Loading...
HomeMy WebLinkAboutContract 58082 CSC No. 58082 SITE-EXCLUSIVE ELECTRIC VEHICLE CHARGING STATION SERVICES AGREEMENT This SITE-EXCLUSIVE ELECTRIC VEHICLE CHARGING STATION SERVICES AGREEMENT (the "Agreement") is entered into by and between the CITY OF FORT WORTH ("City"), a Texas home-rule municipal corporation, acting by and through its duly authorized Assistant City Manager,and OBE POWER NETWORKS 1 LLC,a Florida limited liability company("Provider") acting by and through its duly authorized representative, each individually referred to as a "party" and collectively referred to as the "parries." WHEREAS the City of Fort Worth is dedicated to improving regional air quality, mitigating greenhouse gas emissions, and improving the lives of its residents by offering affordable and sustainable transportation options through the deployment of innovative technologies,including electric vehicle charging stations; and WHEREAS in order to increase the availability of electric vehicle charging stations, the City solicited proposals through Request for Proposals ("RFP") No. TPW 2021 for the design, installation, and maintenance of publicly-accessible electric vehicle charging stations and associated infrastructure (collectively hereinafter referred to as Electric Vehicle Supply Equipment or "EVSE") on City-owned property; and WHEREAS the City has determined that Provider's response to the RFP, attached hereto and incorporated herein as Exhibit"A,"would provide the best value to the City; and WHEREAS City has selected the sites listed in Exhibit"B" (the "Site" for singular or"Sites"for plural) as the initial locations for the EVSE; and WHEREAS, City and Provider now wish to establish the mutually-agreeable terms and conditions of Provider's Site-exclusive design,installation,and maintenance of EVSE on the Sites. NOW THEREFORE,City and Provider agree as follows: AGREEMENT DOCUMENTS: The Agreement documents shall include the following: 1. This Site-Exclusive Electric Vehicle Charging Station Service Agreement; 2.Exhibit A—Provider's Response to the RFP; 3. Exhibit B—Sites; 4. Exhibit C—Insurance Requirements; and 5. Exhibit D—Project Financial Statement Example. Exhibits A,B,C,and D which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A,B, C, or D and the terms and conditions set forth in the body of this Agreement,the terms and conditions of this Agreement shall control. 1. Term. This Agreement shall begin on the date signed by the Assistant City Manager below (the"Effective Date") and shall expire on the date that is seven(7)years from the Commencement Date,(the "Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial Term"). The "Commencement Date"shall mean the date that is the earlier to occur of(i) installation and activation of all EVSE under this Agreement or(ii)eighteen(18)months from the Effective Date. City shall have the option, in its sole discretion, to renew this Agreement under the same terms and conditions for up to two (2) three- year renewal options (each a"Renewal Term"). The Initial Term and any Renewal Term, collectively,may be hereinafter referred to as the"Term." OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX 2.Compensation. 2.1 City Funds. Nothing herein shall constitute an obligation of City funds. City shall not owe any amount of money for any reason whatsoever to Provider in connection with this Agreement. City shall not be liable nor owe any payment, fee, cost,penalty, or money for any other reason whatsoever to Provider.Provider shall be solely responsible for funding the EVSE through whatever means it determines appropriate. Provider's funding sources may include, but shall not be limited to, loans, grants, rebates, or other incentives. Provider shall use its best efforts to pursue any available state or federal funding opportunities and shall be mindful of all state and federal requirements,including those in 2 CFR Part 200. 2.2 Collection of Revenue and Monitoring. Provider shall be solely responsible for monitoring EVSE usage and for collecting all revenue generated by the EVSE.Provider shall,prior to EVSE activation, submit documentation to the City outlining Provider's costs to install and construct the EVSE ("Initial Investment") and the proposed fee structure for each Site. The Initial Investment shall be the collective costs for all EVSE installed under this Agreement and shall include permitting fees and costs for design,materials,equipment,construction,and installation of the EVSE&advertising medium,less any state or federal grants, rebates, or other incentives received by the Provider, including, but not limited to, those received through the(i)the Bipartisan Infrastructure Law and(ii)The Texas Commission on Environmental Quality (TCEQ) Volkswagen Environmental Mitigation Program, and (iii) utility make-ready programs pertaining to the project.All charging fees shall be in accordance with market standards and shall be subject to approval by the City.Notwithstanding the foregoing,the Provider shall have the exclusive right to establish any and all fees for advertising, as further described in section 5 of this Agreement. Provider agrees that it shall maintain and provide to the City project financial statements in accordance with the example attached hereto as Exhibit"D"and other data related to the EVSE project revenues or project expenses necessary for the City to ensure Provider's compliance with the terms of this Agreement and to guarantee the accuracy of any required revenue sharing, as hereinafter defined. Failure of Provider to adequately provide any such information to the City shall be considered a breach of this Agreement. 2.3 Revenue Sharing.Provider agrees that it shall share revenue with the City in accordance with the following terms: (a)for EVSE on the Sites,Provider shall, on a rolling basis and beginning upon the activation of each EVSE,pay to the City ten percent(10%) of all Gross Charging Revenue and forty percent(40%) of Gross Advertising Revenue generated by the EVSE; "Gross Charging Revenue"shall be defined as the actual revenue generated from the EVSE through charging fees. "Gross Advertising Revenue"shall be defined as the actual revenue generated from the EVSE through advertising fees. Revenue sharing payments due to the City shall be paid by Provider annually on or before September 151h of each year.All revenue sharing payments shall be paid to the City through electronic bank-to-bank(ACTT) transfers in accordance with instructions to be provided by the City to Provider in writing. 3. Termination. 3.1. Written Notice. Provider may terminate this Agreement by providing ninety (90) days' written notice to City. City may, after written notice and opportunity to cure in accordance with this section, terminate this Agreement upon Provider's noncompliance with any of the following terms of this Agreement: (a)Failure to maintain the EVSE within the Site,pursuant to this Agreement; (b)Expansion of the EVSE or otherwise causing the EVSE to further infringe in or on City's property beyond what is specifically described in the Exhibit"A;" (c)Failure to install, construct,maintain,upgrade,or repair the EVSE or failure to use and occupy the Sites in strict compliance with this Agreement,provided,however,that Provider shall not be obligated to install and construct any EVSE under this Agreement if Provider determines, in its reasonable discretion, and provides sufficient evidence to the City that it would be impracticable or uneconomical to do so; (d) Failure to make proper provisions for the relocation and installation of any existing utilities affected by any EVSE or the use and occupancy of the Sites pursuant to this Agreement; (e) Failure to allow the City to enter and utilize the Sites at any time for the purpose of installing,repairing,replacing,or maintaining improvements to its public utilities necessary for the health, safety,and welfare of the public; (f)Failure to indemnify the City pursuant to section 8 of this Agreement; (g)Failure to comply with the insurance requirements set forth in Exhibit"C;" (h) Failure to comply fully with all applicable federal, state, and local laws, statutes, ordinances, codes, and regulations in connection with the construction, operation, maintenance, upgrade, or repair of the EVSE within the Sites; (i)Failure to pay promptly when due all fees,taxes, or Revenue Sharing provided for by this Agreement or by any federal, state or local statute,law, or regulation; 0)Failure to share data with the City pursuant to this Agreement; or (k)Failure to diligently pursue installation of the EVSE at the Sites in accordance with the schedule provided in section 4.5 of this Agreement. 3.2 Noncompliance and Opportunity to Cure. City shall notify Provider in writing of any such noncompliance(the"First Notice").Within thirty(30)days after receiving the First Notice,Provider shall provide written notice to City of Provider's intent to cure any such noncompliance ("Provider's Response").If the City does not receive Provider's Response within thirty(30) days after Provider's receipt of the First Notice, City shall send a second written notice of such noncompliance to Provider(the"Second Notice"). This Agreement shall be deemed terminated (a) if Provider does not cure such noncompliance within ninety(90) days after receipt of the First Notice or,if required,within sixty(60) days after receipt of the Second Notice, whichever is later; or (b) if such noncompliance is not susceptible to cure within the applicable period, if Provider does not commence such reasonable steps as are necessary to remedy the noncompliance within ninety(90)days after receipt of the First Notice or,if required,within sixty(60)days after receipt of the Second Notice,whichever is later, and proceed diligently and with continuity to remedy same. 3.3 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due or otherwise required hereunder, City will notify Provider of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever. 3.4 Removal of Electric Vehicle Supply Equipment.In the event that this Agreement is terminated before the expiration of the Term, Provider shall, at the option of and at no expense to the City, within sixty(60) days of the termination remove from the City's property all EVSE and other supporting or ancillary equipment installed by Provider. Provider shall also restore the City's property to its previous condition or to a condition reasonably acceptable to City, ordinary wear and tear excepted.Notwithstanding the foregoing, any underground electrical wiring shall be capped off and secured, but not removed unless otherwise directed by the City. For the avoidance of doubt, unless otherwise directed by the City, Provider shall not remove any equipment installed by a utility company, including,but not limited to, transformers, junction boxes, primary cables, conduit, electric meters, or panels. In the event that this Agreement expires at the end of the Term, Provider shall remove the EVSE and restore the City's property within ninety (90) days of the expiration of the Term. 3.5 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, Provider shall continue to provide City with services requested by City and in accordance with this Agreement up to the effective date of termination.Upon termination of this Agreement for any reason, Provider shall provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Provider has received access to City Information or data as a requirement to perform services hereunder,Provider shall return all City provided data to City in a machine- readable format or other format deemed acceptable to City. 4. Electric Vehicle Supply Equipment. 4.1 Grant of Site-Exclusive License. The City, in consideration of the revenue sharing described in section 2 of this Agreement and covenants and agreements herein contained to be kept and performed by Provider,hereby grants permission to Provider to install,construct,maintain,upgrade,and repair one or more publicly-accessible electric vehicle charging stations, advertising medium, and associated infrastructure, including, but not limited to, electrical connections and appurtenances, lights, and security cameras (Electric Vehicle Supply Equipment or "EVSE") in each City-owned parking lot, right-of-way, or other property in the locations described in Exhibit `B" (the "Site" or "Sites"), attached hereto and incorporated herein. The precise locations of the EVSE and the Sites shall be the established based upon Provider's recommendations,proximity to electrical connections, and feedback from City staff,however,the final placement of any ESVE shall subject to the City's approval.The license shall also include such additional space immediately adjacent to the Sites as is reasonably necessary for the installation,maintenance,upgrade, or repair of the EVSE. Additional Sites may be added to this Agreement with the mutual written consent of Provider and City. The license herein granted to Provider is site-exclusive and shall automatically terminate upon the expiration or earlier termination of this Agreement. Provider agrees and acknowledges that this Agreement is solely for the purpose of permitting Provider to install, construct,maintain,upgrade, and repair the EVSE in the Site and is not a conveyance of any right,title, or interest in or to any City property nor is it meant to convey any right to use or occupy property in which a third-party may have an interest. Provider agrees that the City may enter and utilize the Sites at any time for the purpose of installing,repairing,replacing, or maintaining improvements to its public facilities or utilities necessary for the health, safety, and welfare of the public. Provider also agrees that, for any locations other than the Sites selected under this Agreement,the City reserves the right(i) to execute other agreements for the provision of electric vehicle charging stations with third parties and(ii)to install its own electric vehicle charging stations and offer them free-of-charge. 4.2 Electric Vehicle Charging Stations. All electric vehicle charging stations must be either an AC Level 2 Charger(the equivalent of a ChargePoint CT4000 or later model) or a DC Fast Charger (the equivalent of a ChargePoint Express or later model). Level 2 Chargers must be compliant with J1772 standards. DC Fast Chargers must support both SAE Combined Charging System and CHAdeMO charging standards.Except as expressly provided herein,the Provider shall be solely responsible for all costs necessary for the installation,maintenance,upgrade, and repair of the EVSE,including any required utility connections and preparations necessary for the Sites. 4.3 Installation. Provider, at its sole cost and expense, shall be responsible for the installation of the EVSE, including, but not limited to, construction, scheduling, installation means and methods, management of subcontractors,and any preparations necessary for the Site.Prior to the installation of any EVSE,Provider shall submit to the City its proposed construction schedule and a copy of its plans for the Site. Provider shall have no use of any Site until the City has reviewed and approved the construction schedule and plans in writing. The Provider shall be responsible for keeping streets and sidewalks adjacent to the Sites free of mud and debris from the installation of the EVSE. 4.4 Utilities. The Provider shall be responsible for locating all utilities, whether public or private,prior to excavation or the installation of the EVSE. The Provider shall have full responsibility for locating all facilities, for coordination of the work with the owners of such facilities during construction and for the safety and protection thereof and repairing any damage thereto resulting from the installation of the EVSE. The Provider shall notify any affected owners(utility companies) or agencies in writing at least forty- eight (48) hours prior to construction. Provider shall notify TEXAS 811 (1-800-DIG-TESS or www.texas811.org)to locate existing utilities prior to construction. When doing work within 200 feet of any signalized intersection, the Provider shall notify the Traffic Management Division of City of Fort Worth seventy-two(72)hours prior to excavation.The Provider shall protect existing signal hardware,ground boxes, detection loops,and underground conduit at signalized intersections.Any damages at signalized intersections shall be replaced at the expense of the Provider.The Provider shall contact the City at 817-392-8100 to perform conduit line locates at signalized intersections seventy-two (72) hours prior to commencing work at the intersection. The Provider shall notify the City of Fort Worth Project Manager forty-eight(48)hours prior to the start of any excavation. Provider shall also, at no expense to the City, make proper provisions for the relocation and installation of any existing utilities affected by any EVSE and the use and occupancy of the Sites. 4.5. Schedule. Provider agrees that it shall use its best efforts to install and activate all EVSE within fifteen(15)months of the Effective Date.However,City shall cooperate with Provider to extend such deadline in order to allow for(i) delays caused by the City approvals required under this Agreement, (ii) issues related to utility conflicts or electrical connections, or (iii) Force Majeure events. Notwithstanding anything to the contrary contained herein, Provider shall not be obligated to install and construct any EVSE under this Agreement if Provider determines, in its reasonable discretion, and provides sufficient documentation to the City that it would be impracticable or uneconomical to do so. 4.6 Project Manager. Provider shall designate a Project Manager to coordinate all installation,construction,upgrade,and repair at the Sites with the City.The Project Manager shall be available during standard business hours to address any issues related to the EVSE or the Sites. For purposes of this Agreement,the Provider's Project Manager shall be: Alejandro Burgana Managing Director aburgana@obepower.com Tel: (305) 546-5407 Provider may designate another Project Manager during Term of the Agreement with written notification to the City. 4.7 Operation and Maintenance of ESVE. Provider shall be solely responsible for the upkeep, maintenance, and repair of the EVSE and shall have sole right and title to any government grants, rebates, incentives and credits awarded to Provider as a result of the construction or operation of the EVSE. Provider shall at all times maintain the EVSE in proper working order and shall promptly respond to and correct any malfunctions or errors related to the EVSE. Provider shall also maintain the EVSE and the Sites in a clean and orderly condition. Provider shall immediately notify City of any accidents or potential claims related to the EVSE or the Sites. The City may maintain the Sites in accordance with City's normal standards for similar parking lots. Such City maintenance may include sweeping, snow and ice removal, repaving, restriping, and repair of curbs, gutters, or other landscaping features. While on the Sites, Provider's and Provider's authorized subcontractors' personnel shall have identifying clothing, hats or badges at all times which identify the Provider's and or Provider's authorized subcontractors name,logo,or company. 4.8 Routine Inspection.Provider shall routinely inspect all EVSE,not less than once per year,to ensure proper and safe condition and operation.All inspection reports must be provided to the City. 4.9 Electricity. Provider shall be solely responsible for installing any and all necessary electrical connections for the EVSE and for all EVSE electricity costs. All EVSE must include a separately- metered electrical connection registered to Provider.For certain Sites,the City may,but shall not be required to, allow Provider to connect the EVSE to an existing City meter. For such Sites, Provider shall use EVSE built-in metering device which measures the EVSE's electricity usage in kWh and Provider shall,along with the revenue sharing payments due to the City under this Agreement, reimburse the City for the EVSE's electricity usage, including any service charges or other fees. Provider's obligation to reimburse the City for any such electricity usage shall begin immediately upon activation of the applicable EVSE and shall not be contingent on Provider's recovery of its Initial Investment. The City agrees that it shall use reasonable efforts to secure any easements or other real property interests that may be necessary for an EVSE's electrical connection.However,in no event shall the City be required to expend any City funds to obtain such easements or other real property interests. 4.10 Markings and Signage.Provider shall ensure each EVSE is clearly marked with the following information: (i) Provider's contact information for complaints,notifications, and service issues; (ii) a statement of Provider's responsibility for service issues, damages, or losses caused by the EVSE; and (iii) any other signage required by applicable law. Provider shall also develop, adopt, and utilize a standard pavement marking scheme for the surface of the Sites.All pavement marking must be reviewed and approved by the City in writing before being applied to the Sites. With the City's written consent, Provider also may paint,place, erect, or project signs or markings in or on the Sites. Provider shall, at its own cost and expense, obtain any and all permits necessary for the installation of its signs and markings and Provider shall be solely responsible for all costs and expenses associated with the placement, operating, and maintenance of any such signs or markings. Provider agrees that it shall, subject to City's review and approval, place signage or markings on or around Site designating the Site as"Electric Vehicle Charging Only,"and will take reasonable measures to discourage non-electric vehicles from parking in the Sites. The City agrees that it shall take reasonable measures to discourage non-electric vehicles from parking in the Sites. 4.11 Relocation of EVSE. Once installed, Provider may relocate an ESVE to a nearby location at the Site. However, any such relocation shall require the written consent of the City and shall be at the sole cost of Provider. Provider also agrees that it shall relocate any ESVE to a nearby location at the Site upon City's request,provided that such City-requested relocation shall be at the sole cost of City. 4.12 Additional EVSE.With the City's written consent,Provider may install additional ESVE at the Sites. 4.13 Taxes. City shall be responsible for the Sites' ad valorerra taxes. Provider shall be solely responsible for other all taxes other fees imposed on the EVSE. 4.14 Enforcement. The City may post official signs or other traffic-control devices at the Sites giving notice that non-electric vehicles on the Sites may be towed in accordance with City ordinances. 4.15 Prohibition Against Liens.Provider shall not do any act or make any contract that may be purported to create or be the foundation of any lien on or any interest in the Sites or other City property. Any such act, contract, or lien attempted to be created shall be void. Should the EVSE or Provider's use and occupancy of the Sites or other City property result in the creation or filing of any purported lien,the Provider shall, at its sole expense, liquidate and discharge the lien within ten(10) business days after notice from the City to do so. 5. Advertisement and Branding. Provider shall have control over the solicitation, contracting, and distribution of any and all advertisement content displayed on the EVSE ("Advertisement"). The Advertisement shall be limited to content displayed on LCD screens located on the EVSE.No LCD screen shall exceed 10". No audio shall be permitted. Provider may also include its own name, term, design, or symbol ("Branding") on the EVSE. Advertisement and Branding must not contain any content that (i) is unfair or deceptive under the consumer protection laws of any jurisdiction; (ii) is copyrighted,protected by trade secret or otherwise subject to third party proprietary rights,including privacy and publicity rights,unless Provider is the owner of such rights; (iii)creates a risk to a person's safety or health,or a risk to public safety or health;(iv)impersonates another person;(v)promotes illegal drugs,promotes alcohol or tobacco products, relates to illegal gambling, or illegal arms trafficking; (vi) is unlawful, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, gives rise to civil liability, violates any law, or is otherwise dishonest, inaccurate,inappropriate,malicious or fraudulent; (vii)involves theft or terrorism; (viii)contains the contact information or any personally identifiable information of any third parry unless you have first obtained the express consent of said third parry to include their contact information or personally identifiable information; or(ix) conflicts with City messaging or signage.Provider must remove any Branding or Advertisement that the City, in its sole discretion, determines is a breach of this Agreement or unsuitable for display on the EVSE. Upon the reasonable request of City, Provider shall display Advertisement for City events and programs at no cost to the City; however, the City shall be responsible for the production of any Advertisement requested by the City. Gross Advertising Revenue shall be shared with the City in accordance with section 2 of this Agreement. 6. Insurance.Provider shall provide City with certificate(s) of insurance documenting policies of the types and minimum coverage limits described in Exhibit"C"Insurance Requirements. 7.Data Sharing and Publicitv. 7.1 Data Sharing.Provider acknowledges and agrees that all data collected by the EVSE and maintained by Provider shall be made available to the City. At a minimum, Provider must collect and provide any and all data necessary for the City to ensure compliance with this Agreement. Such data shall include, but not be limited to, EVSE performance, utilization, environmental savings in greenhouse gases generated by the EV charging activity,the usage and disbursement of electricity,inspection reports,revenue, and number of unique drivers, as practicable and allowable by law.Provider agrees that it shall allow City to access any EVSE software management system or dashboard as to enable City to view and extract data in real time and as necessary to ensure compliance with this Agreement. All data provided to City shall sent through end-to-end encryption to ensure security. 7.2 Disclosure of Conflicts.Provider hereby warrants to City that Provider has made full disclosure in writing of any existing or potential conflicts of interest related to Provider's services under this Agreement.In the event that any conflicts of interest arise after the Effective Date of this Agreement,Provider hereby agrees immediately to make full disclosure to City in writing. 7.3 Confidential Information.Provider,for itself and its officers, agents and employees, agrees that it will treat all information provided to it by City("City Information")as confidential and will not disclose any such information to a third parry without the prior written approval of City. 7.4 Public Information Act. City is a government entity under the laws of the State of Texas and all documents held or maintained by City are subject to disclosure under the Texas Public Information Act.In the event there is a request for information marked Confidential or Proprietary,City will promptly notify Provider. It will be the responsibility of Provider to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by City,but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 7.5 Unauthorized Access.Provider must store and maintain City Information in a secure manner and will not allow unauthorized users to access,modify,delete or otherwise corrupt City Information in any way. Provider must notify City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised, in which event, Provider will, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and will fully cooperate with City to protect such City Information from further unauthorized disclosure. 7.6 Publicity. Provider and City may make general press releases and statements, hold press conferences,both through traditional and electronic media, including websites created by Provider or other third parties,regarding this Agreement and the availability of the EVSE. City shall review and approve in writing any such publications before public distribution. Provider further agrees that it shall use commercially reasonable efforts to publicize the location and status of the EVSE on navigation systems, maps, and other electronic databases as necessary to make the availability of the EVSE widely known to the general public. 8.LIABILITY AND INDEMNIFICATION. (a)Provider agrees to pay City for all damages suffered or incurred by City as a direct result of the installation and maintenance of the ESVE and the use or occupancy of the Sites for or by Provider,its agents, employees or representatives, including, but not limited to, all damage or injury to buildings, fences, equipment, and all other property,whether real or personal. (b) PROVIDER AGREES TO INDEMNIFY, DEFEND AND HOLD HARMLESS CITY, CITY'S MEMBERS, DIRECTORS, OFFICERS, PARTNERS, EMPLOYEES, AGENTS, LEGAL REPRESENTATIVES, AFFILIATES, SUCCESSORS AND ASSIGNS (COLLECTIVELY "INDEMNITEES")FROM AND AGAINST ALL SUITS, CLAIMS,DEMANDS,AND CAUSES OF ACTION BROUGHT AGAINST AND ANY RESULTING LIABILITIES, LIENS, DAMAGES, LOSSES, REMEDIATION, REMOVAL OR CLEAN-UP OBLIGATIONS, FINES, PENALTIES, JUDGMENTS AND EXPENSES (INCLUDING WITHOUT LIMITATION, COURT COSTS, COSTS OF INVESTIGATION AND ATTORNEYS' FEES) OF ANY NATURE, KIND OR DESCRIPTION WHATSOEVER FOR ANY LOSS OF OR DAMAGE TO PROPERTY OR INJURY TO OR DEATH OF ANY PERSON INCIDENT TO, CAUSED BY, RESULTING FROM OR ARISING OUT OF(A) PROVIDER'S EXERCISE OF THE RIGHTS GRANTED HEREIN, OR(B) ANY ACT OR OMISSION OF PROVIDER, ANY CONSULTANT, CONTRACTOR, SUBCONTRACTOR, OR AGENT OF PROVIDER, ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY THEM, OR ANYONE THAT THEY CONTROL OR EXERCISE CONTROL OVER(COLLECTIVELY, "CLAIMS"). THE INDEMNITEES WILL NOT BE LIABLE IN ANY MANNER TO PROVIDER OR TO ANY OTHER PARTY AS A RESULT OF THE ACTS OR OMISSIONS OF PROVIDER OR ITS CONSULTANTS, AGENTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR OTHERS IN OR ON THE SITE WITH THE PERMISSION OF PROVIDER. ALL PERSONAL PROPERTY UPON THE SITE WILL BE AT THE RISK OF PROVIDER, AND THE INDEMNITEES WILL NOT BE LIABLE FOR ANY DAMAGE THERETO OR THEFT THEREOF UNLESS SUCH DAMAGE OR THEFT IS DUE TO THE GROSS NEGLIGENCE OF AN INDEMNITEE. NO PARTY WILL HAVE ANY RIGHT OR CLAIM AGAINST ANY INDEMNITEE FOR ANY PROPERTY DAMAGE (WHETHER CAUSED BY NEGLIGENCE OR THE CONDITION OF ALL OR PARTY OF THE SITE) BY WAY OF SUBROGATION OR ASSIGNMENT, PROVIDER HEREBY WAIVING AND RELINQUISHING ANY SUCH RIGHT. THE OBLIGATIONS OF PROVIDER SET FORTH HEREIN SHALL SURVIVE ANY EXPIRATION OF THIS AGREEMENT. (c) PROVIDER COVENANTS AND AGREES THAT CITY, UNLESS IN CASES OF THE CITY'S GROSS NEGLIGENCE, SHALL NOT UNDER ANY CIRCUMSTANCES BE RESPONSIBLE FOR ANY PROPERTY BELONGING TO PROVIDER, ITS MEMBERS, EMPLOYEES, AGENTS, CONTRACTORS, SUBCONTRACTORS, INVITEES, LICENSEES, OR TRESPASSERS THAT MAY BE STOLEN, DESTROYED, OR IN ANY WAY DAMAGED, AND PROVIDER HEREBY INDEMNIFIES AND HOLDS HARMLESS CITY FROM ANY AND ALL SUCH CLAIMS. (d) INTELLECTUAL PROPERTY INDEMNIFICATION. Provider agrees to defend, settle, or pay, at its own cost and expense, any claim or action against City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement,it being understood that this agreement to defend, settle or pay will not apply if City modifies or misuses the software and/or documentation. So long as Provider bears the cost and expense of payment for claims or actions against City pursuant to this section, Provider will have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City will have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Provider in doing so. In the event City,for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement,City will have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however,Provider will fully participate and cooperate with City in defense of such claim or action. City agrees to give Provider timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or expenses will not eliminate Provider's duty to indemnify City under this Agreement.If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise,such use is materially adversely restricted,Provider will,at its own expense and as City's sole remedy, either: (a)procure for City the right to continue to use the software and/or documentation; or(b)modify the software and/or documentation to make it non-infringing,provided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Provider terminate this Agreement, and refund all amounts paid to Provider by City, subsequent to which termination City may seek any and all remedies available to City under law. (e)Provider agrees that City shall not be liable for any loss, injury or damage whatsoever suffered or incurred by Provider or Provider's agents, employees or representatives while on the Site. The parties agree that the duties and obligations contained in this Section 8 shall survive the termination of this Agreement. 9.Assignment and Subcontracting. 9.1 Assignment.Provider shall not assign or subcontract any of its duties,obligations or rights under this Agreement without the prior written consent of City.If City grants consent to an assignment, the assignee shall execute a written agreement with City and Provider under which the assignee agrees to be bound by the duties and obligations of Provider under this Agreement.Provider and Assignee shall be jointly liable for all obligations of Provider under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. If City grants consent to a subcontract, subcontractor shall execute a written agreement with Provider referencing this Agreement under which the subcontractor shall agree to be bound by the duties and obligations of Provider under this Agreement as such duties and obligations may apply.Provider shall provide City with a fully executed copy of any such subcontract. 10. Independent Contractor. It is expressly understood and agreed that Provider shall operate as an independent contractor as to all rights and privileges and work performed under this Agreement, and not as agent,representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement,Provider shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, Providers and subcontractor.Provider acknowledges that the doctrine of respondeat superior shall not apply as between City, its officers, agents, servants and employees, and Provider, its officers, agents, employees, servants, Providers and subcontractor. Provider further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Provider. It is further understood that City shall in no way be considered a Co-employer or a Joint employer of Provider or any officers, agents, servants, employees or subcontractor of Provider. Neither Provider, nor any officers, agents, servants, employees or subcontractor of Provider shall be entitled to any employment benefits from City. Provider shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees or subcontractor. 11. Compliance with Laws, Ordinances Rules and Regulations. Provider agrees that in the performance of its obligations hereunder, it shall comply with all applicable federal, state and local laws, ordinances,rules and regulations,including,but not limited to,the Americans with Disabilities Act,and that any work it produces in connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies Provider of any violation of such laws, ordinances,rules or regulations,Provider shall immediately desist from and correct the violation. 12. Non-Discrimination Covenant. Provider, for itself, its personal representatives, assigns, subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of Provider's duties and obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law.IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY PROVIDER, ITS PERSONAL REPRESENTATIVES, ASSIGNS, SUBPROVIDERSS OR SUCCESSORS IN INTEREST, PROVIDER AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 13. Notices.Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when(1)hand-delivered to the other party,its agents,employees,servants or representatives,(2)delivered by facsimile with electronic confirmation of the transmission,or(3)received by the other party by United States Mail,registered,return receipt requested, addressed as follows: To CITY: To PROVIDER: City of Fort Worth OBE Power Networks 1 LLC Attn:Assistant City Manager Attn:Alejandro Burgana, 200 Texas Street Managing Director Fort Worth, TX 76102-6314 1951 NW 7th Avenue, Suite 600 Facsimile: (817)32-8654 Miami, FL 33136 With copy to Fort Worth City Attorney's Office at same address 14. Solicitation of Employ.Neither City nor Provider shall,during the term of this Agreement and additionally for a period of one year after its termination, solicit for employment or employ,whether as employee or independent contractor, any person who is or has been employed by the other during the term of this Agreement,without the prior written consent of the person's employer. Notwithstanding the foregoing, this provision shall not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. 15. Governmental Powers.It is understood and agreed that by execution of this Agreement, City does not waive or surrender any of its governmental powers or immunities. 16. No Waiver. The failure of City or Provider to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Provider's respective right to insist upon appropriate performance or to assert any such right on a future occasion. 17.Audit. 17.1 City's Right to Audit. Provider agrees that City shall, at the City's expense, until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three.years, have access to and the right to examine at reasonable times any directly pertinent books, documents,papers and records,including,but not limited to, all electronic records, of Provider and its subcontractors involving transactions relating to this Agreement at no additional cost to City. Provider agrees that City shall have access during normal working hours to all necessary Provider facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Provider reasonable advance notice of intended audits. 17.2 Annual Audit Required. Provider shall select an independent auditor, subject to the City's reasonable approval, to perform an annual audit of Provider's records and data related to this Agreement (the "Annual Audit"). The independent auditor must be an auditing company that is not under common control of the Provider, with the term "common control" meaning entities that have a majority of their owners or directors in common. The Annual Audit, at a minimum, shall provide a review of revenues, grants, incentive, or credits received and expenditures made by the Provider under this Agreement. 18. _Governing Law/Venue. This Agreement shall be construed in accordance with the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas,Fort Worth Division. 19. Severability.If any provision of this Agreement is held to be invalid,illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 20. Force Maieure. City and Provider shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement,but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control,including,but not limited to, acts of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority,transportation problems and/or any other similar causes. 21. Headings Not Controlling. Headings and titles used in this Agreement are for reference purposes only,shall not be deemed a part of this Agreement,and are not intended to define or limit the scope of any provision of this Agreement. 22. Review of Counsel. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or Exhibits A,B, C,and D. 23. Amendments/Modifications/Extensions.No amendment,modification,or extension of this Agreement shall be binding upon a party hereto unless set forth in a written instrument,which is executed by an authorized representative of each party. 24. Entirety of Agreement.This Agreement,including Exhibits A,B,C,and D contains the entire understanding and agreement between City and Provider, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 25. Counterparts. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes,be deemed an original,but all such counterparts shall together constitute one and the same instrument. 26. Warranty of Services.Provider warrants that its services will be of a high quality and conform to generally prevailing industry standards.City must give written notice of any breach of this warranty within thirty (30) days from the date that the services are completed. In such event, at Provider's option, Provider shall either(a)use commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty, or(b)refund the fees paid by City to Provider for the nonconforming services. 27. Immigration Nationality Act.Provider shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form(1-9). Upon request by City, Provider shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement.Provider shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Provider employee who is not legally eligible to perform such services. PROVIDER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY PROVIDER, PROVIDER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Provider, shall have the right to immediately terminate this Agreement for violations of this provision by Provider. 28. Ownership of Work Product. City shall be the sole and exclusive owner of all reports,work papers, procedures, guides, and documentation, created, published, displayed, and/or produced exclusively on behalf of the City as necessary for Provider to perform the services provided under this Agreement (collectively,"Work Product").Work Product shall not include Advertisement.Further,City shall be the sole and exclusive owner of all copyright,patent,trademark,trade secret and other proprietary rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of City from the date of conception, creation or fixation of the Work Product in a tangible medium of expression(whichever occurs first). Each copyrightable aspect of the Work Product shall be considered a"work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is not considered a"work-made-for-hire"within the meaning of the Copyright Act of 1976,as amended,Provider hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to the copyright,patent, trademark, trade secret, and all other proprietary rights therein, that City may have or obtain, without further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of City. 29. Signature Authority. The person signing this Agreement hereby warrants that he/she has the legal authority to execute this Agreement on behalf of the respective party, and that such binding authority has been granted by proper order,resolution,ordinance or other authorization of the entity.Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 30. Change in Company Name or Ownership.Provider shall notify City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City records. The president of Provider or authorized official must sign the letter.A letter indicating changes in a company name or ownership must be accompanied with supporting legal documentation such as an updated W-9, documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the specified documentation so may adversely impact future invoice payments. 31. No Boycott of Israel. If Provider has fewer than 10 employees or this Agreement is for less than$100,000, this section does not apply. Provider acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Provider certifies that Provider's signature provides written verification to the City that Provider: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. 32. Prohibition on Boycotting Energy Companies. Provider acknowledges that in accordance with Chapter 2274 of the Texas Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2), the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more,which will be paid wholly or partly from public funds of the City,with a company(with 10 or more full-time employees) unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and(2) will not boycott energy companies during the term of the contract. The terms "boycott energy company"and"company"have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2). To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Provider certifies that Provider's signature provides written verification to the City that Provider: (1) does not boycott energy companies;and(2)will not boycott energy companies during the term of this Agreement. 33. Prohibition on Discrimination Against Firearm and Ammunition Industries. Provider acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code (as added by Acts 2021, 87th Leg.,R.S., S.B. 19, § 1),the City is prohibited from entering into a contract for goods or services that has a value of$100,000 or more which will be paid wholly or partly from public funds of the City, with a company (with 10 or more full-time employees) unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity" and "firearm trade association"have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1). To the extent that Chapter 2274 of the Government Code is applicable to this Agreement,by signing this Agreement,Provider certifies that Provider's signature provides written verification to the City that Provider: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and(2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. 34. Electronic Signatures. This Agreement may be executed by electronic signature, which will be considered as an original signature for all purposes and have the same force and effect as an original signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via software such as Adobe Sign. (signature page follows) ACCEPTED AND AGREED: City: Provider: OBE Power Networks 1 LLC By : .4� Gs2�B U William Johnson(5 2,202213:28 EDT) By: Name: William Johnson Name:AI`�iandro Burgan Title:Assistant City Manager Title: i�t qIlrectnr Date: Date: 08/08/2022 CITY OF FORT WORTH INTERNAL ROUTING PROCESS: Approval Recommended: Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract,including ensuring all gyZ.,,,o performance and reporting requirements. Name: Lauren Prieur Title: Interim Director, Transportation _ and Public, Works By:Aziz Rah,MAug 25,202217:30 CDT) Name:Aziz Rahman Title: Engineering Manager Approved as to Form and Legality: City Secretary: Name: Matthew Murray By:, arts 5.�o°dau(sePi 202209: DT) _ Title: Assistant City Attorney Name: Jannette S. Goodall ov4nnq Title: City Secretary ° °FoRT�Oa� O°° Contract Authorization: 01° °o�.� M&C: M&C 22-0347 /May 10,2022 000 0 Form 1295#: 2022-862381 � d d ° °o � d ° �SEX ASb•Op 0000000 AV OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX EXHIBIT"A" Provider's Response to the RFP FORTWORTH. CITY OF FORT WORTH TRANSPORTATION AND PUBLIC WORKS DEPARTMENT TRANSPORTAION MANAGEMENT DIVISION AZIZ RAHMAN, PROJECT MANAGER FORT WORTH, TX 76115 REQUEST FOR PROPOSALS FOR DESIGN, INSTALLATION, AND MAINTAINANCE OF PUBLICLY-ACCESSIBLE ELECTRIC VEHICLE CHARGING INFRASTUCTURE ON CITY OWNED PROPERTY OR RIGHT-OF-WAY OBE Power's mission parallels the main objective of Fort Worth's EV charger infrastructure RFP, improving regional air quality by accelerating the shift from CO2-polluting cars to emission-free electric vehicles. We know and statistics clearly show that more EV chargers = more people buying EVs. Build it and they will come...and together we help address the most critical issue of our time: reducing greenhouse gases. This is what we do and all of our experience and resources point to projects exactly like this RFP. That experience is detailed in Section #4. Building out EV infrastructure in an already built environment means overcoming significant retrofit challenges: finding available power, finding available paths to get that power to parking spaces and navigating permitting where building departments are often unfamiliar with this new technology. It also means advising Fort Worth on the development of simple, effective policies that ensure EV charging spaces are respected and not blocked by cars that are not charging. The initial milestone is property assessment: working with each locations' onsite management to understand stakeholder needs,selecting best specific location for EV spaces and developing electrical make ready plan with our local licensed electrical contractor partner. 1 OBE(POWER NEXT is internal review/acceptance of infrastructure work plan then creating engineering drawings to file with permit applications. Once applications are submitted to the City, the next critical milestone is permit approval. Like our other successful municipality charger projects, since the client is the City, typical delays can be worked out through friendly interdepartmental communications. Once permits are approved, typical projects are started & completed within 3-4 weeks culminating with station programming/activation,staff training and then opening the EV charger to the public. At this point, we will advise and collaborate with the specific location team and with City leadership on both internal and external PR and marketing.This will be a proud moment for the City and we want everyone in the region to know they can charge their EV in Fort Worth. Projects will be planned and run by both OBE Power's project management team and local ChargePoint OEM certified partner, Security Vault Works, Inc., based in Irving Texas. With more than 40,000 EV charging sessions registered to date across a portfolio of host partners that include municipalities, workplaces, universities,stadiums, retail centers, multifamily condominiums and rental communities, OBE Power has managed to save more than 360 metric tons of GHG from the environment, generating positive Carbon Credit Income for our host partners. OBE Power brings a wealth of experience as the leading provider of EV Charging a Service solutions in the region. At OBE Power,we are honored for the opportunity to submit our proposal to the City of Fort Worth for consideration. Submitted by: OBE Power Networks 1 LLC Address: 1951 NW 7 Ave, Suite 600, Miami, FL 33136 = Contact: Alejandro Burgana, Managing Director Telephone: (305) 546-5407 -- Email: abur-an, a)o1)e1)o,,y�r.c:um ignat re 2 08E POWER TABLE OF CONTENTS P-ge 3. Project Understanding ................................................................................. 04 4. Qualifications and Experience ..................................................................... 06 S. Work Plan .................................................................................................................. 11 6. Itemized Planning Budget ....................................................................................... 18 7. Business Model ............................................................................................. 19 8. Statement of Project Commitment .............................................................. 21 Exhibit A, Certificate of Insurance of OBE Power Exhibit B, Certificate of Insurance of SVW, local subcontractor Exhibit C, Florida Statutes 366.94 - Electric Vehicle Charging Stations. Miami- Dade Ordinance Relating to Zoning Sections 33-122.5 and 30-423, Off-Street Parking Requirements for Electric Vehicles 3 OBEWOwER 3. PROJECT UNDERSTANDING Provide a summary of the project issues. Include a short discussion of the intended approach that demonstrates that the proposer understands the issues and the team's ability to address them. Identify Ivey elements of the project and what special approach your firm will use to develop these elements. Also,identify any information or assistance required from City staff to accomplish each step in the process. OBE Power is dedicated to accelerating the transition into E-mobility.The company is actively building a smart distributed ecosystem of EV charging stations and related services, and it stands out by providing both property hosts and EV drivers the best user experience with its proprietary EV Charging as a Service solution (EV CaaS). OBE Power's multi-sided digital platform is built to be at the intersection of infrastructure, smart-city technology, clean renewable energy and efficiency. OBE Power owns and operates over 240 EV charging points spread across municipalities, workplaces, multifamily condominiums,entertainment destinations, mixed use, health care and educational locations.World-class host customers include City of Miami (MPA), City of North Miami, Miami-Dade County, Carnival Cruise Lines, Royal Caribbean, Marlins Park, Jackson Memorial Hospital, Related Group, Cushman and Wakefield, Property Markets Group, FirstService Residential and Nova Southeastern University, among others.At a pace of adding a new charging port every 2 days, OBE Power has demonstrated ability to scale to multiple locations and execute concurrently. OBE Power's role is to offset the risk, responsibility,and management of the EV charging as a service (EV CaaS) from our hosts: developers, municipalities, property managers,parking operators and commercial properties.This in turn accelerates EV infrastructure adoption by hosts, and with that EV adoption. We are then able to scale with our hosts to various sites, as adoption grows. OBE Power offers the expertise of its dedicated management team of six members with deep knowledge and expertise in the areas of renewable energy, e-mobility, open technology platforms, data management,asset management,user experience maximization and branding&advertising, in order to ensure the success of the EV charging project at the City of Fort Worth. OBE Power's proposal for the City of Forth Worth includes the supply, installation, activation and management of fifteen (15) level-2 smart EV charging stations, installed at twelve (12) City's owned and/or operated locations. The site selection includes ten of the suggested locations in the RFP package and two additional locations: The City Hall located on 200 Texas Street and the Bob Bolen Public Safety Complex located on 505 W. Felix. The complete list of pre-selected locations for the installation of dual port EV charging stations is as follows: 4 OBE W OWER # Location Name City Dept. On Street/ Dual-port EV EV Off Street Charging Charging Stations Ports 1 Houston Street Garage TPW Parking Fund Off 2 4 2 Will Rogers Memorial Center Public Events/TPW Off 2 4 _ 3 Riverside City Hall Property Mana=ement Off 2 4 4 Commerce Street Garage TPW Parking Fund Off 1 2 5 Botanic Gardens Parks Off 1 2 6 Fort Worth Zoo Parks Off 1 2 7 Crockett&Foch Transp&Public Works On 1 2 8 East 3rd&Main Trans p&Public Works On 1 2 9 East Regional Library Library Off 1 2 10 Meacham Airport Aviation Off 1 2 11 City Hall City Management Off 1 2 12 Bob Bolen Public Safety Cm lx Police Department Off 1 2 12 Total 15 30 OBE Power proposal to the City of Fort Worth considers full reimbursement of energy costs, the payment of Carbon Credit Income to the City and revenue share from Branding & Advertising. For detailed schedule, please refer to Section #7. OBE Power-will implement both a highly competitive EV charging rate for regular users, currently 30% cheaper than gas, and a Preferred EV Fleet charging account for the City, with additional discounts and benefits.Additional details in Section #7. The term of the Service Agreement is twelve (12) years, starting on the date of the activation of each EV charging location,with annual renewals after that. OBE Power assumes there is access to electric power-within a moderate distance (less than 150 feet) from the preselected locations. The final specific location of the EV charging stations will be based on final site surveys per site. OBE Power-is subcontracting a local certified electrical contractor for installation,permitting,activation and maintenance of the units.All installations will be executed in accordance with of the City of Forth Worth's Building Department guidelines. Finally, for the complete success of the EV charging prograrn, it is essential that the City create and implement statutes that make it is unlawful for a person to stop, stand, or park a vehicle that is not capable of using an electric charging station within any parking space specifically designated for charging an electric vehicle. Such statute or ordinance should specify enforcement/penalty in instances when a police or parking officer- finds a motor vehicle in violation of this necessary law, i.e. the office shall charge the vehicle owner with a non-moving traffic violation. Please reference to Exhibit#3 for existing Florida and Miami- Dade County laws on the books. 5 OBEWOWER 4. QUALIFICATIONS AND EXPERIENCE An organization chart for proposed team, including any subcontractors, must be included. Discuss the qualifications, experience, reputation, and financial soundness of the Responder, project manager,and principle team members on similar projects. Specific experience with City projects and public-private partnerships,in addition to experience with EV charger installations,should also be included. Responders should provide brief project summaries of up to 3 examples of previous projects of similar scale and scope, including any relevant partnerships with public agencies (if applicable), limited to no more than 1 page per project. Project summaries should include key contact name(s) and phone numbers/addresses of references. Resumes for key staff can be added as an attachment. OBE Power's mission is to accelerate the transition over and beyond e-Mobility.We believe in co-creating with our employees,subcontractors, customers, and community a sustainable, equitable world. OBE Power is assigning to the City of Fort Worth the same management team that has successfully designed, installed, activated and manages more than 70 EV CaaS projects at private and public host locations. All subcontractors (certified electrical contractors and striping&signage contractors mostly) are hired locally at the city hosting the EV Charging as a Service project. For the City of Fort Worth, OBE Power is subcontracting Security Vault Works, commonly known as SVW for site survey, installation,activation and maintenance tasks of the City's EV charging network.With national footprint, the company has performed about 1,500 service and maintenance calls for ChargePoint stations to date. Recent installations with the public sector include level-2 and DC fast charging stations installed at Phoenix AZ and Corpus Christi TX. SVW's local office is located at 3403 Century Circle in Irving,TX. Key team members of the management team assigned to this project are: o Alejandro Burgana, Managing Director, OBE Power o Luis Paul, Managing Director, OBE Power o Julia Wilkinson, CRO, OBE Power o Rogelio Achon, CTO, OBE Power o Mike Gibaldi, Project Manager, OBE Power o Toi Hannah, Project Manager,SVW OBE Power management team will provide strategy, project management, contractor supervision &oversight, final station activation & programming, training of City's staff and onsite property management, parking operators and security.They will stay involved at all levels necessary once the EVSE amenities are operational all the way through the end of the Contract term and any extensions.The company will work with City's staff and property 6 OBEI POWER management in the training and support of the online reporting portal and will remain involved in the design, upgrades and operation of the custom reporting online portal. Irving's SVW professionals will be responsible for the installation, connection and commissioning of the EVSE in the City's designated locations.SVW will also service any repairs or warranty needs that may arise during the Contract term. Once the EVSE is installed and activated, SVW will be responsible for painting stripes and installing signage that will clearly marls and identify the designated EV charging spaces. OBE Power EV Charging as a Service (EV CaaS) projects with public-private partnerships: Name Charging Points Status EV CaaS Miami Parking Authority- Marlins Park 3rd Base Garage 4 Active Miami Parking Authority-Marlins Park 1S'Base Garage 2 Active Miami Parking Authority-Marlins Park Home Plate Garage 2 Active Miami Parking Authority-Knight Center Garage 2 Active Miami Parking Authority-Miami-Dade College Station Garage 2 Active Miami Parking Authority- ackson Memorial Hospital 4 Active City of North Miami-Town Center 2 Active Palm Beach Count - Government Center Garage 6 Active Miami-Dade County-West Lot Garage 4 Active Miami-Dade Count -Cultural Center Garage 2 Active Miami-Dade County-Hickman Garage 4 Active Miami-Dade County-Overtown Transit Village 4 Under Construction Miami Parking Authority-Jackson Memorial Hospital West 4. Under Construction Sub-Total Municipalities &Government Agencies 42 Other OBE Power EV Charging as a Service projects with private partnerships: Worlc laces Name Charging Points Status EV CaaS Aventura Optima Plaza 4 Active Carnival Cruise Line H s 8 Active PFR Doral 2 Active Royal Caribbean Cruises H s 6 Active UM Life Science and Technology Park 2 Active Plaza at Las Olas Stiles H 4 Active The Main Las Olas 14 Active Sub-Total Workplaces 40 Multifamily & Mixed-Use Developments Name Charging Points Status EV CaaS Nine at Mary Brickell Village 2 Active Icon Las Olas Related 4 Active One Fifty One Biscayne 4 Active 7 OBE(POWER Mystic Pointe 4 Active One Miami 4 Active Riverview Tower 2 Active 2000 Williams Island 2 Active Graham 6621 Main Street 2 Active Biscayne Beach 4 Active Turnberry Towers 4 Active Icon Bay 4 Active Atlantic 111 4 Active River Landing 12 Active River Landing 10 Under Contruction Paseo de La Riviera 14 Active Brickell Town House 2 Active Two Midtown Condominium 2 Active Hyde Beach House Related 2 Active Society Las Olas(Property Markets Group) 6 Active MB Station 2 Active Peloro Condominium 2 Active Skyline on Brickell 2 Active Blue Lagoon Condominium 2 Active Sanctuary at Dora[ 2 Active Graham 6600 Main 2 Active 1010 Brickell 2 Active Ivory 214 4 Active Envy Pompano 4 Under Construction Ponte Verde Condominium 2 Under Construction Ten Aragon 2 Active Eden House 2 Active Casata Austin,TX 2 Under Construction Bank Lofts 2 Under Construction Com son Place,1500 Gateway 2 Under Construction Com son Place,N Congress Ave 2 Under Construction Aventura Parks uare 4 Under Construction Residences at Lakehouse 2 Active Sub-Total Multifamily&Mixed-Use 130 Colle es & Universities Name Charging Points Status EV CaaS Nova Southeastern University ASL Garage 4 Active Nova Southeastern University HPD Garage 4 Active Nova Southeastern University-Clearwater 2 Active Nova Southeastern University- Residence Hall 2 Active Sub-Total College and Universities 12 Destinations Name Charging Points Status EV CaaS W nwood Garage 4 Active The Warehouse District 2 Active Sub-Total Destinations 6 Total EV CaaS points with Private Sector 188 8 OBE POWER The following references are for similar-projects with public-private partnerships: 1) Miami-Dade County Yoel Del Rosario, Internal Services Department Parking Operations Manager 200 NW 2nd Ave., Miami, FL 33128 yoeLdelrosarioCtmiamiciadegov, (305) 375-4101 Contract amount: $0 cost to MPA; $210,000 value/investment by OBE Power Service date: Jan 2021 - 2036 (new 15 year terms added as locations added) Scope of work: Design, consulting, permitted electrical make-ready work to bring power to designated EV charging parking spaces, installation, activation, management, network administration, maintenance, software, electronic payment management for public access to smart, universal, Level 2 EV charging stations - 14 ports across 4 properties in downtown center of County. Press releases and media references: The Miami Herald: https://www.rnianlillerald.com/news/localJenvironnlent/article254623897 htnll WSVN Channel 7: }laps://wsvn.(:otil/news/Iocal/nriailli-lade-unveils-public-electric-car-charging=program/ CBS 4 News: https://I11Jailli.cl)slocal.coill/2021 f 09/30 f own-an-electric-yehicle-miaini-dade-COUIIty- launches-public-ev-charging-pi-ogram,/ Biscayne Bay Tribune: (reposted in Aventura News and South Miami News) lltps:J/cominunitynewspaper5 com/biscayne-bay/mayor-levine-cava-flips-the-switch-on- caunLys-public-ev-charging-program-by-partnering-with-obe-power El Nuevo Herald: httLs:/Zwww.elnuevoher�tl(L(,Otii/tioticias/sw•-de-la-floricla/article254617077.htn l 2) Miami Parking Authority (City of Miami) Anna Parekh, Real Estate& Procurement Specialist 40 NW 3 St, Miami, FL 33128 aparekh0iniam ilia rking,com , (305) 373-6789 ext 297 Contract amount: $ 0 cost to MPA; $240,000 value/investment by OBE Power Service dates: Feb 2018 - open ended (new 5-year terms added as locations added) 9 OBE POWER Renewal/extensions: 2 locations have been subsequently added to original contract Scope of work: Design, consulting, permitted electrical make-ready work to bring power to designated EV charging parking spaces, installation,activation, management, network administration, maintenance,software,electronic payment management for public access to smart, universal, Level 2 EV charging stations- 24 ports across 8 properties in downtown Miami. 3) Palm Beach County Jake Leech, Ph.D.,Analyst, Office of Resilience 2300 North Jog Road, West Palm Beach, FL 33411 pleech(Wphcgov.org, (561) 233-2441 Contract Amount: $0 upfront cost to County; $4,125 annual cost for 6 charging ports; $60,000 value/investment by OBE Power Service date: Aug 2021 -Aug 2026 Scope of work: Installation, activation, management, network administration, maintenance, software, electronic payment management for public access to smart, universal, Level 2 EV charging stations - 6 ports in Government Center Garage The following reference for similar EV CaaS projects should also be considered: 4) Nova Southeastern University Felix Leon, Project Manager, Office of Facilities Management 3301 College Ave., Ft. Lauderdale, FL 33314 fleon a nova.edu, (954) 262-8821 Contract amount: $ 0 cost to NSU; $120,000 value/investment by OBE Power Service dates: Feb 2018 - open ended (new 8-year terms added as locations added) Renewal/extensions: 2 locations added to original contract so far Scope of work: Installation,activation, management, network administration, maintenance, software, electronic payment management for public access smart, universal Level 2 EV charging stations- 12 ports in 4 garages spread across two campuses 10 ODEWOWER S. WORK PLAN The work plan should describe and define in a specific, concise,and straightforward manner the proposed approach to achieving the objectives and accomplishing the tasks described in this request for proposals. The plan should describe tasks to be undertaken for Phase 1, with recommended approach to scope and implementation of Phase 2, including the role for each team member.This section will present a project schedule that is fast but feasible,with quick ramp-up for Phase 1. A desired schedule is outlined in section 4. In addition, the work plan should include the following: The typical projected timeline per location in 12-14 weeks.The wildcard variable is usually the permit processing, which in this case we assume to be 2-4 weeks. Project schedule can be detailed as follows: WI WZ W3 W4 W5 W6 W7 WU W9 Wit) Wll W12 W13 W14 Engineering Permit processing Procurement Electrical Supplies Procurement EV Charging Stations Electrical Project EV Charging Station Installation Striping&Signage Final permit Inspection and Approval Charging Station Activation&Setup Based on similar projects with municipalities that involve multiple locations, OBE Power projects to kick-off a new project-location every two weeks, for a total completion schedule of Phase #1 in 36 weeks. In other words, the first location will be activated in week#14, and then a new location will be activated every other week for a period of S months. 1 2 3 •1 5 6 7 11 9 1 1 1 1 1 1 1 1 1 l 2 2 Z Z 7. Z Z 2 2 3 3 3 3 9 7 3 0 1 Z 3 4 5 6 7 It 7 0 1 'L :1 4 5 6 7 It 9 0 1 2 3 4 5 6 91r MI 511.•N 2 Sltr 10 S11c N•1 S11r 115 511r 116 511r 117 SO 00 SR 119 511r N 10 MW N 11 Slw N 12 — For the Term of the Agreement, EV charging stations will be covered by Assure warranty that covers Parts and Labor.The proposed smart, universal ChargePoint Stations are continuously and proactively monitored via cloud-based network. Status updates are in II OBE(POWER real-time on the web-based admin interface and via push alerts. When a station becomes unreachable (not communicating over the network) or in fault-state, our technicians begin the process of determining the cause,and once the cause is established begin the remediation process. Issues are often discovered by our network services before the property manager is aware of them. In most cases, the station is remotely rebooted, and service fully restored and no onsite intervention is necessary. If the remote reboot does not address the issue,we will dispatch a technician within 24-48 hours (pending need for replacement parts) for repair at no cost to the City. 5.1 Technical &Site Proposal: The technical &site proposal section should include a summary of the proposed technologies, general proposed site design, and curbside and off-street configurations that would be used for installations.This may include graphic examples, concept-level site plan examples,and/or a narrative summary.This should also include details on proposed EV charging technology, including but not limited to the number,technology type,customer interface, i proposed configuration (such as orientation to the street),and sign &marking for parking designated for changing. In addition, the proposal should include measures to minimize negative *� impacts and reduce conflicts with vehicles, cyclists,and pedestrians. OBE Power recommends the use of ChargePoint CT4000 Dual Port Level 2 Commercial Charging Stations available in both bollard and wall mount configurations.The dual port configuration reduces amount of conduit needed in the make ready construction phase, allows for a more elegant installation and can be installed to service two or four parking spaces. The CT4000 is rated for outdoor usage and complies with both UL 2594 and SAE J1772 specs for universal EV charging.These stations are EPA Energy Star Certified. These level-2 stations require AC Input (208V to 240VAC) @ 32 Amps (connect to dual-pole 40A breakers). The resulting power output for EVs is between 6.6kWh and 7.2kWh. Charging units come standard with 18-foot cords and self-retracting cable management systems, both in bollard and wall mount configurations.The CT4000 operating temperature range is -22F to 122F.These stations come standard with 5.7" LCD display providing driver instructions,video advertising and station status. 12 OBE�POWER 5.2 Performance Metrics and Outreach & Monitoring Plan: This section should identify performance metrics, evaluation techniques, reportable data types, customer surveys,and provide a sample of an online data dashboard or other data report. This section should include a proposed approach for sharing data and performance with the City. The outreach discussion should describe tactics and approach to engage a spectrum of local residents,businesses, and community members for input on the project and feedback on proposed sites. OBE Power has developed an open architecture technology platform that allows for the integration of multiple hardware configurations from both Open Charge Point Interface (OCPI) and Open Charging Point Protocols (OCPP), from the most trusted brands in the EV market,such as ChargePoint (OCPI) as well as EVBox, Siemens and ABB (OCPP), as shown below: Driver Host CPO 'Advertisers Fleets UIillties4 Other Platforms o Cal r(iji I POWER Mlddlewaro OUP 1.65oltware othe,cola and mWdleware V2G mdener{y management synem soltwmo OCPI OCPP I l a, IEVgOfK SIEMENS Au Host I 1-Inal 2 Hnst a Hosl n Another advantage of the open architecture technology platform is that is allows for the integration with other e-Mobility platforms, such as scooter and e-bikes charging solutions, as well as EV sharing services. OBE Power is already in conversations with several e- mobility solutions on this ]rind that can be a complement to this project. Engaging our stakeholders is critical to our mission and firm culture. We connect with local residents,businesses,and community members as we enter new markets through in- person and virtual educational campaigns on the many reasons why going electric is easy, convenient, fun and important for the environment. To foster meaningful intimate discussion, we have hosted "lunch and learns" for stakeholders ranging from developers, architects, property managers, NGOs,and community members. 13 The City will be provided a customized, real-time host portal that clearly organizes all EV charging related data on easy-to-read graphs that include the following information: • Charging Ports, organized by location • Charging Station Status: (available, charging, watch list, needs service) • Number of Charging Sessions • Energy Utilization • Financials: o Energy Reimbursement o Carbon Credit Income • Environmental Impact: o GHG savings o Gallons of fuel displaced o Gas Free Miles o Trees Planted. In addition, this Host Reporting Portal will allow the County to generate and export additional reports for more detailed usage data. We also leverage pop-up activations at our host properties to engage residents and the community. In example, we have brought different models of electric vehicles to prospective and/or live sites to educate the community on how EVs work to overcome anxieties on adoption. We work with local artists to paint environmentally inspired art at our stations that draw attention to the importance of e-Mobility. Also we leverage online surveys, frequent check-ins with our hosts,and social media to connect with and get feedback from our customers and community. 5.3 Proposed Service Map: Concept-level map identifying initial proposed locations, or priority areas, for proposed installations,based on the City's map of potential areas identified in Appendix C. Sites should focus on commercial and mixed-use corridors. This map should be accompanied by a brief summary of methods and/or key criteria that informed site selection, such as adjacent uses, land use densities, or considerations based on the proposed service model. Note that once Responder(s) are selected,the City anticipates evaluating sites in greater detail and confirming sites in collaboration with the Responder and based on community input, prior to project permitting. OBE Power's sustainable business model relies on reaching adequate levels of utilization at each host location where the company deploys EV charging stations.This occurs where charging stations are located at convenient places where most people live, work, play and learn. Based on this premise, the company has successfully reached the highest average utilization for charging networks in the US. 14 OBE POWER With more than 40,000 EV charging sessions registered to date across our EV charging network,the company has learned that most daily EV charging activity occurs at these convenient locations in urban settings.The average charging session lasts 3 hours, and occurs while drivers continue with their daily activities, whether it is working, studying, entertaining or simply sleeping overnight. This average session cost$6.15 to drivers and occurs a couple of times a week. Even though this RFP asked for 10% of total charging ports to be DC fast, the company has learned that the City of Fort Worth could benefit from the addition of DC fast chargers from companies participating in the grant program administered by the Texas Commission of Environmental Quality (TCEQ) with funds received from the Volkswagen State Environmental Mitigation Trust. Therefore, this proposal is centered on smart and distributed level-2 charging solutions. There are areas with great potential where the RFP suggests on-street chargers,such as 601 Avenue & Pennsylvania, in the Medical District. However, our preliminary analysis found that there is limited on street parking and widely available parking lots and garages in the area.Therefore,we suggest the City to consider the deployment of EV charging stations at these off-street parking locations instead. Using the company's proprietary algorithm and methodology that combines EV registrations, population density, traffic patterns, real estate developments,workplaces and retail centers, we have analyzed each of the 27 recommended locations, added a couple of suggested locations and came up with the following list of 12 locations to deploy the first series of 15 dual-port level-2 EV charging stations on City's owned and operated locations. # Location Name City Dept. On Street/ Dual-port EV EV Off Street Charging Charging Stations Ports 1 Houston Street Garage TPW Parking Fund Off 2 4 2 Will Rogers Memorial Center Public Events/TPW Off 2 4 3 Riverside City Hall Property Management Off 2 4 4 Commerce Street Garage TPW Parking Fund Off 1 2 S Botanic Gardens Parks Off 1 2 6 Fort Worth Zoo Parks Off 1 2 7 Crockett&Foch Transp&Public Works On 1 2 8 East 3rd&Main Transp& Public Works On 1 2 9 East Regional Library Library Off 1 2 10 Meacham Airport Aviation Off 1 2 11 City Hall City Management Off 1 2 12 Bob Bolen Public Safety Cmplx Police Department Off 1 2 12 Total 15 30 15 OBEWOWER These 12 City owned/operated locations are summarized in the following map: Engle Mountain s 96 raver: c' colleyvil '�Ili•AMLNf I!.I n'. Saginaw Watauga Fort Worth Nature Center J7 North ?n3 Bed & Refuye Melody Hills Richland Hills Lakeside e 3i3 Hurst f' � G+l M I akc. Worth &i;i Richland Hills io b. 1 Haltorn City � a � River Oaks White CD l8 © _ _ -.SIX F Settlement Q�Q,rth Westover Hills 0 7 ao J r Fort Worth Loo,Q l! "' ii� � ,ac SHO It1UG1_Ln IIII.I. �- Pantegc 377 783 WORT 11 IIIIt.111 '-. ^'V nus II ii Senbrook lit © 287 Edgeciiff Forest 1-1111 Village M, Kennedale Fverman Based on preliminary considerations, there are 7,082 electric vehicles registered in the City of Fort Worth, representing 13% if the of the EVs registered in the State of Texas. However, the City has only 40 public charging stations,which equates to a port attachment rate of 0.5 charging points for every 100 EVs. For reference purposes, the average port attachment rate in Texas is 9%.This phase #1 of the project will considerably bring the well needed charging infrastructure to the City of Fort Worth. 5.4 Other information: This section documents equipment functionality, interoperability, resiliency,and data security which could be beneficial for selecting Responder or could be part of the business model. OBE Power takes data security very seriously. That is why we chose ChargePoint CT4000 units for this project. ChargePoint handles thousands of credit card payments on our network and follows strict internal rules and meets industry standards to keep personal information private&safe. 16 OBEWOWER The recommended CT4000 commercial charging stations include built-in 4G LTE modem and connect to the ChargePoint cloud over a private, encrypted VPN connection using the cellular data network. M2M VPN cellular networking is more secure and completely isolates the charging stations from the local IT infrastructure,which is strongly recommended by the Payment Card Industry. ChargePoint is PCI Certified as both a Service Provider and Merchant and audited annually by a 3rd party QSA. The current Attestation of Compliance is available upon request. ChargePoint has an internal IT process for all employees to follow if job responsibilities involve working with sensitive information. These employees go through yearly compliance training,as required to maintain PCI compliance. ChargePoint's management platform is housed by Amazon Web Services (AWS).Amazon AWS holds the following certifications: CSA, ISO 9001, ISO 27001, ISO 27017, ISO 27018, PCI DSS Level 1,SOC 1, SOC 2, and SOC 3. Amazon AWS and ChargePoint are both GDPR compliant. For resiliency considerations, OBE Power is also planning to leverage the charging network as a distributed virtual power plant. Our network of EV chargers will soon be bidirectional, allowing us to provide Vehicle to Home (V2H) and Vehicle to Grid (V2G) services to local utilities, for peak demand response and resilience during crises.Some of the damage of the 2021 Texas power crisis could be mitigated by using the battery storage of Electric Vehicles to power-homes and businesses during centralized power outages.As a single electric vehicle can power a home for 2-3 days, thousands of EVs connected to the EV charging network can supply the power needs of a city during energy peak demand hours. 17 OBEWOWER 6. ITEMIZED PLANNING BUDGET The successful Responder should provide an itemized planning-level budget, including a breakdown of anticipated costs for the project. The intent of this budget is to allow for City evaluation of cost-benefit of the various types of curbside charging technologies and site configurations. The budget shall be used for evaluation purposes, but is understood to be an anticipated, conceptual budget prior to confirmation of site-specific considerations. OBE Power estimates the investment of the following planning budget for the successful installation of 15 dual port EV charging stations at 12 different City's owned and/or operated locations,as described in Section #3. This budget is subject to change after specific site survey visits per location,which will be executed at no cost to the City after the City's favorable decision to award the project to OBE Power. Item Unit Price Quantity Total Dual Port EV Charging Station from $7,210 15 $108,150 Char ePoint Network Service Plan (price per port) $1,105 30 $33,150 Assure Warranty for Parts and Labor $2,495 15 $37,425 Installation and Validation $1,500 15 $22,500 Shipping $250 15 $3,750 Signage &Striping $850 15 $12,750 Engineering $1,500 12 $1B4O00 Electrical Make Ready (Parts&Labor) * $15,000 12 $180,000 Permit processing $300 12 $3,600 Total $419,325 18 OBE(POWER 7. BUSINESS MODEL Please submit one proposed public-private business model for the project for the City, including initial and future deployment plans. Please propose a revenue share model as requested in Appendix A. Please provide the Responder's ability to secure a sustainable project financing. Please outline how the financial statements will be shared with the City to verify profits or lack thereof. OBE Power proposes to supply, install, operate and maintain fifteen (15) smart and universal Level 2 dual-port EV charging stations (30 total charging ports), model ChargePoint CT4000, to be installed at designated EV Charging spaces at selected City- owned and operated locations. The electrical infrastructure will be provided by the OBE Power at no extra cost to In consideration for the upfront investment in electrical infrastructure, smart EV charging hardware and supporting technology platform, the OBE Power requires to execute a Service Agreement with the City for a Term of twelve years,starting with the activation of each EV charging point, with annual renewals after the completion of the Term. Billing Policy to general EV Drivers (employees, public,visitors): OBE Power shall have the right and discretion to establish a fair market rate billing policies and retain all payments directly from EV Drivers for connection sessions at charging stations. This billing policy will be adjusted from time to time to meet EV driver's needs and to remain competitive. For reference, current billing policy is $0.31/1{Wh while charging + 30 min of grace period after vehicle fully charged (free) + $2.05/hr idle time after the grace period (maximizes availability of chargers) Preferred City Fleet Billing Policy to the City of Fort Worth: 20% discount over general public EV Drivers billing policy. For reference, the current Preferred City Fleet billing policy is: $0.25/kWh while charging-> EQUIVALENT TO $0.08 PER MILE + 60 min of grace period after vehicle is fully charged (free) + $1.64/hr idle time after the grace period (maximizes availability of chargers) Full Reimbursements of Energy Costs: On a quarterly basis, OBE Power will reimburse the City for the direct cost of electricity associated to the EV charging activity based on (i) the electrical consumption data obtained from the EV Charging Portal reports, multiplied by (ii) the County's property's electrical 19 OBEW OwER rate for such period. In order to obtain this rate per location, a designated representative from the City should upload the electric bills to the City's EV Charging Portal. Please note this Reimbursement of Energy Costs is equivalent to approximately 30% of the charging revenue. The CT4000 smart EV charging stations have digital meters built-in that can accurately report energy consumption in real time which precludes the need to install separate meters. c] r'OI21 the �nV11 ,i1R1('nC ( 1;/�, ; ;;;iG) as a c 1rec _ rr ping stations at the selected locations. GIIG sav- I Re Branding and Advertising revenue share for the City: OBE Power shall have the right and discretion to sell or commercialize branding and video advertising to be displayed on the charging station(s) and related signage provided to the City by OBE Power. The branding&advertising revenue-share schedule would be as follows: 0 10% for Years 1 to 4 0 20% for Years 5 to 8 0 30% for Years 9 to 12 Branding and advertising content excludes tobacco products,x-rated movies, adult bookstores,massage parlors, pawn shops, tattoo parlors, check cashing stores and any other material that is discriminatory, libelous, lascivious, or obscene. Location-based exclusivity: The City shall prohibit any EV charging services at the selected locations that could directly or indirectly compete with the EV Charging as a Service provided to the City by OBE Power, to the extent permitted by applicable laws and regulations. Spaces designated for EV Charging Only: Please note that in most States, it is unlawful for a person to stop,stand, or park a vehicle that is not capable of using an electrical recharging station within any parking space specifically designated for charging an electric vehicle. OBE Power expects the City to enforce EV Charging only restrictions to designated spaces. OBE Power proposes the use of dual-port EV charging stations,so the resulting number of charging ports per location will be even. Initial deployment and program growth: The sustainability of OBE Power's proposal to the City is based on the utilization of the EV charging stations.Additional EV charging station will be added, as mutually agreed with the City, based on the data from the utilization reports. 20 08E POWER 8. STATEMENT OF PROJECT COMMITMENT This section should include a statement that the Responder has sufficient staff resources and capability to perform the work contained within the Request for Proposal within the specified time frame. As it was described in Section #3, OBE Power is dedicated to accelerating the transition into E-mobility. The company is actively building a smart distributed ecosystem of EV charging stations and related services,and it stands out by providing both property hosts and EV drivers the best user experience with its proprietary EV Charging as a Service solution (EV CaaS). The company currently owns and operates over 240 EV charging points spread across municipalities, workplaces, multifamily condominiums, entertainment destinations, mixed use, health care and education locations. OBE Power is aggressively expanding its national footprint into the Southeastern US and Texas,and presenting its EV charging as a Service to municipalities and new developments across this region. OBE Power management team has managed the design, permit processing, installation, setup and activation of each one of the EV Charging as a Service projects presented above. Management teams has coordinated execution with subcontracted local engineers, licensed and certified electrical contractors and striping&signage contractors per location.These electrical contractors have passed rigorous training sessions with ChargePoint in order to properly implement installation protocols,activate warranties and offer-maintenance services when needed at every Host property. For the Term of the Agreement, EV charging stations will be covered by Assure warranty that covers Parts and Labor. The proposed smart, universal EV charging stations are continuously and proactively monitored via cloud-based network. Status updates are in real-time on the web-based admin interface and via push alerts. When a station becomes unreachable (not communicating over the network) or in fault state, our technicians begin the process of determining the cause,and once the cause is established begin the remediation process. OBE Power's multi-sided digital platform is built to be at the intersection of infrastructure, smart-city technology, clean renewable energy and efficiency. Host portals and drivers app have been designed to maximize user's experience. At OBE Power,we look forward to the privilege of working with the City of Fort Worth in its efforts to implement clean transportation solutions for the benefits of its citizens and future generations. 21 OBE(POWER EXHIBIT A CERTIFICATE OF INSURANCE OF OBE POWER 00L POWER EXHIBIT B CERTIFICATE OF INSURANCE OF SVW 23 OBE APO WER EXHIBIT C FLORIDA STATUTES 366.94 - ELECTRIC VEHICLE CHARGING STATIONS (3)(a) It is unlawful for a person to stop, stand, or park a vehicle that is not capable of using an electrical recharging station within any parking space specifically designated for charging an electric vehicle. (b) If a law enforcement officer finds a motor vehicle in violation of this subsection, the officer or specialist shall charge the operator or other person in charge of the vehicle in violation with a noncriminal traffic infraction, punishable as provided in s. 316.008(4) or s. 318.18. MIAMI-DADE ORDINANCE RELATING TO ZONING SECTIONS 33-122.5 AND 30-423, OFF-STREET PARKING REQUIREMENTS FOR ELECTRIC VEHICLES Secs. 30-423 Penalty for misuse of parking spaces designated for electric vehicle charging: (2) No person shall stop,stand, or park a vehicle within any parking space designated for charging of electric vehicles where charging equipment has been installed, or otherwise block access to such parking space,unless that vehicle is connected to electric vehicle supply equipment, as defined in section 33-122.5, provided, however,that this restriction shall not apply to any person who makes use of an EVSE Space that is specifically assigned to, or wholly owned by, that person. (3) Whenever a law enforcement or parking enforcement officer finds a vehicle in violation of this section, the officer shall: (a) Have the vehicle relocated to any lawful parking space or facility, whether by the owner, operator, or other person responsible for the vehicle,or by involuntarily means such as towing. Whenever a vehicle is relocated,any cost of such relocation shall be charged to the owner, operator, or other person responsible for the vehicle, and may be made a lien against the vehicle if not paid in the time permitted; or (b) Charge the person in violation with a noncriminal traffic infraction. (5) Violators of this section shall be punished by the maximum fine for a non-moving violation pursuant to chapter 318, Florida Statutes. 24 Exhibit"B" The Sites # Site Name City Department Parking Type Sector!Region Site Address 1 B anic Gardens Parks off a.reet Cull,iral Disrir�'West?¢h 3223 Bo-anic Gardens 81 P.verside Ci-f Hall Property Managercerrt Off:37reet Cenral Business Dis:jict 1 CO tier 1 Place 3 City Hall TPIN On Sweet Cen7al Susiness Bistrict 1CO3 Throckmorton S�eet 4 Crockett&Foch TP,,V On S.Xeet Cultural Distric6^fJest-:h see'rscaion name 5 Bel knap a Jones TPIN On Sweet Central Business District see loc27an name 8 1 Eas_3rd 3 Mai P'.'o! 1 on S:reet Central Business District see bcajon name Cooper VV On Sleet Hospital:)is-ict see location name Site Map Q - Q 9 _ a v Exhibit"C" Insurance Requirements 1.1. Throughout the Term of this Agreement, Provider shall maintain a commercial general liability insurance policy, in the amount of not less than One Million Dollars ($1,000,000.00)per occurrence and two Million Dollars ($2,000,000.00) annual general aggregate, covering claims arising out of liability for bodily injury, death, personal injury, advertising injury and property damage occurring in and about the property on which the Site is located and otherwise resulting from any acts and operations relative to Provider operations at the site. Additionally, Provider shall cause its insurer to name the City as an additional Insured on Provider's Insurance Policy. Provider shall provide the City with a certificate of insurance regarding Provider Policy within thirty(30) days of execution of this Agreement. 1.2. Provider shall carry the following insurance coverage with a company that is licensed to do business in Texas or otherwise approved by the City: 1.2.1. Commercial General Liability a. Combined limit of not less than$1,000,000 per occurrence; $2,000,000 aggregate. b. Defense costs shall be outside the limits of liability. 1.2.2. Statutory Workers' Compensation and Employers' Liability Insurance requirements per the amount required by statute. 1.3. General Insurance Requirements: 1.3.1. All applicable policies shall name the City as an additional insured thereon, as its interests may appear. The term City shall include its employees, officers, officials, agents, and volunteers in respect to the contracted services. 1.3.2. The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in favor of the City of Fort Worth. 1.3.3. A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage shall be provided to the City. Ten(10) days'notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102, with copies to the City Attorney at the same address. 1.3.4. The insurers for all policies must be licensed and/or approved to do business in the State of Texas. 1.3.5 All insurers must have a minimum rating of A-VII in the current AM. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management If the rating is below that required, written approval of Risk Management is required. 1.3.6. Any failure on the part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirement. 1.3.7. Certificates of Insurance evidencing that the Consultant has obtained all required insurance shall be delivered to and approved by the City's Risk Management Division prior to execution of this Agreement. Exhibit"D" Project Financial Statement example Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Revenues EVSE $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 Advertising $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 Costs Electricity $7.00 $7.00 $7.00 $7.00 $7.00 $7.00 $7.00 $7.00 $7.00 $7.00 Maintenance $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 $5.00 Network $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 Transaction $2.00 $2.00 $2.00 $2.00 $2.00 $2.00 $2.00 $2.00 $2.00 $2.00 Net Revenue $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 Taxes 15% $0.45 $0.45 $0.45 $0.45 $0.45 $0.45 $0.45 $0.45 $0.45 $0.45 Project CF -$10.00 -$7.45 -$4.45 -$1.45 $1.55 $4.55 $7.55 $10.55 $13.55 $16.55 $19.55 Grants $2.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Rebate/credit $0.20 $0.20 $0.20 $0.20 $0.20 $0.20 $0.20 $0.20 $0.20 $0.20 Rev. Share $0.00 $0.00 $0.00 $1.35 $1.35 $1.35 $1.35 $1.35 $1.35 $1.35 $9.45 OBE CF -$7.45 -$4A5 -$1.45 $0.20 $1.85 $3.50 $5.15 $6.80 $8.45 $10.10 City of Fort Worth, Texas Mayor and Council Communication DATE: 05/10/22 M&C FILE NUMBER: M&C 22-0347 LOG NAME: 20ELECTRIC VEHICLE CHARGING STATION INFRASTRUCTURE SUBJECT (CD 2, CD 8, and CD 9)Authorize Execution of Agreements with CSG EV, LLC and OBE Power Networks 1 LLC for New Electric Vehicle Charging Stations at Selected Sites on Publicly Accessible City Right-of-Way and Off-Street Parking Lots RECOMMENDATION: It is recommended that the City Council authorize execution of agreements with CSG EV, LLC and OBE Power Networks 1 LLC to fund, design, install, operate, and maintain new electric vehicle charging stations at selected sites on publicly accessible City right-of-way and off-street parking lots with an initial seven-year term and options to renew for up to two (2)three-year renewal periods. DISCUSSION: On February 21,2017,the City Council approved Mayor and Council Communication (M&C)No. C-28116, launching an Electric Vehicle Charging Station Pilot Program through a collaborative effort of the Economic Development, Property Management,and Transportation and Public Works (TPW) Departments and authorizing an agreement with Revitalize Charging Solutions, Inc.for the installation and maintenance of an electric vehicle charging station at the Guinn School. After the agreement ended in February of 2019, the Property Management Department recommended developing an official, City-wide program through a competitive, public process(Informal Report No. 10257). In March of 2021, TPW began the process of establishing an electric vehicle (EV)charging station program. The program seeks to deploy a sustainable, City-wide EV charging station network to support the growing EV market.The program should also lead to lower emissions and further the City's air quality goals.The EV program is also anticipated to position the City at the forefront of the EV market transformation.The EV program will utilize private investments, leverage federal and state funding sources,generate revenue for the City, provide publicly-accessible EV charging stations for the City's citizens,and improve livability in the City. In September of 2021, City staff issued a Request for Proposals (RFP)for the design, installation, operation, and maintenance of publicly- accessible electric vehicle charging infrastructure on City-owned property or right-of-way (RFP No. TPW 2021). The goal of the program is to partner with one or more companies to provide a phased expansion of EV charging station infrastructure throughout the City. Potential locations for the charging stations include curbside metered parking spaces, off-street parking lots in the Central Business District, the Cultural District,the Medical District, libraries,the zoo, airports, public parks, community centers, and City-owned parking garages.The RFP was advertised in the Fort Worth Star-Telegram and forwarded to various vendors, consulting firms, and interested parties, both locally and nationally. The proposed agreements have no requirement for the expenditure of City funds. The companies shall be solely responsible for funding the EV charging stations through charging and advertising fees and through other funding sources such as loans,grants, rebates,or other incentives. In October of 2021, the City received proposals from six companies.A selection committee comprised of members from TPW Transportation Management, TPW Parking Management, the Economic Development Department, and Downtown Fort Worth, Inc. reviewed and ranked the proposals and selected four companies to interview. Based on the submitted proposals and interviews, the selection committee ranked the proposals and recommends awarding non-exclusive contracts to the two top firms: CSG EV, LLC, a subsidiary of Carbon Solution Group, LLC (CSG), and OBE Power Networks 1 LLC(OBE). Company (Total Score Rank CSG EV, LLC 11m1 0 OBE Power Networks 1 LLC 117.49 Volta Charging 7.23 0 Select Maintenance 6.66 14 Blink 116.45 0 Livingston Energy 116.39 CSG and OBE will provide Alternating Current Level 2 EV charging stations and Direct Current Fast EV charging stations for public use. Seven sites have been selected for each company,for an initial total of fourteen EV charging station sites. Each company will install and maintain one or multiple charging stations at their selected sites. A list and a map of the selected sites is included as an attachment to this M&C. The companies will cover the design, installation,and ongoing maintenance of the EV charging stations for the entire term of the agreement.CSG and OBE will, at their sole expense, ensure that the EV charging stations contain separately-metered electricity supply and will be listed as the customer of record for each meter. If the City elects to allow the companies to connect to an existing City meter,the companies will reimburse the City for any electricity usage. Each company will be solely responsible for monitoring EV charging station usage and for collecting all revenue generated from charging fees and advertising fees. Each company has agreed to pay to the City 10% percent of all gross charging revenue and 40% of any gross advertising revenue generated by the EV charging stations. CSG and OBE will issue the revenue share payment to the City annually and the revenue share will be deposited in the Parking Fund. The revenue impact to the City includes converting metered parking spaces to EV charging station spaces. The project is scheduled to begin in May 2022.The initial term of these agreements is seven years with two three-year renewal options at the City's descretion. The project is located in COUNCIL DISTRICTS 2,8,and 9. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendations and execution of the contracts,funds will be deposited into the Municipal Parking Fund.The Transportation and Public Works Department(and Financial Management Services)are responsible for the collection and deposit of funds due to the City. Submitted for City Manager's Office by- Dana Burghdoff 8018 Originating Business Unit Head: William Johnson 7801 Additional Information Contact: Tanya Brooks 7861 Expedited Signature: Email: Aziz.Rahman@fortworthtexas.gov