual revenues, trade references (include name and phone number), and/or other information deemed appropriate by the applicant.

Disclosure of any legal judgments pending, or entered in the previous two years, against applicant, as well as a current list of pending litigation filed against applicant.

Evidence of credit rating.

2.3 PROJECT APPLICATION SUBMITTAL PROCEDURE

2.3.1 PROJECT PROCESS

The Project Application process for Service Providers with an executed Umbrella Contract and approved Program Application involves the following steps:

Chapter 2, Project Application

Service Providers create a Project in EEPM, which includes the Requested Demand Savings amount.

Service Providers submit their Project on the Program open date in EEPM. All Project submittals will be time-stamped in EEPM and placed on a waitlist at the time of submittal.

The EEPM generated waitlist is used to assign the Contracted Amount. Oncor sends a notice to Service Providers on their waitlist status.

Service Providers perform the Scheduled Curtailment Day. Service Providers that submit a Project will be required to curtail load for a three-hour period.

Oncor verifies the Demand Savings from the Scheduled Curtailment Day using the Verification Process.

Oncor approves the Contracted Amount, which will be the lesser of the Requested Demand Savings amount or the verified Demand Savings achieved during the Service Provider’s lowest performing hour of the Scheduled Curtailment Day. Awarding of an approved Contracted Amount is governed by the waitlist process and all terms as stated in the Manual. Oncor will send Service Provider a Supplement to the Program Addendum to sign and return within two business days.

Oncor notifies Service Provider of its Program status. The Service Provider will be informed that it either has an approved Contracted Amount or it is not participating in the Program.

Service Providers with an approved Contracted Amount are eligible to receive an incentive based on the results of the Scheduled Curtailment Day as defined in the Manual.

Service Providers with an approved Contracted Amount shall perform the Called Curtailment Day(s) when notified by Oncor.

Oncor verifies Demand Savings from all Called Curtailment Day(s) using the Verification Process.

After the Performance Period, Oncor pays the Service Providers with an approved Contracted Amount for the verified Demand Savings achieved during the Called Curtailment Day(s) as defined in the Manual. If there is not a Called Curtailment Day during the Performance Period, the final incentive payment will be based on the verified Contracted Amount as defined in the Manual.

2.3.2 PROJECT INFORMATION

Service Providers must provide information about the scope of their proposed Project(s). The type of information requested includes the following:

Chapter 2, Project Application

Project Description – Describe the load that the Service Provider proposes to Curtail along with a brief description of all facilities that are participating in the Program.

Oncor Account Number (ESI ID) – This number can be identified on the site’s electric bill as a 17-digit number, ex. ESI ID: 10443720001234567. To verify that a customer is an Oncor customer, the Service Provider should look for the distinguishing numbers, 44372 or 17699 located as digits 3 through 7 in the 17-digit number. The Service Provider should include all ESI IDs with an IDR or Advanced Meter that will be participating in the Program that are associated with an Oncor customer in its Application. When entering Project information in EEPM, only the last 7 digits of the ESI ID are used as input.

Management Plan – This information includes the design, implementation, operation, and management of the Project.

Service Provider Contacts – The primary and secondary Contacts that are used to provide notification to the Service Provider of a required Curtailment. A representative of Service Provider must be available at this Contact point during the summer Peak Period. Should the Service Provider need to change these Contacts during the term of the Project, it must provide the new Contact and Contact information to Oncor at least two business days prior to the date the new Contact will take effect.

Additional Service Provider Contact Name(s) and Information – Additional identification and information related to one or more representative(s) of the Service Provider who are also responsible for implementation of the Project. Phone number(s), mobile phone number(s), and e-mail addresses should be provided to allow Oncor to communicate with the Service Provider’s representative concerning the Program.

Supporting Documentation – The Service Provider may submit additional supporting documentation that it determines is relevant for the submitted Project, and shall submit any additional supporting documentation that may be requested by Oncor from time to time.

As part of the application review, Oncor will review the feasibility of the proposed Curtailable Load and the accuracy of the Requested Demand Savings. Oncor may request clarification of, or additional information about, any item in the Application. Service Providers must respond to such requests within the time period specified by Oncor. If the clarification or additional information is not forthcoming in a timely manner, Oncor reserves the right to discontinue its evaluation and reject the Application.

2.4 PROJECT APPLICATION REVIEW PROCEDURE

2.4.1 PROJECT APPLICATION EVALUATION

Oncor may reject a Project Application for any reason in its sole discretion. Examples of reasons Oncor may reject a Project Application include:

Chapter 2, Project Application

The Project Application is received after the budget for that Project Option has been fully committed.

Required submittals are not received by deadlines stated in this Program Manual.

The applicant fails to meet CLMSOP eligibility requirements.

The applicant is found to have made material misrepresentations in the Project Application.

The applicant fails to comply with applicable federal, state, and local laws and regulations.

Oncor determines rejection is necessary due to changes that occur in laws or regulations directly affecting the CLMSOP.

Oncor, in its sole judgment, determines that the applicant is incapable of fulfilling the terms and conditions of the Program Addendum.

Oncor may request clarification of, or additional information about, any item submitted as part of the Project Application. Applicants must respond to such requests within the time period specified by Oncor. If the clarification or additional information provided is not sufficiently responsive, Oncor may, at its sole discretion, request additional information or discontinue its evaluation of the submittal.

2.4.2 APPLICATION CONFIDENTIALITY

Oncor’s CLMSOP is subject to oversight by the PUCT, which may request a copy of any CLMSOP materials that Oncor receives. Sensitive information submitted by the Service Provider to Oncor, such as financial statements and Project costs, will be treated confidentially to the extent possible. However, Oncor will not be liable to any Service Provider or other party as a result of public disclosure of any information submitted pursuant to the CLMSOP.

2.4.3 SUBMISSION OF FALSE, MISLEADING, OR INCORRECT INFORMATION

Oncor reserves the right to discontinue its evaluation of all submittals from any Service Provider who submits false, misleading, or incorrect information.

2.4.4 CLMSOP PARTICIPATION COSTS

Oncor will not reimburse any Service Provider for any costs incurred by participating in the CLMSOP, including costs of preparing the Project Application and reviewing or executing the Program Addendum.

Chapter 2, Project Application

2.4.5 PARTICIPATION RESTRICTIONS AND ADDITIONAL QUALIFICATIONS

Oncor may impose additional restrictions and qualification requirements on Service Providers to those set forth in the Program Addendum based on prior Program participation.

2.5 WAIT-LIST PROCESS

All Projects will be placed on a waitlist in order of the time of submittal of the Application into EEPM. After the results of the Scheduled Curtailment Day are verified, Contracted Amounts will be awarded based on the waitlist order until the Program Demand Savings Goal has been committed. Failure to participate in the Scheduled Curtailment Day will cancel the Service Provider’s Application and Program Addendum and forfeit its place on the waitlist. Projects on a waitlist are not guaranteed acceptance into the Program. Service Providers that submitted Projects will be notified of the status of their Contracted Amount. Each Service Provider may submit only one Application and Program Addendum, but may submit multiple Projects for this Program.

Chapter 3, Production

3 PRODUCTION

3.1 CURTAILMENTS OVERVIEW

Oncor has set the maximum number of Curtailment Hours per Project during the summer Peak Period at 25. In addition, there will be one Scheduled Curtailment Day that lasts three hours. The Oncor Program Manager will notify Service Providers at least one hour in advance of when Curtailments will be requested. The Curtailment notice will specify the beginning and end-time for the Curtailment. Only Oncor authorized personnel, which shall consist of the Oncor Program Manager and any other representatives assigned by Oncor, can issue a notice to Service Providers to initiate a Curtailment.

3.1.1 SCHEDULED CURTAILMENT DAY

The Program will have one three-hour Scheduled Curtailment Day before the beginning of the summer Peak Period. Oncor will determine the date and notify Service Providers with sufficient lead time for planning. The Scheduled Curtailment Day is for validating and verifying the Service Provider’s ability to curtail the requested kW. The results of the Scheduled Curtailment Day, including the kW amount that was curtailed, will be verified and accessible to the Service Provider as soon as it is available. Oncor will use the results of the Scheduled Curtailment Day or the Requested Demand Savings to determine the Contracted Amount. Oncor will publish the verified Contracted Amount for each participating Service Provider in EEPM.

3.1.2 CALLED CURTAILMENT DAYS

The Program requires Service Providers to be prepared to participate in up to 25 Curtailment Hours during the Performance Period. A Called Curtailment Day will occur as requested by Oncor. Oncor will also comply with ERCOT requests to deploy the Program during or in anticipation of an ERCOT Energy Emergency Alert. Oncor will notify Service Providers of a Called Curtailment Day at least one hour prior to the start- time for the Curtailment. Only Oncor authorized personnel can issue notices to Service Providers to initiate a Curtailment. At a minimum, there will be at least a one-hour Called Curtailment Day during the summer Peak Period.

The duration of a Called Curtailment Day will be a minimum of one hour and a maximum of four hours. Starting times can occur between 1:00 p.m. and 6:00 p.m. Central Time (Dallas, Texas). Ending times can occur between 2:00 p.m. and 7:00 p.m. Central Time. The length and time of each Called Curtailment Day will be included in the notice issued by Oncor.

If more than one Called Curtailment Day occurs during the contract year, the Demand Savings used to calculate the Performance Period Payment will be the Demand Savings on the day and hour coinciding with the Program’s lowest demand savings.

Chapter 3, Production

3.2 VERIFICATION PROCESS OVERVIEW

In order for Oncor to measure participation of a Curtailable Load Project, Oncor shall perform Verification Process activities after each week in which a Called Curtailment Day occurs. Demand Savings amounts will be based on actual, verified Load Curtailments.

3.2.1 STEPS OF THE VERIFICATION PROCESS

After each Called Curtailment Day has been performed and completed, Oncor shall review the IDR and Advanced Meter data to verify actual kW Curtailment Demand Savings. This Process will be performed after Oncor retrieves the IDR and Advanced Meter data. The IDR and Advanced Meter data will show the month, day, time, and consumption in kWh. The data is provided in 15-minute intervals for each IDR and Advanced Meter.

The Verification Process will include the following steps:

Oncor will review each Project file using the IDR or Advanced Meter associated with the ESI ID provided by the Service Provider for its Project.

Oncor will establish the baseline for each Curtailment as defined by the Baseline Demand Usage. Baseline Demand Usage shall be calculated by averaging the Oncor meter data from the start-time of a Curtailment using the same time period(s) during the five previous weekdays, excluding federal holidays and Curtailment Days. Baseline Demand Usage shall be calculated for each Curtailment hour of a Called Curtailment Day.

Oncor will use the Demand Usage during a Called Curtailment Day to calculate the amount of Demand Savings of that Curtailment. The Demand Savings shall be calculated for each Curtailment hour of a Curtailment Day. The Demand Usage will be subtracted from the Baseline Demand Usage to determine the verified Demand Savings for that Called Curtailment Day.

For all Called Curtailment Days during the Performance Period, the Demand Savings used to calculate the Performance Period Payment will be the Project’s verified Demand Savings on the day and hour coinciding with the Program’s lowest verified Demand Savings during the Performance Period.

At a minimum, there will be at least a one-hour Called Curtailment Day during the summer Peak Period.

If for some reason there are no Called Curtailment Days during the Performance Period, the Demand Savings used to calculate the Performance Period Payment will be the verified Demand Savings from the Scheduled Curtailment Day, consistent with the Contracted Amount.

Shown below is an example of how the Demand Savings will be calculated for a Called Curtailment Day. The information for the Baseline Demand Usage and the Called Curtailment Day Demand Usage will be obtained from an IDR or Advanced

Chapter 3, Production

Meter at each participating Project Site. For a Project with multiple Project Sites and IDR and Advanced Meters, the Demand Usage information will be the aggregated total of all contributing IDR and Advanced Meters for each 15-minute time period.

Example – Called Curtailment Day

A two-hour Called Curtailment Day occurred on June 11, 2013, from 3:00 p.m. – 5:00 pm. In this example, this was the only Called Curtailment Day during the Performance Period.

Baseline Usage Data (kWh)

Time Period

6/4/2013

6/5/2013

6/6/2013

6/7/2013

6/10/2013

5 Day

Average kW

15:15

3,022

3,050

3,015

2,999

2,842

 

15:30

3,020

3,040

3,020

3,001

2,852

 

15:45

3,010

3,016

3,075

3,057

2,835

 

16:00

3,036

3,010

3,038

2,900

2,842

 

kW for

           

Hour 1

12,088

12,116

12,148

11,957

11,371

11,936

16:15

3,001

3,005

3,050

3,101

2,799

 

16:30

3,005

3,020

3,025

3,029

2,790

 

16:45

3,003

3,045

3,022

3,010

2,830

 

17:00

3,007

3,010

3,020

2,833

2,801

 

kW for

           

Hour 2

12,016

12,080

12,117

11,973

11,220

11,881

Baseline Demand (kW) Usage Calculation

For Hour 1:

12,088 kW (6/4/2013) + 12,116 kW (6/5/2013) + 12,148 kW (6/6/2013) + 11,957 kW (6/7/2013) + 11,371 kW (6/10/2013) = 59,680 kW / 5 = 11,936 kW

For Hour 2:

12,016 kW (6/4/2013) + 12,080 kW (6/5/2013) + 12,117 kW (6/6/2013) + 11,973 kW (6/7/2013) + 11,220 kW (6/10/2013) = 59,406 kW / 5 = 11,881 kW

Chapter 3, Production

Called Curtailment Day Usage Data (kWh)

Time Period

6/11/2013

15:15

2,021

15:30

2,001

15:45

2,050

16:00

2,012

kW for

 

Hour 1

8,084

16:15

2,022

16:30

2,011

16:45

2,120

17:00

2,193

kW for

 

Hour 2

8,346

Curtailment Day Demand Usage (kW)

For Hour 1 (6/11/2013):

2,021 kWh + 2,001 kWh + 2,050 kWh + 2,012 kWh = 8,084 kWh / 1 Hour = 8,084 kW

For Hour 2 (6/11/2013):

2,022 kWh + 2,011 kWh + 2,120 kWh + 2,193 kWh = 8,346 kWh / 1 Hour = 8,346 kW

Demand Savings (kW) Calculation

Demand Savings = Baseline Demand Usage – Called Curtailment Day Usage

For Hour 1:

3,852 kW = 11,936 kW – 8,084 kW

For Hour 2:

3,535 kW = 11,881 kW – 8,346 kW

Called Curtailment Day Demand Savings (kW)

The Demand Savings for the Called Curtailment Day is the Service Provider’s achieved Demand Savings during the hour the Oncor Reportable Demand Savings. In this example, the Oncor Reportable Demand Savings occurred during Hour 1.

3,852 kW = Curtailment Day Demand Savings

Chapter 4, Contract Provisions

4 CONTRACT PROVISIONS

4.1 COMPLIANCE WITH PROGRAM REQUIREMENTS

By executing the Program Addendum, Service Provider warrants and represents that it is aware of and complies with all of the Contract Documents. Service Provider also warrants and represents that it meets or exceeds all of the following qualifications required by Oncor for participation in the CLMSOP:

Possesses and can demonstrate experience in implementing similar Projects.

Can produce evidence of a good credit rating.

Service Provider warrants and represents that the Project meets all applicable federal, state, and local laws and regulatory requirements, and also warrants and represents that:

The Project will result in Peak Demand Savings during the summer Peak Period.

Service Provider will comply with the customer protection requirements in PUCT Substantive Rule §25.181(u) while implementing the Project.

The Project does not result in negative environmental or health effects, including effects that result from improper disposal of equipment and materials.

Service Provider acknowledges that it reviewed a copy of this Program Manual prior to submission of its Project Application. Service Provider warrants and represents that its participation in the CLMSOP has at all times been in compliance with the procedures and conditions set forth in the CLMSOP Program Manual, and that any failure to comply therewith may be treated as a breach of the Program Addendum notwithstanding the fact that such failure occurred prior to the execution of the Program Addendum. Service Provider also acknowledges that it meets or exceeds all of the qualifications required to participate in the CLMSOP as described in this Program Manual, and that failure to meet the qualifications therein may be treated as a breach of the Umbrella Agreement and Program Addendum.

Service Provider warrants and represents that the total funds requested by it and its Affiliates do not equal more than 20% of the CLMSOP budget for the Project Option inclusive of its Affiliates.

4.2 PROJECT IMPLEMENTATION

Service Provider agrees to use all reasonable efforts to implement the Project without undue delay and otherwise in accordance with the terms of the Contract Documents.

4.3 INCENTIVE PAYMENTS

Oncor shall, subject to the funding limitations described below, make an Incentive Payment to Service Provider based upon the Verified Savings derived from the Project.

Chapter 4, Contract Provisions

The total Incentive Payment due to Service Provider will be calculated by multiplying the Verified Savings by the applicable incentive rate.

Oncor will only make Incentive Payments to the extent funding remains available in the Program Option budget.

4.4 AUDIT AND RECORDS

Service Provider shall keep and maintain accurate and detailed records and documentation relating to each Project and its associated Peak Demand Savings for a period of not less than three (3) years beyond the completion of the Project. During the retention period, such records shall be made available, upon reasonable notice, for inspection during normal business hours by Oncor or any governmental agency having jurisdiction over the CLMSOP or any portion of the Project.

According to the Texas Business and Commerce Code - Section 35.48, Retention and Disposal of Business Records, businesses that dispose of records containing personal information must destroy or modify the record through shredding or other means that renders the information unreadable.

Personal information consists of the customer’s name and any of the following:

Customer identification number (premise number, meter number and/or ESI ID)

Social Security number (or government identification number)

Driver license number

Address (physical or mailing)

4.5 AMENDMENT

No amendment or modification of the Contract Documents shall be binding on either party unless it is in writing and signed by both parties. Amendments to this Program Manual will be attached hereto and made a part hereof for all purposes. Oncor may terminate the Umbrella Agreement and any Program Addendum at any time and for any reason in its sole discretion.

Notwithstanding anything contained in the Contract Documents to the contrary, Oncor may from time to time modify the Standard Offer Program. If Oncor determines in its sole discretion that the modification necessitates an amendment of this Program Manual, Oncor shall notify Service Provider in writing of the need to amend this Program Manual to comply with such changes and shall provide Service Provider with an Amendment setting forth the required changes. If Service Provider does not execute and return such amendment on or before five (5) days of its receipt of such notice (the “Amendment Deadline”), the Program Addendum shall terminate on the Amendment Deadline, and the parties will have no further obligations under the Program Addendum other than those accruing prior to such termination.

Chapter 4, Contract Provisions

4.6 PERMITS, LICENSES, AND COMPLIANCE WITH LAW

Service Provider represents and warrants that prior to beginning installation of any Measures, it will obtain, at its own cost and expense, all permits, licenses, and other authorizations from governmental authorities in its business name as then may be required to achieve the Project Demand Savings and to perform its obligations hereunder. During the term hereof, Service Provider will obtain all such additional governmental permits, licenses, and other authorizations when required with respect to the Measure. If requested by Oncor, Service Provider shall furnish to Oncor copies of each such permit, license, or other approval promptly following receipt thereof. Service Provider shall maintain in full force and effect all such governmental permits, licenses, and other authorizations as may be necessary to achieve the Project Demand Savings in accordance herewith.

Service Provider shall be responsible for all royalties, fees, or claims for any licensed, copyrighted, or similarly protected intellectual property, device, process, or procedure used, installed, or provided by it. Service Provider shall defend any suit that may be brought against Oncor and shall hold Oncor harmless from any liability, damages, and costs, including without limitation attorney’s fees, incurred by Oncor arising from or related to infringement or alleged infringement of any such intellectual property used by Service Provider in the implementation of the Project.

All work performed by Service Provider in connection with the implementation of the Project by Service Provider shall comply with all applicable laws, statutes, ordinances, rules, regulations, and decrees of any governmental or administrative body having jurisdiction over Oncor, Service Provider, the CLMSOP, or any portion of the Project.

4.7 INDEPENDENT CONTRACTOR

Service Provider will act as and be deemed to be an independent contractor. Service Provider will not act as, nor be deemed to be, an agent or employee of Oncor. Service Provider will have the sole right to control and directly supervise the method, manner, and details of the Project, providing it is in accordance with the Contract Documents.

4.8 FORCE MAJEURE

Should either party be rendered unable, either wholly or in part, by an event of Force Majeure to fulfill its obligations under the Contract Documents, the obligation of the Party so rendered, which is affected by the event of Force Majeure, will be suspended only during the continuance of that inability. The Party so affected will give written notice of the existence, extent, and nature of the Force Majeure to the other party within forty-eight (48) hours after the occurrence of the event. The party so affected will use its best efforts to remedy its inability as soon as possible and will provide the other party with prompt notice when it is able to resume the performance of its obligations. Failure to give notice will result in the continuance of the affected party’s obligation regardless of the extent of any existing Force Majeure.

The term “Force Majeure” as used in this Program Manual will mean acts of God (except as excluded herein), strikes, lockouts, or other industrial disturbances; acts of

Chapter 4, Contract Provisions

public enemies or terrorists, wars, blockades, insurrections, riots, epidemics, earthquakes, fires; priority allocations of pipe or other materials or orders; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any state; any arrests and restraints, civil disturbances, explosions; and inability despite reasonable diligence to obtain materials essential to this Program Manual. Rain, snow, ice, or other adverse weather conditions will not be considered events of Force Majeure.

The term “Force Majeure” does not include: events or circumstances that affect the costs to achieve the Project Demand Savings but do not prevent performance, including, but not limited to, requirements, actions, or failures to act on the part of governmental authorities (including the adoption or change in any rule or regulation or environmental constraints lawfully imposed by federal, state or local governmental bodies); changes in market conditions; and events or conditions attributable to normal wear and tear or flaws randomly experienced in materials and equipment and their assembly and operation, unless such events and conditions are caused by an occurrence that would fit the definition of Force Majeure set forth in this Program Manual.

In no event will any Force Majeure extend the Umbrella Contract or Program Addendum beyond its stated term.

If any Force Majeure causes a reduction in the Project Demand Savings, the parties may at any time agree to reduce the Project Demand Savings for the duration of the Force Majeure event.

4.9

MISCELLANEOUS

Service Provider will not assign, transfer, or otherwise dispose of any of its obligations or duties without the prior written approval of Oncor. Any assignment or transfer made without the express written approval of Oncor will be null and void.

The rights and remedies provided by the Contract Documents are cumulative, and the use of any one right or remedy by either party shall not preclude or waive its right to use any or all other remedies. Said rights and remedies are given in addition to any other rights the party may have by law, statute, ordinance, or otherwise. No waiver by the party hereto of any default or breach of any term, condition, or covenant of the Contract Documents shall be deemed to be a waiver of any other breach of the same or any other term, condition, or covenant contained herein.

In the event any provision of the Contract Documents is held to be void, unlawful, or otherwise unenforceable, that provision will be severed from the remainder of the Contract Documents and replaced automatically by a provision containing terms as nearly like the void, unlawful, or unenforceable provision as possible; the Contract Documents as so modified will continue to be in full force and effect.