HomeMy WebLinkAboutDuke Energy Florida Park & Plug Program 2021 01 29 DUKE ELECTRIC VEHICLE SITE HOST AGREEMENT
ENERGY, DUKE ENERGY FLORIDA PARK & PLUG PROGRAM
THIS ELECTRIC VEHICLE SITE HOST AGREEMENT (the b. Duke Energy shall connect the Equipment to Host's
"Agreement") is entered into as of this 2,1 day of JP44L Q carvice existing electrical panel and electri l se for the meter
-2()7,\2Gt9,' between DUKE ENERGY FLORIDA, LLC ("Duke that serves such panel.
0 Energy") and The C4 of Winter springs. ("Host'). Duke Energy and c. To the extent requested by Host or if Duke Energy
A'7' Host may be referred to individually as a "Party" and reasonably believes an upgrade of Hosts existing electrical
collectively as the"Parties". infrastructure is required, Duke Energy shall install a new
meter at the Property, which shall represent a now account
RECITALS and shall be billed at terms of the GS-1 tariff separate and
apart from any Duke Energy account currently held by the
WHEREAS, Duke Energy has created the Park & Plug Host. Host must make application for the new GS-1 service
program(the'Program"),pursuant to which Duke Energy will and Host acknowledges that the GS-1 tariff includes a fixed
install, own, operate, maintain and support electric vehicle monthly customer charge, a kilowatt hour energy charge and
supply equipment ("EVSE") within the Duke Energy Florida applicable taxes and fees. With respect to the payment for
service area and will record system data to evaluate charging any charging session, Host may elect one of the following two
behavior and provide Program evaluations to the Florida options:
Public Service Commission on an annual basis;
(I) Host Provides—kYSE--qj—aq—Amenity.
WHEREAS, Host is the owner or operator of that certain Pursuant to this option, Host may elect to allow drivers to
property which has an address of utilize the EVSE at no charge to such drivers and the Host
See Exhibit A will be responsible for paying the bill for all electricity
(the"Properly"); used,including that used by drivers utilizing the EVSE,at
Host's prevailing rate for such electricity.
WHEREAS, Host desires to become a participant in the (ii) Host Char. Dri ers to Use the EVSE.
Program and have Duke Energy install EVS E and associated
wires, cables and equipment(collectively, the "Equipment") Pursuant to this option,rg Host may to
to charge drivers
at the Property;and the same prevailing rate(including all applicable taxes&
fees)paid by Host, plus any associated transaction fees
WHEREAS, Duke Energy is willing to enroll Host in the for each charging session. The charges to be paid by
Program and to install the Equipment at the Property in such drivers will be collected by the Network Provider.
accordance with the terms of this Agreement and the Program; Although Host will be responsible for paying to Duke
Energy directly the bill for all electricity used, including
WHEREAS, Greenlots, Inc. is the provider that Duke that used by drivers utilizing the EVS E for each month in
Energy has selected to provide network access for the full, the Network Provider will reimburse the Host for the
Program(the'Network Provider')and the Network Provider energy charges collected from all drivers, including all
may charge nominal transaction fees for charging sessions, applicable taxes and fees (excluding any associated
the payment of which shall be determined as set forth in transaction fees collected); provided, however, that such
Section 1(b)below; reimbursement shall be determined based upon the GS-
1 tariff rate and may differ from(including being less than)
NOW THEREFORE, in consideration of the mutual the prevailing energy rate paid by Host to Duke Energy.
covenants contained herein and intending to be legally bound d. During the Term (as defined in Section 3 below) of
hereby,the Parties hereto agree as follows: this Agreement, subject to Section 2(c) below, Duke Energy
1. DUKE ENERGY'S OBLIGATIONS. and/or its contractors shall maintain and repair the Equipment
at Duke Energy's expense. Duke Energy shall repair the
a. Duke Energy and/or its contractors shall design and Equipment promptly following notification from Host. Duke
construct the Equipment in compliance with the Energy shall have the right to repair, modify or replace the
Program terms, as well as all applicable local, state Equipment at any time during the Term of this Agreement.
and federal laws and regulatory requirements. Duke Duke Energy shall schedule access for installation,
Energy and/or its contractors will coordinate location, maintenance and repairs during a mutually agreeable time,
placement, and connection of the Equipment with except in emergency situations.
Host. Should the proposed installation schedule e. During the Term, Duke Energy shall pay all network
require modification, Duke Energy shall notify the access fees required for the Program to the Network Provider,
Host within a reasonable amount of time of such
changes.At the option of Duke Energy,all Equipment
shall be Duke Energy branded.
Electric Vehicle Site Host Agreement Page 1 of 4
2. HOST'S OBLIGATIONS. the requirements of the Program terms and conditions, or is
not in Duke Energy's best interest. In the event that Duke
a. Host shall provide Duke Energy, its representatives, Energy does not approve, Host agrees to remove from
Network Provider, contractors, and designees access to the circulation or otherwise discontinue the use of any such
Program site for purposes of design and installation of the materials.
Equipment.
g. Host shall use commercially reasonable efforts to
b. Host agrees to grant Duke Energy permission as maintain the Equipment in a clean,safe,and orderly condition,
needed for Duke Energy to install the Equipment and to at least the same standard as it customarily maintains the
implement the Program at the Property. common areas at the Host Property. Host shall take
reasonable measures to discourage and prevent anyone other
c. Host shall grant to Duke Energy and/or its contractors than an EV driver or to whom a particular EVSE has been
such access to the Property as may be deemed necessary or dedicated from parking in such space, including, without
desirable by Duke Energy for the assessment, installation,and limitation,towing.
the maintenance, repair and/or replacement of all or any
P O Equipment 9
portion(s)s of the E ui ment throughout the Term of this 3. TERM AND TERMINATION.
Agreement. In the event the Equipment fails to operate or
otherwise requires repairs, Host shall notify Duke Energy a. This Agreement shall be effective as of the date of
promptly. Host shall not damage, disable, modify or tamper execution by both Parties. The term shall commence on the
with the Equipment in any way except to the extent required date of installation of the Equipment and shall continue until
by an emergency situation. If Host violates the preceding Dec 31, 2022 (the "Term"), unless sooner terminated or
sentence, Duke Energy shall repair or replace the Equipment extended as provided herein. Duke Energy shall have the
at Host's expense. right to extend the Term of this Agreement for one year by
giving Host written notice of such extension at least thirty(30)
d. Host acknowledges that Duke Energy and/or its days prior to the end of the Term. Upon expiration or an
contractors will gather data and information from the extension of the Term,Duke Energy in its sole discretion,may
Equipment with respect to vehicle charging activity, vehicle transfer title to the Equipment to Host as set forth in Section 5
usage and technical performance of the vehicle and below.
Equipment. Duke Energy shall own all rights to such data and
information. Host acknowledges that such data and b. Notwithstanding anything herein to the contrary,
information will be used and disclosed by Duke Energy and Duke Energy shall have the right to terminate this Agreement
third parties for the purpose of understanding and evaluating at any time upon thirty(30)days written notice to Host,which
the impact of electric vehicles on transit systems and the shall be effective as of the effective date of termination set
electric power grid, for use in regulatory reporting, industry forth in such notice. In addition, in the event Duke Energy
forums, case studies or other similar activities, in accordance determines that the Property is not technically compatible for
with applicable laws and regulations. Duke Energy will make the purposes hereunder, Duke Energy shall have the right to
available to the Host relevant station utilization data to assist terminate this Agreement immediately upon written notice to
with decisions to invest in additional charging stations by the Host.Unless otherwise agreed to by the Parties, Duke Energy
Host. Additionally, Host shall permit Duke Energy to conduct shall remove the Equipment following any such termination.
Demand Response ("DR") events from time to time for the
purpose of understanding and evaluating charging stations as 4. ELECTRIC SERVICE COST/INTERRUPTION OF
a DR resource for the electric power grid. SERVICE. Duke Energy shall be responsible for the
installation of a system by which to charge for all electrical
e. Host shall provide accessible charging point and consumption costs derived from the utilization of EVSE for
nondiscriminatory access to the EVSE in accordance with charging electric vehicles. During the Term, Host will be
Host's selected Site Host Segment Type and Accessibility as responsible for the electrical consumption costs as set forth in
set forth in Exhibit A. For multi-unit dwelling and workplace, to Section 1(b) above. The Parties acknowledge and agree
Host shall provide equal access for all tenants and employees, that,pursuant to the tariff on file with the Florida Public Service
respectively. For public installations, this means a site is Commission, Duke Energy does not guarantee continuity of
available to any electric vehicle driver regardless of affiliation service to the EVSE and is not responsible or liable for
(i.e. a business cannot designate a public charger for their interruption, curtailment, failure, or defect in the supply or
customers only). character of electricity furnished to facilities or Equipment.
f. Host shall be permitted to promote and advertise the 5. TITLE TO EQUIPMENT. At all times during the Term of
Program; provided, however, Duke Energy reserves the right this Agreement,title to the Equipment shall remain with Duke
to review and approve any and all advertising, marketing, or Energy and are not to be considered fixtures or in any way the
promotional copy or materials developed or used by the Host property of Host. Upon the expiration of this Agreement,
which references the Host's participation in the Program.Duke including any extensions thereof,and at Duke Energy's option,
Energy may require the Host to submit such copy and title to the Equipment may transfer to Host at no cost and with
materials for pre-approval. Approval shall be granted, unless no warranties. Upon transfer of title to the Equipment to Host,
Duke Energy in its sole discretion,reasonably determines that (i) Host releases Duke Energy from any liabilities, including,
the copy or materials are misleading, in error, or fail to meet but not limited to, any claim or action for bodily injury or
Electric Vehicle Site Host Agreement Page 2 of 4
property damage resulting from or related to the Equipment or 12. DAMAGE TO PROPERTY. Duke Energy shall be
the use of the Equipment whether arising prior to or after such responsible for repairing any damage to the Property directly
transfer; and (ii) Host will be responsible for electrical caused by the installation, maintenance and/or repair of the
consumption costs, network access fees,maintenance costs, Equipment.
and any repair costs thereafter.
13. INDEMNIFICATION; Each Party shall indemnify and hold
6. GOVERNMENTAL APPROVALS. It is understood and the other harmless against any claim of liability or loss from
agreed that Duke Energy's ability to install the Equipment is bodily injury or property damage resulting from or arising out
contingent upon its obtaining after the execution date of this of the negligence of such Party, its servants or agents,
Agreement all of the applicable permits and other approvals excepting, however, such claims or damages as may be due
that may be required by any federal, state or local authorities to or caused by the acts or omissions of the other Party, its
(collectively the "Governmental Approvals"). Host shall servants or agents.
cooperate with Duke Energy in its effort to obtain such
Governmental Approvals. In the event that any of such 14. SALE OF PROPERTY. Host shall notify Duke Energy at
applications for such Governmental Approvals should be least thirty(30)days prior to any sale of the Property. Within
finally rejected or Duke Energy determines that such thirty(30)days following receipt of such notice, Duke Energy,
Governmental Approvals may not be obtained in a timely in its sole discretion, may elect to permit the Host to transfer
manner or any Governmental Approval issued to Duke Energy this agreement and all obligations of the Host to the new owner
is canceled, expires, lapses, or is otherwise withdrawn or or to remove the Equipment at no cost to Host. If Duke Energy
terminated by governmental authority,Duke Energy shall have elects to remove the Equipment, this Agreement shall be
the right to terminate this Agreement immediately upon written deemed to be automatically terminated without any further
notice to Host. action required by either party as of the earlier of(a)the date
the sale of the Property is consummated and(b)the date the
7. ACCESSIBILITY REQUIREMENTS. Host understands Equipment is removed.
and accepts that electric vehicle charging facilities that are
publicly accessible shall comply with the Americans with 15. TAXESITAX CREDITS. Host shall be responsible for and
Disabilities Act (ADA) and any applicable Florida building shall pay all income taxes related to the property provided
standards. Host understands and accepts that such standards under this Agreement. To the extent Duke Energy is required
may impact parking layouts and potentially change the number to impute income to Host with respect to this Agreement,such
of non-accessible parking spaces available.Host understands amount will be grossed-up to coverall applicable federal,state
and accepts that changes to initial design representations may and local income and employment taxes for the Term at the
occur during the design, construction and operational phases highest marginal tax rate applicable. Duke Energy shall
of the Program facility as may be dictated by design provide to Host an IRS Form 1099 for any imputed income that
constraints, by law or regulation or by local jurisdictional may arise under this Agreement. To the extent the installation
authorities. of the Equipment generates any tax credits,such credits shall
be the sole property of and shall inure to the benefit of Duke
8. DUTY TO NOTIFY. Host shall have the duty to notify Energy for the period for which it owns the Equipment provided
Duke Energy promptly regarding any unsafe, inoperable or under this Agreement.
damaged equipment that applicant becomes aware of. In
addition, Host shall promptly report all claims and/or incidents 16. LIMITATION OF LIABILITY, In no event shall either
to Duke Energy or its designated representative(s), and Party be liable for consequential, special, incidental,
promptly thereafter confirm in writing, the occurrence of any exemplary, punitive, or any indirect damages of any nature
injury,loss, or damage incurred. arising at any time,from any cause whatsoever.
9. COMPENSATION. Under no conditions shall Host or EV 17. GOVERNING LAW. This Agreement shall be governed
drivers receive compensation of any kind, either by cash, in- by and construed in accordance with the laws of the State of
kind services, or otherwise, for any duties or requirements Florida without reference to its conflict of laws principles.
provided for in these terms and conditions or for participation
in any way as part of the Program, including but not limited to: 18. ENTIRE AGREEMENT. This Agreement represents the
use of data for lawful purposes,loss of business activity during entire agreement between Duke Energy and Host with respect
construction or maintenance activities, or any other to the subject matter hereof and supersedes all prior
inconvenience or loss, without limitation, related to negotiations, binding documents, representations and
participation in the Program. agreements, whether written or oral, with respect to the
subject matter hereof. This Agreement may be amended or
10. CHANGES. Duke Energy may initiate changes to the modified only by a written instrument duly executed by each of
Program as circumstances dictate. the Parties.
11. AUTHORITY. Host represents and warrants that it is the 19. SUCCESSORS AND ASSIGNS. Host may not assign,
owner or authorized manager of the proposed Property and convey or transfer all or any part of this Agreement without
has the power, authority and capacity to bind itself to Duke Energy's prior written consent. This Agreement shall be
undertake the Program terms and conditions; and to perform binding on, and inure to the benefit of, the Parties and their
each and every obligation required of Host under the Program. successors and permitted assigns. Duke Energy may assign
Electric Vehicle Site Host Agreement Page 3 of
this Agreement or any benefit,interest,right or cause of action 24. COUNTERPARTS. This Agreement may be executed in
arising under the Agreement to any person without restriction. two or more counterparts, each of which shall be deemed an
original, but all of which together shall constitute one and the
20. NO WAIVER. No course of dealing or failure of Duke same instrument. Transmission of images of signed signature
Energy or Host to enforce strictly any term, right or condition pages by facsimile, e-mail or other electronic means shall
of this Agreement shall be construed as a waiver of that term, have the same effect as the delivery of manually signed
right or condition. No express waiver of any term, right or documents in person.
condition of this Agreement shall operate as a waiver of any
other term, right or condition. 25. NO JOINT VENTURE; The Parties intend by this
Agreement to establish the basis upon which they will
21. SURVIVAL. All sections of this Agreement providing for cooperate together, but on an independent basis. This
indemnification or limitation of or protection against liability of Agreement does not constitute or create a joint venture,
either Party shall survive the termination or expiration of this partnership, or any other similar arrangement between the
Agreement. Additionally, any provisions of this Agreement Parties. Each of the Parties is independent and none of them
which require performance subsequent to the termination or are an agent of, nor has the authority to bind the other for any
expiration of this Agreement shall also survive such purpose. No Party shall bind any other,or represent that it has
termination or expiration. the authority to do so.
22. SEVERABILITY. If any provision of this Agreement or the 26. PHOTOSIVIDEO OF EQUIPMENT. Host agrees, upon
application of this Agreement to any person or circumstance reasonable notice to allow Duke Energy to enter the Property
shall to any extent be held invalid or unenforceable by a court to take photographs or video of the Equipment. Duke Energy
of competent jurisdiction,the remainder of this Agreement and shall own all copyright and other intellectual property rights of
the application of that provision to persons or circumstances such photographs or videos. To the extent the Property
other than those as to which it is specifically held invalid or appears in any such photographs or videos, Host consents to
unenforceable shall not be affected, and every remaining Duke Energy's use and disclosure of such photographs or
provision of this Agreement shall be valid and binding to the videos of the Property.
fullest extent permitted by laws.
23. NOTICES. All notices hereunder must be in writing and
shall be deemed validly given if sent by U.S.mail,commercial IN WITNESS WHEREOF, the Parties have caused this
courier, personal delivery, fax or email, addressed as follows Agreement to be executed as of the date first above written.
(or any other address that the Party to be notified may have
designated to the sender by like notice): DUKE ENERGY FLORIDA, LLC
Host: City of Winter Springs, FL
Attn: r`)n�' rm By:
Phone:
407-327-1800 g „, Print Name: . _._Catherine Stempien__
Title: State President, Florida
Duke Energy: Duke Energy Florida, LLC
Attn: Program Manager-Park&Plug
PO Box 14042, St Petersburg, FL 33733 Cityof Winter Springs, FL
Phone:800-700-8744 HOST:
Notice shall be effective upon receipt or such later date
specified in the notice. .
Print Name: Sha Boyle
Title: City Manager
Electric Vehicle Site Host Agreement Page 4 of
Exhibit A
Site Host Segment Type and Availability Requirements
Site Host Segment Type and Availability: (Check which applies)
❑ Multi Unit Dwelling (Level Two 208v-240v single phase,Multifamily residences and installed
in the commons areas)
Describe access to residents and the time period(s)available for charging
Workplace(Level Two 208v-240v single phase, Provided for the use of an organization's
employees)
Describe employee eligibility to use charging station
The City will be adding 2 electric vehicles to it's fleet and is requesting a charger with 2
ports to be installed at City Hall at 1126 East State Road 434, Winter Springs, FL
32708. The City will initially use this charging stations for it's electric vehicles. It will look
into expanding it to staff in the future. Parcel ID 26-20-30-5AR-OB00-0270
Public Level 2 (Level Two 208v-240v single phase available for general public access)
List any limitations of public access to the station(s) -Indicate days and times of day station will be publicly
available
The City is requesting 2 double port chargers to be located near our recreation trails and town center restaurants for our residents and guests to use as they
enjoy our parks and the dining experiences offered in the town center.
First is new construction for a park trail head and parking lot on Hicks Road behind Choices in Learning Charter School at 1100 E State Road 434,Winter
Springs,FL 32708.The City will be adding electric service at this location and will modify electric service to accommodate the charging units.There will be
restrictions to park hours-Dawn to Dusk.Parcel ID 26-20-30-5AR-OD00-0010
Second is a parking lot located at 130OTree Swallow Drive in the Winter Springs Town Center.There is currently power at this location.There will be no
limitations to access at this location.Parcel ID 26-20-30-5AR-OAOO-0050
❑ Public DC Fast-(208v-480v 3 Phase units with Chademo and CCS Combo connectors,
available for general public access)
List any limitations of public access to the station(s) -Indicate days and times of day station will be publicly
available
Electric Vehicle Site Host Agreement tam rU8 I" d(e, iw,aiii os atiorn 1111"754 '12118