BAD RIVER BAND OF LAKE SUPERIOR TRIBE OF CHIPPEWA …

BAD RIVER BAND OF LAKE SUPERIOR

TRIBE OF CHIPPEWA INDIANSCHIEF BLACKBIRD CENTER P.O. Box 39 ● Odanah, Wisconsin 54861

Telephone (715) 682-7123 Natural Resources Department Fax (715) 682-7118

Bad River Tribe Ishkonige Nawadide Solar PV RFP Cover Letter

Dear ___

Attached please find the request for proposal for providing the Bad River Band of Lake

Superior Tribe of Chippewa Indians with Solar Photovoltaic System and Battery Energy

Storage System Installation and Financing Services. The project has been officially

named Ishkonige Nawadide, which in Ojibwemowin means “It Catches Fire”.

The project includes PV systems of about 525 kW DC and battery energy storage systems

of about 870 kWh at three sites with third party participant financing. The project is

supported by an almost $1 million US DOE grant. The local utility, Bayfield Electric

Cooperative, and their power provider Dairyland Power Cooperative, have raised no

concerns regarding the projects’ financing. The projects are to be commission-ready by

October 1, 2020.

The Tribe’s RFP distribution list is shared below. We encourage firms to form teams.

Firms can team with firms not included in the distribution list. We do request that this

RFP is shared only with firms seriously considering participating in the bid. RFP

recipients are permitted to share the materials with other likely team members, however,

please consider the RFP and the bid materials confidential.

We appreciate your interest in this project

Sincerely,

Daniel Wiggins JR

Project lead

Renewable Energy

Bad River Natural Resource Department

72682 Maple Street

Odanah, WI 54861

Phone: 715-682-7123 ext. 1553

Email:[email protected]

Niels Wolter

Back-up contact person

Madison Solar Consulting

2734 Kendall Ave.

Madison WI 53705

Cell: 608-216-4452

Email: [email protected]

mailto:[email protected]


BAD RIVER BAND OF LAKE SUPERIOR

TRIBE OF CHIPPEWA INDIANS CHIEF BLACKBIRD CENTER P.O. Box 39 ● Odanah, Wisconsin 54861

Telephone (715) 682-7123 Natural Resources Department Fax (715) 682-7118

American Microgrid Solutions

Geoff Oxnam [email protected]

Burns and McDonnell

Robert Wright [email protected]

Carlson Electric Dave Carlson [email protected]

Convergence Energy

John Kivlin [email protected]

Current Electric Chuck Smith [email protected]

Eagle Point Solar Jim Pullen [email protected]

Eland Electric Jessie Michalski [email protected]

Faith Technologies Steve Nieland [email protected]

GSD Solar John Young [email protected]

Johnson Controls Jeff Van Ess [email protected]

Jolma Electric Jeff Jolma [email protected]

Legacy Solar COOP Tony Hartmann [email protected]

Next Energy Solution

Folley Quinn [email protected]

Schneider Electric Scott Higgins, [email protected]

SunVest Kelly Jackson, [email protected]

Siemens Laura Malwitz, [email protected]

















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BAD RIVER BAND OF LAKE SUPERIOR TRIBE OF CHIPPEWA INDIANS

CHIEF BLACKBIRD CENTER

P.O. Box 39 Odanah, Wisconsin 54861

REQUEST FOR PROPOSALS

FOR

Ishkonige Nawadide Solar Photovoltaic System and Battery Energy Storage System Installation and

Financing

Bad River Band of Lake Superior Tribe of Chippewa Indians is seeking proposals through solicitation from qualified solar electricity and battery energy storage systems (BESS) installers and third-party participant (TPP) investors for three solar photovoltaic (PV) and BESS systems totaling approximately 520 kilowatts (kW) (total DC rated PV module capacity) and 870 kWh of BESS. The projects shall be ready for commissioning by October 1, 2020.

The systems are to be installed at three Tribal sites, as noted below.

Site Street Address PV System Size BESS Capacity (kW AC)

BESS Size (kWh)

Tribal Health and Wellness Center

53585 Nokomis Road, Ashland, WI 54806

300 kW DC 125 500

Waste Water Treatment Plant (WWTP)

54173 Birch Street, Ashland, WI 54806

200 kW DC 200 250

Chief Blackbird Administrative Building

72682 Maple St. Odanah, WI 54861

20 kW AC 60 120

All sites are in the electricity service territory of the Bayfield Electric Cooperative (BEC). The Bayfield Electric Cooperative, and their power provider Dairyland Electric Cooperative (DPC) have raised no objections regarding the project.

The PV/BESS financing strategy is expected to use third-party participant (TPP) investors to provide the up-front capital beyond that provided by the $999,099 US Department of Energy (US DOE) grant. The TPP must provide at a minimum a 50% cost share. TPP investors are anticipated to utilize federal tax benefits in a manner acceptable to the Tribe, the Internal Revenue Service (IRS), State law, and the US DOE grant.

The goal of the financing strategy is to provide the greatest possible positive cash flow to the Tribe over the entire term of the financing, including the project’s buyout year and ongoing cost-effective system operations.

It is anticipated that the Tribe and the TPP will enter into an Energy Services Agreement (ESA) for some number of years (between 7 and 15 years). After the ESA ends, the Tribe will buy out the remaining value of the PV/BESS systems from the TPP and become the owner and operator of the PV/BESS systems.

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The Tribe is likely to enter into an operating agreement with a third party to monitor, manage, operate and maintain the PV/BESS systems after buy-out.

The objective of this Request for Proposal (RFP) is to identify the most financially advantageous proposal for the Tribe from qualified solar PV and BESS installers and TPP investors (under the selection criteria herein) to design, supply, install, finance, commission, operate and maintain the solar PV, BESS, and micro-grid systems. The TPP/financial services provider and the PV and BESS installation provider(s) may be the same firm, or a partnership.

The Tribe is supported by the following consultants/experts:

• Mr. Bill Bailey, Cheq Bay Renewables

• Travis Simpkins, Amy Simpkins and Michael Wood, muGrid Analytics

• Niels Wolter, Madison Solar Consulting

The bid documentation also includes: An electronic file with the hourly load data for one-year from a comparable Health Care Clinic

Bayfield Electric Cooperatives electric rate tariff (Appendix 1). All three buildings are on the LP6 rate tariff. Only the Administration Building’s PV system will be net-metered with annual true-up. WWTP and Health Clinic’s excess generation will be sold to Dairyland Power through a PPA at avoided cost as per the Dairyland Power Cooperative’s Indicative Term Sheet (Appendix 2). The current avoided cost is listed in Section 2.

The Project is further described in Section 1 and Section 2.

The Bad River Band of Lake Superior Tribe of Chippewa Indians is a federally recognized Indian Tribe organized under Section 16 of the Indian Reorganization Act of 1934, U.S.C. Section 476. This entitles the Tribe to government pricing and exempts the Tribe from state sales and use taxes and from federal excise taxes. Therefore, price quotations should not include such taxes.

This Request for Proposals is open to all qualified, responsive bidders. Indian Preference will apply in the selection process in accordance with the Tribal Employment Rights Ordinance (TERO) or the Indian Preference Act of 1934 (Title 25, USC, Section 47), based on funding source requirements. For more information regarding TERO compliance please refer to Appendix 3. Questions regarding TERO, and if the TERO fee applies to the RFP, may be directed to the Bad River Band’s Human Resource office at 715-682-7111.

Firms or persons applying for Indian preference must provide evidence in its proposal of 51% or more Indian ownership. In addition, the firm or person must provide evidence of structure, management and financing affecting the Indian character of the firm. Documentation of and compliance with Indian Preference must accompany the proposal.

Please refer to Section 3 for further information.

Sealed bids must be labeled ‘Solar Photovoltaic System and Battery Energy Storage System Installation and Financing” and submitted by April 1, 2020 at 5:00 pm.

Bad River Tribe Chief Blackbird Center

Attn: Executive Secretary PO Box 39/72682 Maple St

Odanah, WI 54861 .

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Final proposals in response to this RFP must be mailed (five hard copies and one electronic). Responses to this RFP must be submitted in writing, signed by an authorized officer or an agent of the respondent. Tribe must receive five hard copies and an electronic PDF copy of the respondent’s package. Responses submitted after the proposal due date cannot be accepted, and responses that are incomplete or do not conform to the requirements of this RFP will not be considered.

It is strongly recommended that prospective bidders visit the project site and attend the bidders’ site visit. Interested bidders will view the sites during the site tour, which will be offered at the time and date shown below on the Project Schedule. If a bidder is unable to attend the site visit please contact Daniel Wiggins to schedule a site visit time (to be led by Tribal staff). During the site tour, bidders will be shown all buildings involved in the solar PV and BESS installations, can ask questions and request additional information (Ex: Financial Audit Reports, DOE Technical Volume, etc.). You must confirm your attendance by the time and date shown below with Dan Wiggins.

Project Schedule

Activity Date

Request for Proposals Issued February 25, 2020

Confirm Site Visit Attendance March 2, 2020, 5 pm CT

Bidders’ Site Visit March 9, 2020, 1 pm CT

Proposals Due April 1, 2020, 5 pm CT

Preferred Contractor Identified April 15, 2020

Contract Signed; May 1, 2020

All funds spent by and the projects are ready for

commissioning October 1, 2020

Questions regarding this project can be directed to Daniel Wiggins JR:

Daniel Wiggins JR Renewable Energy Bad River Natural Resource Department 72682 Maple Street Odanah, WI 54861 Phone: 715-682-7123 ext. 1553 Cell: 715-979-9161 Email:[email protected]

The back-up contact person is Niels Wolter Niels Wolter Madison Solar Consulting 2734 Kendall Ave. Madison WI 53705 Cell: 608-216-4452 Email: [email protected]

Proposals submitted in response to this RFP must respond to each of the areas identified herein, including obligations of each party as envisioned by the respondent. Proposals must provide sufficient information to enable the selection committee to understand the overall proposal and the services to be provided. The selection committee reserves the right to deem any proposal as non-responsive and to give it no further consideration. The selection committee also reserves the right to request clarification and or additional information from any respondent.



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Bid opening will be scheduled at Chief Blackbird Center, 72682 Maple St, Odanah, WI 54861, on April 1, 2020 at 5pm CT.

Any or all bids may be rejected when in the best interest of the Bad River Tribe.

Please refer to Section 4 for further information.

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Section 1: General Assumptions PV System and BESS Installation

Please provide a quote reflecting the PV and BESS specifications provided herein. The Tribe encourages bidders to provide an alternative quote based the bidder’s recommendations for optimizing the PV and BESS systems.

The solar PV and BESS systems are to:

• Be designed, specified, installed and operated to:

• Maximize electricity costs savings to the Tribe

• Maximize cost effective solar electric power production

• Operate as a micro grid, with the back-up generator, for providing reliable electricity service during grid interruptions

• Minimize maintenance, repair and replacement needs over the systems’ expected 30 operating years

• Allow easy access for operation, monitoring, maintenance, repairs and replacements

• Minimize system downtime

• Minimize the BEC’s interconnection costs

• Be easily operated and managed by the Tribe’s staff after they take ownership

• Meet the requirements of BEC when each site’s back-up generator is energized

• PV system, BESS and backup generator must operate together meet resilience objectives

• Use solar PV modules that:

• Have at least a 25-year production guarantee with at least 80% to 83% power output retained after 25 years

• Have at least a 10-year product warranty (greater than 10 years preferred)

• Are on The California Energy Commission’s list of “Incentive Eligible Photovoltaic Modules”

• Use PV inverters that:

• Have at a minimum, a 10-year warranty (greater than 10 years preferred)

• Are on The California Energy Commission’s list of “Incentive Eligible Photovoltaic Inverters”

• Meet UL 1741 Supplement A (i.e., are smart inverters)

• Record data and display over the internet via Ethernet connection

• Measure and record minute-by-minute solar power output

• Can display data via an Ethernet port connected to the internet

• Provide system fault notification, using emails and/or text messages, sent to the system’s owner and maintenance provider

• Use batteries that:

• Have at minimum performance guarantee of >60% of usable capacity after:

• 10 years, or

• Energy throughput of 2000x the rated energy capacity

• Any warranty that does not meet, or cannot be easily compared to the above minimum performance guarantee, should be explained in writing

• Are certified to UL 1642 and UL 1973 tray

• Use a battery control system with (applies only to Health Center and WWTP):

• Optimizable high-level dispatch algorithm that considers the retail energy price, retail demand charges, and the marginal cost of backup generator

• Simple logic such as maximizing self-consumption is not adequate

• Automatic and reliable transition to islanded micro-grid (seamless transition capability

preferred)

• Utilizes configurable protection relays to allow for changes in micro-grid loads or generation

• Appropriate and intelligent battery management systems (BMS) configuration to protect cells from operational and environmental hazards

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• Prefer capability to control or shed user specified loads such as HVAC

• Is interoperable on a potential larger micro-grid including all three buildings in this proposal,albeit with some necessary central control system and communication network additions

• Use a battery control system with (applies only to Administration Building):

• Automatic and reliable transition to islanded micro-grid

• Appropriate and intelligent battery management systems (BMS) configuration to protect cellsfrom operational and environmental hazards

• At minimum the following operating modes: (1) rudimentary peak shaving, (2) self-consumption,and (3) islanded PV micro-grid

• At minimum on/off control of standby generator

• Use a revenue-grade monitoring system that:

• Meets the needs of the TPP for billing the Tribe under the energy services agreement

• Use PV racking systems that:

• Have at least a 25-year product warranty

• Include all troubleshooting, testing, maintenance, repair and replacement services over the term of theESA

The selected bidder shall specify, install, operate, and maintain the PV/BESS systems to minimize the operating costs after the Tribe takes ownership. This may include purchasing long-term warranties, extra components, or other practices.

The selected installation provider/operator will train the Tribe’s staff at each site and provide a manual for operating, maintaining and repairing the PV/BESS systems for when the Tribe takes ownership.

The PV systems shall

• Have a DC/AC ratio of between 1.2 and 1.3

• Be fix mounted (non-tracking)

• Clinic and WWTP PV arrayso Be ground-mounted facing due south, tilting 35o-40o from the horizontalo Have their base at least 4 feet above the ground surfaceo Have a spacing between rows of no more than 30 feet

• The Administration building PV arrayo Is to be roof mounted on the building’s standing seam metal roof

The BESS shall:

• Is to be used to increase self-consumption and peak shaving in normal grid-connected operation andresilience during grid outages.

• Assume that the recommended energy capacity of the BESS is all useable

• Be installed considering applicable building, ventilation and environmental constraints

Assume that the Clinic and WWTP sites are cleared by the Tribe.

Informational Kiosks Each PV/BESS will include an informational flat-screen kiosk that monitors and collects data on how each system is operating. The monitoring shall be revenue grade. The monitoring systems will be for educational purposes, to gain operational insights and to collect revenue grade data. Monitoring shall include: PV generation, battery status, building use and flow of power. Data collection shall occur at interval of 1 minute at a minimum. Data shall be downloadable from remote sites. The Clinic and WWTP sites each have an eGauge Core monitoring system, that can be incorporated into the monitoring system, measuring the site’s electricity consumption. There is currently no monitoring at the Administration Building.

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Tribal Health and Wellness Center 53585 Nokomis Road

Helioscope Image of the Health and Wellness Center Showing a 300 kW DC array with 30-foot row spacing and 30o tilt from the horizontal.

Health and Wellness Center’s Preliminary One-line Diagram

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Other Project Characteristics

PV System Size 300 kW DC, ~240 kW AC

BESS Size 500 kWh, 125 kW AC

Standby Generator Size 200 kVA

Net-metered system No

Rate Schedule 6LP

Site’s electrical service, see Appendix 4 1200 A, 120/208 V, 3-phase, 4 wire

Hourly load data Provided separately as an electronic file

Load Description Offices, medical clinic equipment, kitchen, HVAC, MRI scanner unit

Waste Water Treatment Plant (WWTP)

54173 Birch Street

Helioscope Image of the WWTP’s 200 kW DC array with 30-foot row spacing and 30o tilt from the horizontal.

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WWTP’s Site Plan

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Some of the site has been filled with construction wastes. Fill may include large concrete chunks and other construction waste materials. WWTP Preliminary One-line Diagram

Other Project Characteristics

PV System Size 200 kW DC, ~160 kW AC



Net-metered system No

Rate Schedule 6LP

Site’s electrical service, see Appendix 5 800 A, 277/480 V, 3-phase, 4-wire

15-minute load data 31 kW average, 60.8 kW peak

Load Description Motor loads (480 Vac 3ph): 20 A blower (1), 17.4 A effluent pump (2), 15 A motive pump (2), 15 A blower (3), 12 A electric heater (4), 10 A motive pump (2), coincidence of loads depends on WWTP control system. Maximum 164 kVA, 198A.

Chief Blackbird Administrative Building 72682 Maple St.

Helioscope Image of a 24 kW DC array

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PV System Size ~24 kW DC, 20 kW AC



Net-metered system Yes

Rate Schedule LP6

Site’s electrical service 1200 A, 120/208 V, 3-phase, 4-wire

15-minute load data Not provided

Critical Load Description Lighting, boiler control, HVAC blowers, HVAC controls, computer UPS

Admin Building Preliminary One-line Diagram

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1. Code and Standards

• PV systems and BESS must meet or exceed all relevant building, electrical and fire codes, including: o National Electric Code (2017) o International Fire Code (2018) o International Building Code (2018)

• Modules and racking must comply with wind uplift requirements per the American Society of Civil Engineers Standard for Minimum Design Loads for Buildings and Other Structures, and must be able to withstand design wind speeds of at least 100 mph (3-second gusts).

• System installation must conform to Occupational Health and Safety Administration (OSHA) directives.

• The selected installation contractor shall work with Tribal and Federal agencies, along with local utilities to make the following applications and obtain the necessary permits:

o Utility Interconnection Applications for Dairyland Power Cooperative and Bayfield Electric Cooperative

2. Certified Solar Electric System Installer

• The lead installer for the system must be a NABCEP certified PV system installation professional in good standing. The NABCEP certified PV system installation professional must be identified in the bidder’s proposal.

3. US DOE Conditions/Requirements

• Buy-American Condition should be considered.

• The project must meet the Davis-Bacon Act.1 The Davis-Bacon Act governs Federal wage requirements.

4. Requested Support Services

1 For more information: www.energy.gov/gc/downloads/desk-guide-davis-bacon-act-0

http://www.energy.gov/gc/downloads/desk-guide-davis-bacon-act-0

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Beyond the standard design, installation and TPP financial services, the selected bidder will have to:

• Work with Dan Wiggins, Tribal Staff and other project team members, as appropriate, to finalize all project specifications and contracts

• Complete and submit interconnection applications to BEC2 including: o Coordinate with Dan Wiggins, other Tribal staff and project team members when completing the

interconnection application forms o Be available to answer questions, provide additional information, etc., to BEC o Attend the utilities’ interconnection testing and/or commissioning of the systems, if requested by the

utility o Provide other standard procedures as needed for successful installation, financing, commissioning

and operation of the solar systems

5. The Tribe has adopted the Tribal Employment Rights Policy Compliance Plan, which is incorporated herein by reference and within Attachments (Please see Appendix 6). Contractor, as a provision of the Agreement must comply with the requirements of the Policy.

6. Insurance and Bonds

The Contractor performing the installation and maintenance services:

• Maintain worker’s compensation insurance as required by Wisconsin Statutes for all employees engaged in the work.

• Maintain commercial liability, bodily injury and property damage insurance against any claim(s), which might occur in carrying out this agreement/contract. Minimum coverage shall be one million dollars ($1,000,000) each occurrence / two million dollars ($2,000,000) general aggregate liability for bodily injury and property damage including products liability and completed operations. Provide motor vehicle insurance for all owned, non-owned and hired vehicles that are used in carrying out this contract. Minimum coverage shall be one million dollars ($1,000,000) per occurrence combined single limit for automobile liability and property damage. Maintain an Installation Floater covering labor, materials and equipment to be used for completion of the work performed against all risks of direct physical loss, excluding earthquake and flood, for an amount equal to the full amount of the improvements.

• The Tribe reserves the right to require higher or lower limits where warranted.

• Demonstrate access to construction bonds or provide other alternative method for insuring complete and timely installation of the project.

• Upon request by the Tribe, the Contractor is required to provide a Certificate of Insurance with a minimum

60-day cancellation notice, from an insurance company licensed to do business in the State of Wisconsin.

The Tribe will have the Certificate of Insurance on file for the duration of the project.

• Furnish performance and payment Bonds, each in an amount at least equal to the Contract Price as security

for the faithful performance and payment of all Contractor’s obligations under the Contract Documents.

These bonds shall remain in effect at least through the Contractor’s warranty period.

• Refer to Appendix 7, item 24 for the Tribe’s Contract General and Supplementary Conditions.

Section 2: TTP Financing Data and Assumptions The Tribe is interested in having the project’s financing using third party financing.

2 Note, the Tribe submitted preliminary interconnection applications for the WWTP & Health Clinic sites in late November 2019.

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Data and Assumptions

Item Assumption Comments

Solar resource data Ironwood, Michigan, tmy3 Weather conditions along Lake Superior are variable, Ironwood, MI weather and snow fall is similar to that in the Bayfield area

PV array snow cover and soiling assumptions

April to October: 3% November: 10% December: 30% January: 35% February: 30% March: 10%

PV System annual degradation rate

0.5%/year

Grant funding: o The US DOE Grant of

$999,099 supports the project’s capital costs

o The project’s consultants are able to support the projects’ implementation.

US DOE Grant: $999,099

US DOE requires that the funds

are spent and the PV/BESS

projects are ready for

commissioning3 by October 1st,

2020. Per the USDOE the TPP

cannot receive tax benefits on

grant amount.

Solar system liability and property/casualty insurance

Cost covered, or reimbursed to Tribe, by the TPP

Electric Rate for all Sites

Usage charge: $0.10/kWh Monthly demand charge: $12.10/kW summer (June to August), and $10.10 winter (September to May)

Bayfield Electric Cooperative’s 6LP rate

Parallel Generation Rate for PV systems larger than net metering4 (for power delivered to the grid)

Rate is $0.028/kWh

Dairyland Power Cooperative’s avoided cost

Annual utility electricity price escalation rate for both usage (kWh), demand (kW) savings, and monthly fixed charges for the DG interconnection

2.5%

All PV/BESS system O&M, replacement, testing, updating, trouble shooting, and similar costs prior to buy-out

To be covered by the TPP While the TPP owns the majority of the PV/BESS systems, the Tribe is to have no expenses for the PV systems. This includes, for example, updating monitoring systems when the Tribe changes out a server.

All PV/BESS system O&M, replacement, testing, updating, trouble shooting, and similar costs after buy-out

Assume it continues to be provided by the bidder’s team and that cost is paid by the Tribe

3 The actual commissioning may take longer. 4 BEC’s net metering limit is 20 kW AC

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System buyout date and price Must meet all federal (IRS and USDOE) requirements

Options for multiple TPP ownership period should be provided (at minimum end of years 6, 10, 15, 20 and 25)

Tribe’s insurance cost 0.35% of system’s installed cost in year one

After the Tribe takes ownership

Inflation 3%/year For insurance, O&M costs, etc. (Not for electricity costs.)

Discount rate 5%/year To be used in net present value calculations

TPP Provider’s Insurance Requirements

• Refer to Appendix 7, item 24 for the Tribe’s Contract General and Supplementary Conditions. 1. The TPP provider shall have:

Commercial general liability insurance

• For the Health and Wellness Center and the WWTP with limits not less than $2,000,000 for injury to or death of one or more persons in any one occurrence and $2,000,000 for damage or destruction to property in any one occurrence, $4,000,000 in the aggregate

• For the Chief Blackbird Administration Building with limits not less than $1,000,000 for injury to or death of one or more persons in any one occurrence and $1,000,000 for damage or destruction to property in any one occurrence, $2,000,000 in the aggregate

• Or that meets Wisconsin Statute PSC 119.05. 2. Worker’s compensation and employer’s liability insurance, in compliance with Applicable Laws with limits of not less than $1,000,000. 3. Replacement cost property insurance against systems loss, with limits not less than the installed cost of the PV systems. Section 3: List of the RFP Components Please clearly number each section for our ease of evaluation. 1) Transmittal Letter – Please provide a statement signed by a party authorized to sign binding agreements

for projects of the type contemplated herein – the letter shall clearly indicate that the respondent has carefully read all the provisions in the RFP. Please include information as to your company’s ability to meet the installation timeline and what could prevent your company from meeting the deadline.

2) PV/BESS Systems Product/technology description Respondents shall provide information (below) about both the recommended components, technologies and materials and about the components, technologies and materials that meet the Buy American Condition.

1. Describe each PV and BESS system, including one-line drawings of each system

2. State that the systems will comply with all the requirements of Section 4 or list the items that would not comply and state why.

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3. Describe the main technologies (modules, inverters, BESS, controls, protection devices, racking and monitoring) that your company proposes for this project and why those technologies would be in the best interest of the Tribe.

4. For each technology selected describe any other benefits your system provides that other

technologies may not provide.

5. For each technology please provide information about any potentially adverse effects. Please describe.

b) Warrantees

1. What are the warranty periods and types for: (1) Modules (2) PV Inverters (3) Racking (4) Batteries (5) Battery control system (6) Monitoring system

c) Installation, Operation and Maintenance Team and Services

1. Describe your team and the services that would be provided during the TPP’s ownership period. The Tribe is to have no expenses for the solar systems during the period that the TPP is a part owner.

2. Describe additional O&M and replacement services that you could offer after the Tribe takes full ownership.

3) PV/BESS System Financing Provided by the TPP

a) Describe the TPP’s financing structure 1. Describe how the Federal Investment Tax Credit for Renewable Energy will be monetized to benefit

the Tribe 2. How does the financing structure optimize the project’s economics for the Tribe and for the TPP

b) Describe how the US DOE grant will be used. Including: 1. What share of the PV/BESS system will the Tribe own during the ESA contract period? 2. How will the US DOE grant effect the PV/BESS system buyout price?

c) Describe the source(s) of the TPP’s project financing. Including:

1. What are the types and sources of equity and debt financing? 2. Is the equity from individuals, trusts, corporations, or other? 3. If debt (of some form) is used, is it from individuals, banks, finance companies, or other?

d) Provide a sample of the required legal documents that will be used, including as appropriate:

1. Site access agreement 2. PV system ownership agreement 3. LLC operating agreement 4. Energy Services Agreement 5. Other

e) Describe the specifics of the TPP’s proposal, including:

1. the Tribe’s year-one ESA rate per kilowatt hour (kWh) 2. How the actual BESS/PV system benefits will be monitored (using revenue grade monitoring

systems) and that information shared with the Tribe 3. How the ESA rate is determined from the BESS/PV system benefits 4. How the ESA payments will be adjusted for the Tribe’s actual BESS/PV savings and benefits

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5. Annual escalation rate of the ESA 6. Initial term (years) of the ESA and buyout price 7. Solar service agreement extension options at end of initial term, buyout cost and removal options

f) Describe Tribe’s annual expected annual costs and savings, for the recommended PV and BESS systems and for PV and BESS systems meeting the Buy American Condition5, over the next 25 years, for each site: 1. Provide annual, and cumulative cash flows over 25-years (Appendix 8 provides a sample

template), including: (1) Use of the US DOE grant (2) ESA payments- expressed as the cost per kWh of solar power generated (3) System buyout price (4) Annual electric usage (kWh) savings after system buyout (assume no contract extension) (5) Annual electric demand (kW) savings after system buyout (assume no contract extension) (6) Tribe’s estimated annual routine O&M and component replacement cost after buyout (7) Tribe’s annual insurance cost after buyout

2. 25-year discounted net present values (NPV) for each system, for the proposed term and for 7, 10, 15, 20 and 25 years

3. For: (1) The PV/BESS system, as specified above (2) The PV/BESS, as specified above, with micro grid capabilities (3) The PV/BESS system that you recommend

(a) Please summarize how each project’s technical specification would be modified

g) Please provide the economics (25-year NPV) of each system if was 100% owned by the Tribe. Assume that the Tribe is unable to use the ITC, and tax depreciation and would arrange 10-year financing at a 3% interest rate (Please use other relevant assumptions summarized in Section 2.)

4) Project Risks (if not included in the sample legal documents)

a) Summarize and discuss the projects’ risks, including: 1. Installation (delayed, over budget, etc.) 2. Operational (operating the PV/BESS system) 3. Technical (the project’s technical components and the entire PV/BESS systems, including

communication systems) 4. Financial (higher interest rates than expected, failure of the TPP….) 5. Weather (cloudier, or snowier than expected) 6. Other

b) How will these risks be minimized? c) How will each risk be shared between the installation firm(s), the TPP, insurance company, and the Tribe?

5) Project Guarantees (if not included in the sample legal documents) a) Provide written guarantees for the minimum performance of the PV/BESS systems and, how the

guarantee payments will be determined

6) Insurance a) Describe, and if appropriate, attach samples of the insurance coverage for the:

1. PV/BESS installation firm 2. TPP 3. Tribe

b) Describe property insurance approach and requirements.

7) Project Schedule

5 If meeting the Buy American condition does not effect the project cost, then only one cash flow analysis needs to be provided.

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Provide a project schedule indicating dates for the expected milestones, with each task referenced as well as a start and completion dates for the project (an example schedule is attached as Appendix 9). If meeting the Buy American Condition changes the timeline, please also provide that project schedule.

8) References

a) Provide four installation references for commercial PV projects, at least two of which were in excess of 200 kW DC, and at least two of which include BESS of 100 kW AC or more, that have been completed by the bidder in the last 5 years. The details needed for each system: 1. Location of system 2. Size of system 3. General description of system 4. Contact information (phone and email) for someone at the system site or responsible for the system

and familiar with your work

b) Provide two solar project financing references for projects that used the same or similar TPP structure The details needed for each system: 1. Location of system 2. Size of system 3. General description of the TPP structure 4. Contact information (phone and email) for someone at the system site or responsible for the system’s

financing and familiar with your work 1) Construction Contract Form

Respondents shall provide a blank copy of their standard construction contract form. Any contract must include the RFP, and the selected bidder’s proposal. The contract must meet the requirements of the Tribe. Please refer to: • Appendix 7 for the Tribe’s Contract General and Supplementary Conditions

• Appendix 10 for a Sample Construction Contract 2) Conflict of Interest

Identify any potential conflicts of interest that the TPP, their investors or the installation firm and its staff have with Tribe staff

Section 4: Evaluation Criteria The principal evaluation criterion includes the following:

Criteria

1. Meeting the requirements outlined herein

2. The projects’ financial performance per the financial metrics noted herein

3. Components selection and their warranties

4. Prior experience installing, operating and financing similar PV/BESS systems

5. Ability to finish on time: systems fully permitted, interconnected, commissioned, financed, and placed in service

6. Terms of the Project Financing

The selection committee reserves the right, at its sole discretion, to accept a response that does not satisfy all requirements but which, in the selection committee’s sole judgment, sufficiently demonstrates the ability to produce, deliver, design, permit, install and satisfy the major requirements set forth in this RFP. The selection committee reserves the right to interview any or all respondents to this RFP, or to ask for additional information or clarifications. The selection committee expects to complete its evaluation process to select qualified contractors but reserves the right to change key dates and action as the need arises.

19

20

Appendix 1 – Bayfield Electric Cooperative Current Electric Tariffs

RATE CHANGE

KWH KWH KWH KW KW KW KW KW

BOARD

APPROVED:

1/17/2018

SUMME

R

NON

SUMMER

SUMMER

NON

SUMMER

ON

PEAK

OFF

PEAK EFFECTIVE: 1/1/2018

I JUN-

AUG

SEP-MAY JUN-AUG SEP-MAY

GENERAL SINGLE-PHASE RATE-RESIDENTIAL $ 36.00 14.0 12.5

GENERAL SINGLE-PHASE RATE-SEASONAL/1RES $ 36.00 14.,0 14.0

SINGLE PHASE -SM COMM. UNDER 36000 1RSC LESS THAN

75KVA

$ 36.00 14.0 14.0

SINGLE PHASE -SM COMM OVER 36000 20RSC OVER 76KVA $ 36.00 12.1 10.6

SINGLE PHASE IRRIGATION CONTROLLED IRRCT $ 36.00 9.0 9.0

DUAL SERVICE 4

DS

$ 54.00 14.0 14.0

GENERAL 3 PHASE 75 KVA OR LESS STPH $ 86.00 14.0 14.0

GENERAL 3 PHASE 76 KVA OR GREATER SLP $ 111.00 14.0 14.0

LARGE POWER SERVICE -6LP $ 76.00 10.0 $ 12.10 $ 10.10

LARGE POWER PEAK ALERT 7LPPA $ 111.00

10.0 $6.00 $ 58.00 $ 27.80

LARGE POWER TIME-OF DAY 26CR $ 86.00 N/A 10.0 $9.00 $3.00

CONTROLLED WATER HEATER SERVICE WH $

5.0

0

9.4

CONTROLLED DUAL FUEL SERVICE DF $

5.0

0

9.0

CONTROLLED STORAGE TYPE SPACE HEATING HS $

5.0

0

7.9

All three tribal buildings are on tariff Large Power Service – 6LP as highlighted above.

21

Appendix 2 – Dairyland Power Cooperative Indicative Term Sheet

The following non-binding term sheet includes a summary of the potential terms and

conditions for a renewable energy Power Purchase Agreement (PPA) that Dairyland Power

Cooperative staff may be willing to recommend to Dairyland senior management, provided

that, among other things, all due diligence deemed necessary is completed to our satisfaction.

The terms and conditions outlined herein are not intended to be all inclusive, but rather set forth

a general framework from which a mutually satisfactory transaction might be structured. This

is not a binding commitment nor an offer or agreement to purchase energy or to enter into a

PPA, nor does this term sheet contain all of the necessary terms and conditions for such an

agreement. Dairyland Power reserves the right in its sole discretion to modify the pricing and

other terms in this term sheet, and the applicability and terms of its renewable energy

programs, at any time and for any reason. The pricing, terms and conditions for a binding

PPA shall be determined only in a final and complete written power purchase agreement

signed by an authorized representative of Dairyland Power.

Facility Type and

Location:

A solar photovoltaic powered electric generating facility (the

Facility) is owned by the Bad River Tribe (the Seller) and located

on the Seller’s tribal lands in Ashland County, Wisconsin.

Nameplate Capacity

and Total Net Output:

The total net output of the Facilities is approximately 500 kW (DC).

Interconnection: The Facilities owner has an Interconnection Agreement with

Bayfield Electric Cooperative (the Cooperative) and is responsible

for all interconnection-related costs.

Retail Electric Service: The Cooperative provides partial retail electric service

requirements.

Power Purchase: The Facility owner shall sell the excess delivered energy and

recognized capacity produced by the Facilities to Dairyland Power

effective on the commercial operation date.

Renewable Attributes: The renewable attributes shall be retained by the project owner.

Term: The term of the PPA shall be from the commercial operation date of

the Facilities and the length of the agreement shall be one-year and

automatically renewable for additional one-year periods.

Bad River Tribe Solar

Power Purchase Agreement

Indicative Term Sheet

22

Price: On and after the commercial operation date, Dairyland Power shall

pay the Facilities owner for the excess energy and recognized

capacity delivered to Dairyland Power based on its avoided cost as

it is updated from time-to-time, in accordance with the Public Utility

Regulatory Policies Act (PURPA). Dairyland Power shall purchase

all trial energy at the same price.

Payment: Dairyland Power shall provide the Facilities owner with an

accounting and payment for energy on a monthly basis. Dairyland

Power requires electronic payment instructions.

Net Metering: The purchase shall not constitute a “net metering” relationship.

Metering: The metering package shall be provided, owned, maintained, and

read by the Cooperative.

Insurance: Dairyland Power and the Cooperative shall require a copy of the

owner’s liability insurance certificate, in the required amount,

listing both Dairyland Power and the Cooperative as additional

insureds on the policy.

23

Appendix 3 – TERO Compliance Plan

24

Project___________________________________

Date_____________________________________

Contract Amount $_________________________

*************** COMPLIANCE PLAN ***************

____________________________________________________

NAME OF COMPANY SIGNING THE COMPLIANCE PLAN

______________________

CONTRACT AMOUNT $

ANY CONTRACTOR/SUBCONTRACTOR NOT SUBMITTING AN ACCEPTABLE

COMPLIANCE PLAN MAY BE DENIED THE RIGHT TO COMMENCE OR CONTINUE

BUSINESS WITHIN THE RESERVATION.

COMPLIANCE PLAN RESPONSIBILITIES

25

Pursuant to section 2.0: Every employer of two or more employees and every contractor or subcontractor

obtaining a contract of $10,000 or more shall submit an acceptable Compliance Plan on how they will meet their

obligations and responsibilities under the Tribal Employment Rights Policy before commencing work on the

Reservation.

Section 1, Paragraph 1.1, Coverage and scope:

Coverage: It is understood by all parties that the intent of the Tribal Employment Rights Policy is to

secure a Native American Preference workforce. Therefore all skill or craft job positions, that require the use of manual labor or the use of hand tools, will be filled by qualified Native American Preference applicants. No Non-Native American Preference employee will be used on the project, except where cleared through the Tribal Employment Rights Director before start-up operations begin.

a. Clearance shall be granted for Non-Native American Preference personnel if: • There isn't any qualified Native American Preference applicant

available at time of request. • Key personnel and/or core crew employees will be used on the project

as defined here within. 2. Opportunities for supervisory personnel shall be filled with qualified Native

American Preference applicants where practical. 1. Hiring: If qualified and available 100% of the work force shall be Native American Preference

applicants for the duration of the project.(Attachments #1 and #7) 2. Payroll hours worked: At no time shall the Native American Preference work force hours fall

below the percentage of Native American Preference workers on the payroll and/or a minimum of 50%. 3. Training programs: Training Programs will be initiated for craft or skill jobs if the Native

American Preference workforce hours, for each craft or skill that falls below the 50% minimum. Wages for Training Position shall not be less than 50% of Journeyman pay or minimum wage laws.

a.i) Bureau of Apprenticeship Training Program requirements shall be applicable where practical.

Paragraph 1.2 Contractors and Subcontractors:

1. All Native American Preference requirements contained in the Policy shall be binding on any

and all contractors and subcontractors regardless of tier, and shall be deemed part of all contract or subcontract specifications let and/or signatory documents.

2. The employer agrees to accept the initial and primary responsibility for insuring all contractors

and subcontractors comply with these requirements.

Paragraph 1.3 Minimum Numerical Goals and Timetables for Native American Employment:

7. The employer agrees to hire a minimum percentage or number of Native American Preference

employees according to the goals established for each craft, skill, job classification, etc., used by the employer and shall include Administrative, Supervisory and Professional categories. (Attachment #7)

8. These percentage(s) and man-hours shall be reviewed by the Personnel Office annually and shall

be revised as necessary to reflect the number of Native American Preference applicants available or changes in the employer hiring plans.

9. The employer agrees to submit a monthly report to the Personnel Office indicating how he/she

is meeting the Native American Preference Goals, all persons hired or discharged during the month, the

26

positions involved, and any of the information required by the Office and/or Director.

Paragraph 1.4 Training:

• Training Programs will be developed and initiated in all various Job Classifications used by the employer where a minimum of 50% Native American Employee Ratio are not used in each building trades craft or skill, but shall include administrative, supervisory and professional categories, where practical.

• Minimum Native American Preference Trainees in each craft or skill shall be maintained through

ratios established by the Federal Department of Labor, Bureau of Apprenticeship standards where Federal Laws require Training Programs approved by the Federal Department of Labor for the duration of the project.

• All apprentice wage rates shall not be less than laborer wage rates used on a project.

Paragraph 1.5 ,Job Qualifications and Personnel Requirements:

• Each Employer is prohibited from using Job Qualifications criteria or personnel requirements which bar Native American Preference from employment, unless such criteria or requirements are required and listed in the directory of Occupation Titles under Bona fide Occupational Qualifications (BFOQ) and are required by business necessity.

o Each Employer will complete an Employment Request form for all personnel used on the project. Only Bona Fide Occupational Qualifications (BFOQ) will be recognized by the Personnel Office as qualifications for business necessity required by the employer.

o Employers who employ more than two employees may designate key personnel who are regular permanent employees in a supervisory or other key position(s). But only the first and thereafter every seventh employee will be employed as key personnel or core crew by an employer (attachment #1). All other positions shall be filled with qualified Native American Preference applicants. If qualified Native American Preference applicants cannot be obtained then Native American Preference Training Requirements may be initiated along with a clearance for Non-Native American Preference Personnel.

c. At no time shall core crew and/or key personnel displace Native American Preference Employee(s) and /or potential Native American Preference Employee(s) by performing work outside their normal classification.

d. The following are examples of, but are not conclusive, Bona fide Occupational Qualifications. (a.i.1) Minimal Qualification Standards; (as listed in the directory or

Occupational Titles) (a.i.2) Bonding requirements; (when handling cash) (a.i.3) Passing drug test; (when requiring by all personnel) (a.i.4) Criminal Records; (when for Law Enforcement or handling cash) (a.i.5) Physical Requirements; (for business Necessity) (a.i.6) Past Employment Discharges; (pertaining to any illegal or fraudulent

Act in employment)

e. It is understood that the employer shall retain the right of determining

whether an applicant and/or employee meet minimum qualifications and the Burden of

Proof shall fall on the complainant if challenged by any party.

Paragraph 1.6 Layoff and/or Terminations:

1. Required Native American Preference ratios to core crew personnel (1 to 6) or percentages will be

27

maintained throughout the length of projects. 2. No Native American Preference employee shall be terminated or receive a Layoff without good cause.

Good cause termination shall be defined as: failure to adequately perform the job, failure to follow orders, any illegal or fraudulent act pertaining to employment or any act which puts the employer or the employees in an unsafe position or positions.

3. All layoffs of Native American Preference Employees shall be in a reasonable and fare fashion. 4. Layoffs shall occur when there is not adequate work or when the employer has a cash flow shortage

necessitating a reduction in the work force. 5. All layoffs shall be in same order of hiring in reference to core crew and the Native American Preference

workforce.

Paragraph 1.7 Promotion: Preferential consideration for promotional opportunities shall be given to Native

American Preference Employees.

Paragraph 1.8 Summer Students: Preferential consideration for Native American Preference students shall be

given by the employer for summer employment where practical.

Paragraph 1.9 Native American Preference Requirements in Awarding Prime Contracts and Subcontractors:

1. Employers shall give preference in the award or contracts to Native American-Owned businesses. For the purpose of identification a Native American registration number is required. The following information will be required from each owner claiming Native American Preference or other Native American-Owned business.

a. Name of the recognized tribe b. Enrollment number of Native American-Owning and managing business c. Tribal Agency address and phone number d. Present Local Address e. Statements and/or Documentation on Native American Preference business. f. Type of business structure and percentage of Native American Ownership.

Paragraph 1.10: Any business or Native American Owned business may bid as Prime Contractor, supplier, or subcontractors, but may not submit bids for a subcontract or supplier if bidding on the prime contract.

Section 2, Paragraph 2.1 Compliance Plans: All employers with two or more employees and all employers

obtaining a contract of $10,000 or more shall abide by this Hiring and Employment Compliance Plan.

1. Such plan shall strive to achieve a 100% Native American Employment goal in each job classification. 2. When key personnel and/or core crew are being used by an employer, all other job opportunities shall be

filled by qualified Native American Preference applicants. If other applicants are cleared for employment because qualified Native American Preference applicants were not available, then, the cleared employee shall accept the position offered under a "Limited Term Agreement" with the understanding of training a Native American Preference applicant to replace this individual, where practical.

3. Each employer shall submit a workforce report (attachment #1). This report shall meet workforce goals

(attachment #7) with approval of the TERO Director before start-up.

28

Paragraph 2.2 Revision of Compliance Plans; Monthly Reports: This section will be used as a monitoring report

to assure full compliance to the Compliance Plan and/or Ordinance.

1. Reports: Employer reports shall be submitted on a daily, weekly, or monthly basis to the TERO Director. 2. By mutual consent of both the employer and the Director, compliance plans may be revised or amended

to address problem areas of concern.

Paragraph 2.3 Final approval of Compliance Plans: All Compliance Plans shall obtain Final Approval from the

TERO Director within thirty days of start-up operations. Tentative approval may be obtained from the TERO

Director for start-up purposes.

Paragraph 2.4 Non-Compliance or Violations: If the employer fails or refuses to comply with the compliance

plan requirements here in or with the terms of its compliance plan as written, such non-compliance shall be

deemed a violation of the ordinance and subject to sanctions provided for in section 4 of the policy.

Paragraph 2.5 Compliance by Unions:

1. Each employer who is signatory to a Union must file a written Memorandum of Agreement stating the

Union will comply with the ordinance, its rules, and regulations. No employer may commence work operations until said memorandum of agreement is signed by said Union (s) and employer.

2. Memorandum of Agreement: The Employer may develop their own memorandum of agreement with

their signatory unions, but are required to include procedures for indenturing Native American Preference Applicants into the union and/or issuing temporary work permit. Also, the agreement must address a direct referral process, training program, endenturement and a cooperative statement from the union on related TERO requirements.

Section 3, Paragraph 3.1 Complaints and Hearings: Notice: On all hearings requested the Director shall issue

all proper written notices to all parties stating the nature of hearing and proper procedures to be used. This notice

shall advise such parties of the violation, their required presence, their right to present testimony of witnesses or

other evidence, and their right t to be advised by council at their own expense.

Paragraph 3.2 Complaints Regarding Violations: Any Individual, Employer, or Organization that believes any

covered employer or its agents has violated or is in violation of the Policy or any Rules, Regulations, or Orders

issued to it may file a complaint in writing to the Director.

1. The Director shall investigate each and every complaint. 2. If upon investigation there is reason to believe a violation has occurred the Director shall proceed

pursuant to section 4 (Enforcement and penalties for violations.) 3. Within 20 days after the receipt of the complaint the Director shall provide the complaining party a

written report and the status of the complaint. 4. All complaints shall include the date, place, and circumstances of the alleged unlawful violation(s) and

shall be served upon the person(s) against whom the charge(s) are made within ten days. 5. Service may be made by registered mail or hand delivery with receipt.

29

Paragraph 3.3 Investigations: On its own initiative or pursuant to a complaint, the Director shall make such

public or private investigation as the Director deems appropriate and necessary to determine whether any

provision of the Ordinance or any rules, regulations, or orders have been violated.

Paragraph 3.4 Power to Require Testimony and Production of Records: The Director, or any designee may

subpoena witnesses, take evidence and require the production of books, papers, contracts, agreements, or other

documents, records or information which the Director deems relevant in any investigation.

Paragraph 3.5 Finality of the Decision-Appeal:

1. The decision of the Director shall be effective immediately and final when the time frame for filing a

notice of appeal has expired, twenty days. The appeal shall be taken by an aggrieved party to the Bad River Tribal Court as provided in section 5.0.

2. The Decision is final and shall be in writing and served by registered mail no later than thirty days after

the close of the hearing. Should the party fail to comply immediately the Director shall receive an injunction for relief from Tribal Court, pending the party’s appeal or expiration of the time for appeal.

Section 4, Paragraph 4.1 Enforcement and Penalties for Violations: The Director shall monitor and enforce the

policy and any rules and regulations, as follows:

1. Informal Settlement: If the Director has reason to believe a violation has occurred the Director shall issue

a written notice of violation to the alleged violator and they shall attempt to achieve informal settlement. If no settlement can reasonably be made, the employer shall be issued a formal citation and notice of non-compliance.

2. Formal Citation and Notice of Non-compliance: The Formal Citation shall set out the nature of the

alleged violation and specific steps that must be initiated to come into compliance. The violator shall be provided no more than five days to comply or to submit a written request for a hearing before the Director on the matter. This time may be shortened if irreparable harm will occur should the violation continue.

4. Bonding Monetary Schedules, (The employer shall comply with the Bonding Monetary Schedule.)

3. If a violator refuses to comply and has not submitted a written request for a hearing, within the five day

time frame, pursuant to section 4.1.2, the Director may seek to impose one or more penalties as outlined

in 4.2 penalties. If no settlement can be obtained the Director, after being fully advised on the matter,

may issue an order imposing such penalties it deems necessary under section 4.3 penalties.

Paragraph 4.2 Enforcement: Any Employer, Contractor, Subcontractor, or Union who is found in violation of

the Ordinance, its Rules, or regulations, or Orders of Director shall be subject to penalties outlined in section 4.3

penalties.

Paragraph 4.3 Penalties: Each day in which a violation exists shall constitute a separate violation with a

maximum imposed penalty of $5,000 for each violation.

Section 5, Paragraph 5.1. Appeals: Right to Appeal: Any party to a hearing shall have the right to appeal any

decision of the Director to Bad River Tribal Court by filing a notice of appeal within twenty days of the final

decision of the Director. Said notice must be in writing and filed in Tribal Court.

30

Paragraph 5.2 Scope of Review: The Tribal Court shall uphold the decision to the Director unless it is

demonstrated that said decision is Arbitrary, Capricious, Unsupported by the weight of the evidence or in excess

of Authority of the Director.

Paragraph 5.3 Method of Appeal: Upon serving a written notice of appeal with the Tribal Court, with a copy to

the Director, as specified within the twenty day time frame, the notice of appeal shall; (a) set forth the order from

which appeal is taken and (b) specify the grounds on which reversal or modification or order is sought; and (c)

be signed by applicant.

Paragraph 5.4 Abatement of Order on Appeal: All orders of the Director shall not be abated pending the outcome

of the appeal in Tribal Court, except where the court shall by its mandate specifically direct the Director as to

further action in the matter, including making and entering a pay order or orders in connection therewith and the

limitations or conditions to be contained therein

Paragraph 5.5 Bond of Appeal: The Director may petition and, for good cause shown, the court may order the

party requesting a hearing to post a Bond sufficient to cover monetary damages to assure compliance with

sanctions or remedial actions if the order is upheld in the court.

Section 6 Reporting and On-Site Inspections: Employers shall submit reports and other information requested

by the Director. The Director and his/her representative shall have the right to make on-site inspections,

investigations, and monitor any employer's compliance with the ordinance and rules, regulations and orders. This

may include the right to inspect and copy all relevant records of any employer, signatory union, or subcontractor

with the right to speak with workers and conduct investigations on job sites. As a Government entity of the Bad

River Tribe, this may include information gathered under the privacy act if pertinent to the investigation

Section 7 Equal Employment Opportunities: No employer shall discriminate against any Native American

Preference Employee or applicant for employment because of color, religion, sex, national origin, or age, and

must assure Equal Opportunity, excluding allowable Native American Preference Opportunities available

through Tribal or Federal Laws.

Section 8, Paragraph 8.1 Wage and Hour Standards: Equal Pay: Every employer shall be required to provide

equal pay to Native American Preference Employees performing work similar or comparable to other employees.

Paragraph 8.2 Rate of Pay: The employer will comply with all applicable Federal, State, Local, or Tribal Laws

concerning wages, hours and fringes.

Paragraph 8.3 Federal, State, and Local Agencies: The Director may use, Federal, State, local or Tribal

agencies in resolving issues concerning wages, hours, and fringes applicable to said Agencies.

Section 9 Severability: If any provision of the policy or this compliance plan, or its application to any person or

circumstances is held invalid, the remainder of the application or the provision to other person(s) or circumstances

is not affected.

Section 10 Paragraph 10.1 Employment Administrative Fee: The Director shall assess employers an

Employment Administrative Fee to provide revenue for the operation of the Tribal Employment Rights Office

as follows:

31

Paragraph 10.2 Contracts: Every prime contractor obtaining a contract of $10,000.00 or more shall pay an

Employment Administrative Fee equal to 1.5% of the total amount of each contract on the Reservation.

Paragraph 10.3 Other Employers: Every other employer, other than a Contractor, with 20 or more employees

shall pay an Employment Administrative Fee of 1.5% of the Employers annual payroll. This Fee shall be paid

in quarterly installments and shall not be required of Educational, Health, or Nonprofit Employers.

Paragraph 10.3 Accounting: Employment Administrative Fees shall be paid to the Bad River Band of the Lake

Superior Tribe of Chippewa Native Americans and placed in an Account for use by the Tribal Employment

Rights Office. The Tribal Employment Rights Office is authorized to establish such rules and regulations as are

necessary to assure fair and timely fee collection processes. Any employer or contractor who fails to pay the

required Employment Administrative Fee shall be subject to sanctions provided for in Section 4 of this

Ordinance.

32

Appendix 4 - As-Built of Electrical Service Entrance for Health and Wellness Clinic

33

Appendix 5 –As Built of Electrical Service Entrance for WWTP

34

Appendix 6 – Employment Rights Plan

35

TRIBAL PREFERENCE WORKFORCE GOALS AND TIMETABLES

************************************

HOURLY WORKFORCE SALARIED

WORKFORCE

Laborers 100% 1. Supervision 50%

Carpenters 80% 2. Foreman 50%

Electricians 75% 3. OfficePersonnel 100% Painters 80% 4. Other__________________ Plumbers 50% Equipment Operator 75% Maintenance 75% Roofers 50% Cement Mason 50% Insulation 80% Iron Workers 50% Soft Floor Layers 50% Sheet Metal 50% Forestry 80%

Other ___________________

NOTE: ALL APPRENTICES SHALL BE 100% TRIBAL PREFERENCE AND EACH EMPLOYER

SHALL MAINTAIN A MINIMUM OF 50% LOCAL INDIAN PREFERENCE WORKFORCE

DAILY.

________________________________ Effective Date

___________________________

TERO Officer

___________________________

Employer Init._______ Date_______ TERO Init ______ Date: ______

36

MANPOWER REPORT FORM

****************************

NOTE: At no time shall the Tribal Preference workforce hours fall below 50 %. (But, if the TERO Office has qualified Local Indian Preference Employees, the employer will provide employment opportunities, for 100% of the workforce, excluding Core Crew.)

The following opportunities for employment will be filled by qualified Local Indian Preference applicants in order to meet a 100% Local Indian Preference hiring goal for the project and the same percentage of daily workforce hours will be Indian Preference employees hours worked, including Core Crew.

*Code:

Bad River Tribal Member (1) Other Indian (4)

Child of Bad River Member (2) Non-Indian (7)

Spouse of Bad River Member (3) TOTAL EMPLOYEES

Note: Qualified shall mean only Bona fide occupational standards recognized in the Dictionary if

occupational Titles, U.S. Department of Labor.

* No qualified Indian Preference Applicant Available

** Training Positions, as required by Apprenticeship Program Ratios (Apprentices shall be hired

and retained by program seniority)

Core Crew: Shall mean key personnel required by the employer who are regular, permanent employees

and are in a supervisory or other key position, furthermore only the first (1) and thereafter every seventh

(7) employee may be employed as key personnel and\or core crew by an employer. All layoffs shall be

in same order of hiring in reference to core crew and the Local Indian Preference workforce.

TERO Init _____.Date _____

DATE CLASSIFICATION NAME OF EMPLOYEE

I.P. Code

1 Core Crew

2 Tribal Member

3 Tribal Member

4 Tribal Member

5 Tribal Member

6 Tribal Member

7 Core Crew

8 Tribal Member

9 Tribal Member

37

Appendix 7 – Contract General and Supplementary Conditions

Construction Contract – General and Supplementary Conditions Contract – Owner – Contractor – Construction - General and Supplementary Conditions – Tribe.doc

38

1. Definitions - "Owner" means the Bad River Band of

the Lake Superior Tribe of Chippewa Indians or any

instrumentality thereof. "Contractor" means the

person, firm, company, limited liability company or

corporation supplying the goods or services under

Owner's purchase order/contract, including these

Conditions (the "Contract"), and includes all sales

or other agents, subcontractors, employees and

distributors thereof.

2. Price - The contract must not be filled at higher

prices than the last quoted without authority of

Owner, and it is agreed that your price will be the

lowest prevailing market price.

3. Delivery - Deliveries shall be F.O.B. destination

freight prepaid and included unless otherwise

stated. Failure of the Contractor to adhere to

delivery schedules as specified or to promptly

replace rejected materials with same materials shall

render the Contractor liable for all costs in excess

of the contract price when alternate procurement is

necessary. Excess costs shall include the

administrative costs.

4. Payment Terms - The Tribe normally will pay

properly submitted vendor invoices within thirty

(30) days from receipt of invoice. Invoices

presented for payment must be submitted with

reference to purchase order number and submittal

to the correct address for processing.

5. Quantity - Delivery of any material over and

above the actual quantity specified on the contract

will be at the risk of the Contractor and payment

will not be made for such overruns unless agreed

to in writing by the tribe.

6. Quality - Unless otherwise indicated all material

shall be first quality and must be as specified and

will be subject to inspection and approval of Owner

after delivery. Items which are used, obsolete,

seconds, or which have been discontinued are

unacceptable without prior written approval. The

Owner reserves the right to reject and return at the

risk and expense of the Contractor such portion of

any shipment which may be defective or fails to

comply with specifications without invalidating the

remainder of the contract. If rejected, it will be held

for disposition at expense and risk of the

Contractor. The Contractor shall correct or replace

rejected materials without expense to Owner. No

substitutions may be made without prior written

approval.

7. Warranty - Contractor warrants the following:

(i) all goods delivered will be free from defects

in material and workmanship and conform to

applicable specifications; (ii) Contractor has

good title to the goods provided to Owner and

passes such title to Owner free from any liens,

security interests or other encumbrances; (iii)

the goods are merchantable and fit for the

purpose intended; (iv) all services shall be

completed in a professional, workmanlike

manner and in accordance with applicable

specifications; (v) the Contractor shall repair all

defects in materials, equipment, or workmanship

appearing within one year from the date of

acceptance by Owner, and; (vi) the goods and

services provided under the Contract will not

infringe or violate any patents, trade secrets,

trademarks, copyrights or other rights of any

third party. To the extent applicable, Contractor

shall assign all express warranties of any

manufacturer of the goods for the benefit of

Owner.

8. Packing Slips - A packing slip shall be enclosed

with all shipments, showing purchase order

number, part number and quantity. Owner will

not receive materials unless it is tagged or

marked with Owner's purchase order number.

9. Hazardous Materials - All packaging,

transportation and handling of hazardous

materials shall be in accordance with applicable

laws and regulations; Contractor shall be

responsible for any non-compliance. All

Contractors who supply hazardous materials

shall provide Material Safety Data Sheets with

the contract.

10. Indemnification - Contractor shall indemnify

and hold harmless the Tribe, its officers,

employees, agents and representatives, from and

against any and all claims, of whatever nature,

for injuries or losses, or damages arising out of

Contractor's negligence, gross negligence, or

intentional misconduct, or the negligence, gross

negligence or intentional misconduct of

Contractor's employee's, agents and

representatives.

11.Assignment - Contractor may not assign or

delegate its rights or duties in whole or in part

under this agreement without the prior express

written consent of the Tribe.

12. Gratuities - Contractor shall not offer nor give

gratuities, in any form, to any employee or

relative of an employee of the Tribe.

BAD RIVER BAND OF THE LAKE SUPERIOR TRIBE OF CHIPPEWA INDIANS CONTRACT GENERAL AND SUPPLEMENTARY CONDITIONS


39

13. Force Majeure - Any delay in or failure of

performance by either party shall not constitute

default hereunder if and to the extent such delay or

failure of performance is caused by occurrences

beyond the control of the party, which are not

within reasonable control of the party.

14. Licensing - Contractors may be required to have a

vendor license issued by the Tribe. Some

Contractors may be required to maintain a l icense as

required by the Bad River Gaming Compact. Failure

of Contractor to maintain required licenses or

termination of required licenses and permits may

result in removal of Contractor's name from the

vendor list and immediate cancellation of the

Contract.

15. Contract Acceptance - Any acceptance of the

Contract by the Contractor, whether in writing or by

performance, is limited to and shall be subject to

these Conditions, or in any written amendment

signed by Owner and binding upon Contractor. Any

proposal for additional or different terms in any

document provided by Contractor to change the

terms of the Contract is rejected and shall not be

effective.

16. Acceptance by Owner - Goods and/or services

purchased under the Contract are subject to Owner's

inspection and approval within a reasonable time,

but not less than 60 days after delivery. Owner, at

its option, may reject all of any portion of such

goods or services which do not conform in every

respect with the terms of the Contract, or require

Contractor to provide replacement goods or re-

perform services in conformity with the terms of the

Contract at Contractor's cost. If Owner elects to

accept nonconforming goods or services, Owner, in

addition to its other remedies, shall by entitled to

deduct a reasonable amount from the contract price

thereof to compensate Owner for the nonconformity.

Any acceptance by Owner shall not be deemed a

waiver or settlement of any defect in such goods

and/or services.

17. Risk of Loss - Until accepted by Owner as

provided above, Contractor shall bear all risk of loss

and damage, unless such loss results from the

negligence of Owner.

18. Change, Cancellation and Termination - The

Contract can be changed, terminated or canceled by

Owner for any reason, including convenience upon

prior written notification to Contractor. In the event

of a change, Owner and Contractor will make a fair

and equitable modification to their rights and

obligations under the Contract, if such change

results in an increase or decrease in costs to be

incurred or time needed to complete

performance of the Contract. Termination or

cancellation for convenience by Owner will

entitle Contractor to payment for only those

goods or services delivered, received and

accepted and not subsequently rejected by

Owner. Owner may immediately terminate the

Contract without prejudice to any right or

remedy, after giving Contractor notice of any

breach by Contractor of its obligations

hereunder.

19. Taxes - Except as otherwise expressly provided

in the Contract, the contract price shall include

all applicable Federal, State and local taxes of

any kind. Goods and services purchased by

Owner for its use on the Bad River Reservation

are not subject to state or local sales, use or

excise taxes. Owner will identify all goods and

services which are not subject to Wisconsin

Sales Tax.

20. Use of Owner's Name - Contractor agrees not

to use the name of Owner or disclose the

existence of the Contract in any advertising,

promotion or other written or oral disclosure

without the prior written consent of Owner.

21. Confidentiality - Confidential Information

means any and all information and documents

whether marked or unmarked as "Confidential",

and without limitation, that the Tribe treats and

regards as confidential and/or proprietary, and

that is disclosed to the Recipient in writing, or if

disclosed orally, is reduced to writing and

delivered to the Recipient, within thirty (30)

days after such oral disclosure. All information

and documents belonging to the Tribe, and all

copies of such information, shall be returned to

the Tribe promptly upon completion of the

project or services provided. All Confidential

Information is provided "as is" and no

representation or warranty as to accuracy or

completeness is provided by the Tribe.

Contractor shall not directly or indirectly use,

disseminate, disclose or in any way reveal or

use beyond the scope of authority granted by

Owner all or any part of the confidential

information which it will be exposed to and

shall use such confidential information only to

the extent specifically authorized by Owner.

Upon cancellation or termination of the Contract

for any reason whatsoever, Contractor shall turn

over to Owner any and all copies it may have of

confidential information. Contractor

acknowledges that this provision shall survive

the termination of the Contract. The

confidentiality provisions of this Paragraph shall


40

apply to and be binding upon Contractor's officers,

employees and representatives.

22. Compliance with Laws - Contractor shall comply

with all laws and governmental rules, regulations

and contracts applicable to the goods delivered

and/or services rendered under the Contract

including, but not limited to, obtaining all necessary

licenses and permits including those which may be

required by the Tribe for work performed within the

reservation boundaries of the Tribe.

23. Owner's Property - Unless provided otherwise, all

materials, including documents, drawings,

specifications and tools, furnished or paid for by

Owner shall remain the exclusive property of Owner

unless otherwise specified in contract, agreement,

etc. All documents, drawings, and specifications

shall be considered confidential and not disclosed to

any third party. All materials shall be returned to

Owner upon Contractor's completion of its

obligations under the Contract. Contractor assumes

all liability for loss or damage of such materials

caused by Contractor's negligence, excluding

normal wear and tear.

24. Insurance and Bonds – Insurance. At all times

during its performance hereunder, Contractor shall

obtain and keep in force worker's compensation

insurance for all of its employees within statutory

limits and commercial general liability insurance,

including coverage for product liability and

completed operations, contractual liability and

automobile liability for all owned, non-owned and

hired vehicles used in carrying out the Contract with

limits of not less than $1,000,000 per occurrence.

Owner reserves the right to require additional

coverage or higher limits where warranted.

Contractor shall provide Owner with certificate of

insurance evidencing Contractor's compliance with

the foregoing insurance provisions upon request.

Owner's obligations under the Contract are

conditioned upon Contractor's meeting the insurance

requirements above.

Performance and Payment Bonds. Contractor shall

furnish performance and payment Bonds, each in an

amount at least equal to the Contract Price as

security for the faithful performance and payment of

all Contractor’s obligations under the Contract

Documents. These bonds shall remain in effect at

least through the Contractor’s warranty period.

Licensed Insurers and Sureties. All insurance and

bonds required by the Contract Documents to be

purchased and maintained by Contractor shall be

obtained from insurance or surety companies that

are duly licensed and authorized in the

jurisdiction in which the Project is located to

issue insurance policies or bonds for the

coverages and limits so required.

25. Independent Contractor - Contractor is an

independent contractor for all purposes of the

Contract and its employees shall not be deemed

to be employees or agents of the Owner.

Contractor has not express or implied authority

to bind the Owner by contract or otherwise.

26-Waiver - Waiver of a breach of any provision of the

Contract shall not constitute waiver of future

compliance with such provision nor shall it be

construed as a waiver of any other breach.

27. Severability - If any provision of the Contract,

including these Conditions, shall be declared

illegal, void or otherwise unenforceable, the

remaining provisions shall not be affected and

will remain in full force and effect.

28.Rights and Remedies - The rights and remedies

of Owner and Contractor set forth in the

Contract are cumulative in addition to any other

rights or remedies that they may have at law or

in equity.

29. Entire Agreement - This Contract, together

with any attachments or written amendments

signed by Owner, constitutes the entire

agreement between the parties.

30. Sovereign Immunity - Nothing in this Contract

shall be construed to constitute a waiver,

express or implied, of the sovereign immunity of

the Owner.

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Appendix 8. Sample Template for presenting each PV/BESS project’s cash flow based on the proposed financing contract terms. Provide separate Tables for PV/BESS systems that meet and do not meet the Buy American Condition

Year 1 2 3 (show all years)

25

Tribe’s ESA Payments ($/year)

kWh savings (kWh/year)

Tribe’s Electricity Bill Savings ($/year)

kWh bill savings ($/year)

Monthly kW savings (kW)

Annual kW savings (kW)

Monthly kW bill savings ($/year)

Annual KW bill savings ($/year)

Other income ($/year)

Tribe’s Buyout Price (note year and amount ($))

Tribe’s O&M Costs* ($/year)

Tribe’s Replacement Costs – including batteries* ($/year)

Tribe’s Insurance Costs* ($/year)

Annual Net Cash Flow ($/year)

Cumulative Total Cash Flow ($)

Tribe’s NPV at the proposed term and years: 10, 15 and 25

Note * After the Tribe’s buyout of the system

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Appendix 9: Example Project Schedules (provide for each site) Please modify as appropriate. If meeting the Buy American Condition changes the timeline, please also provide that project schedule.

Activity Date

Contractor Selected

Contract negotiations completed

Execution and delivery of signed contract

Commencement of design activities

Building and electrical permit applications submitted (as appropriate)

Building and electrical permit applications approved (as appropriate)

Interconnection Application submitted (this process is underway)

Utility interconnection and distribution system studies (this process is underway)

Interconnection Application approved by BEC

Interconnection and distribution system upgrades completed (as needed)

Delivery of PV/BESS system components

Construction begins

Systems’ construction completed

Project “commissioning ready” per DOE October 1, 2020

Final inspection

Utility interconnection testing

Systems’ commissioned, utility interconnected and fully operational

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Appendix 10- Sample Contract

44

Form approved by Tribal Council __/__/_____

Initial if procurement requirement met _____

Initial if Legal Dept. review requirement met _____

Other review: ______________________________

AGREEMENT BETWEEN OWNER AND CONTRACTOR

CONSTRUCTION CONTRACT

This Agreement made the ___________ day of _______________________ in the year

______, by and between _________________________________________________________,

hereinafter called the Contractor, and the Bad River Band of the Lake Superior Tribe of Chippewa

Indians, hereinafter called the Owner,

WITNESSETH, that the Contractor and the Owner for the consideration hereinafter named

agree as follows:

ARTICLE 1. SCOPE OF WORK: The Contractor shall furnish all of the materials

and perform all of the work shown on the drawings and described in the specifications for the project

entitled: _________________________________________________________ (Project No.

_______________). These drawings and specifications are prepared for the Bad River Band of the

Lake Superior Tribe of Chippewa Indians by _______________________________, acting as and in

these Contract Documents entitled the Project Architect. The Contractor shall do everything required

by this Agreement, the General and Supplementary Conditions of the Contract, the Special Conditions,

the Addenda, the Specifications, the Drawings, the Tribal Employment Rights Policy Compliance Plan,

and the Proposal attached as Exhibit 1 (including any unit prices stated therein).

The Specifications and Drawings are enumerated as follows:

DRAWINGS: Attached as Exhibit 2

SPECIFICATIONS: Attached as Exhibit 2

ADDENDA:

ALTERNATES: The following Alternate Proposals, fully described in the Specifications, are included

as a part of this Contract: ________________________________________________.

ARTICLE 2. TIME OF COMPLETION: The Owner shall provide a Notice to

Proceed in which a date for commencement of the work shall be stated; such commencement date shall

be 10 or more days after the date of the notice. The Contractor shall achieve substantial completion of

the work within ( ) calendar days after such commencement date, as such completion

date may be extended by approved Change Orders. The time set forth for completion of the work is an

essential element of the Contract.

45

ARTICLE 3. THE CONTRACT SUM: The Owner shall pay the Contractor for

performance of the Contract, subject to additions and deductions provided therein, the sum of

__________________________________________________________($ .00), and make

payment in accordance with the payment schedule attached as Exhibit 3.

ARTICLE 4. TRIBAL EMPLOYMENT RIGHTS POLICY COMPLIANCE

PLAN: The Owner has adopted the Tribal Employment Rights Policy Compliance Plan, which is

incorporated herein by reference. Contractor, as a provision of the Agreement must comply with the

requirements of the Policy and adhere to the Compliance Plan attached as Exhibit 4. No changes to the

Compliance Plan can be made by the Contractor without the prior written approval of the Owner in

accordance with the Policy.

ARTICLE 5. PAYMENT FOR LABOR AND MATERIAL: The Contractor specifically

agrees to pay for all claims for labor performed at rates at least equal to the prevailing federal wage

rates compliant with the Davis-Bacon Act of August 21, 2002 as amended. The contractor also agrees

to provide the materials furnished, used or consumed in completing the foregoing contract together

with all equipment, tools, construction equipment and machinery, water, heat, utilities, transportation,

and other facilities and services necessary for proper execution and completion of the work, as the

obligation of the Contractor.

Prime Contractor Affidavit of Compliance with Prevailing Wage Determination. The Contractor

agrees to submit to Owner prior to final payment, a Prime Contractor Affidavit of Compliance with

Prevailing Wage Rate Determination. This Affidavit must be filed by all Contractors who are subject

to the prevailing wage laws.

Sub-Contractors must file Agent or Subcontractor Affidavit of Compliance with Prevailing Wage

Rate Determination with Owner's Contractor. The Contractor must supply Owner with a copy prior to

final payment.

ARTICLE 6. LIQUIDATED DAMAGES: For each consecutive calendar day after

the substantial completion period set forth in Article 2 above that any work, including the correction of

deficiencies found during the final testing and inspection, is not completed, the amount of

_____________ ($ .00) will be deducted from the money due or becomes due the Contractor, not as

a penalty but as liquidated damages representing the parties' estimate at the time of contract execution of

the damages which the Owner will sustain for late completion.

ARTICLE 7. ACCEPTANCE OF BID OR AWARD OF CONTRACT: By

signing this Agreement, the undersigned certifies as follows:

Assignment. This Agreement is a personal service contract for the services of Construction, and

Contractor’s interest in this Agreement, duties hereunder and/or fees due hereunder may not be assigned

or delegated to a third party.

Records of expenses pertaining to Additional Services and services performed on the basis of a Worker

Wage Rate or Monthly Salary Rate shall be kept on the basis of generally accepted accounting

principles and in accordance with cost accounting standards promulgated by the Federal Office of

46

Management and Budget Cost Accounting Standards Board and shall be available for audit by the

Owner or the Owner's authorized representative on reasonable notice.

Entire Agreement; Modifications. This Agreement supersedes all prior agreements, written or oral,

between Contractor and Owner and shall constitute the entire Agreement and understanding between the

parties with respect to the Project. This Agreement and each of its provisions shall be binding upon the

parties and may not be waived, modified, amended or altered except by a writing signed by Contractor

and Owner.

Captions. The captions of paragraphs in this Agreement are for convenience only and shall not be

considered or referred to in resolving questions of interpretation or construction.

Governing Law and Venue. This Agreement and all of the rights and obligations of the parties and all

of the terms and conditions shall be construed, interpreted and applied in accordance with and governed

by and enforced under the laws of the Bad River Band of the Lake Superior Tribe of Chippewa Indians

without reference to its conflicts of law provisions. The Bad River Reservation at Odanah, Wisconsin

shall be the sole place of venue for any legal action arising from or related to this Agreement or the

Project in which the Owner is a party.

Waivers. No delay or omission by either party in exercising any right or power arising from non

compliance or failure of performance by the other party with any of the provisions of this Agreement

shall impair or constitute a waiver of any such right or power. A waiver by either party of any covenant

or condition of this Agreement shall not be construed as a waiver of any subsequent breach of that or of

any other covenant or condition of the Agreement.

Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties and their

respective permitted assigns and successors.

Appointment. Owner hereby expressly reserves the right from time to time to designate by notice to

Contractor a representative(s) to act partially or wholly for Owner in connection with the performance

of Owner's obligations. Contractor shall act only upon instructions from the designated

representative(s) unless otherwise specifically notified to the contrary.

Records. Records of Contractor’s costs, reimbursable expenses pertaining to the Project and payments

shall be available to Owner or its authorized representative during business hours and shall be retained

for four (4) years after final Payment or abandonment of the Project, unless Owner otherwise instructs

Contractor in writing.

Notices. All notices, consents, approvals, demands, requests or other communications relied on by the

parties shall be in writing. Written notice shall be deemed to have been given when delivered in person

to the designated representative of the Contractor or Owner for whom it is intended; or sent by U. S.

Mail to the last known business address of the designated representative; or transmitted by fax machine

to the last know business fax number of the designated representative. Mail notices are deemed

effective upon receipt or on the third business day after the date of mailing, whichever is sooner. Fax

notices are deemed effective the next business day after faxing.

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Severability. Should any term or provision of this Agreement be held invalid or unenforceable in any

respect, the remaining terms and provisions shall not be affected and this Agreement shall be construed

as if the invalid or unenforceable term or provision had never been included.

Ethics Matters/No Financial Interest. Contractor and its employees, agents, representatives and

subcontractors have read and understand Owner’s Conflicts of Interest Policy available at Chapter 920

of the Bad River Band of the Lake Superior Tribe of Chippewa Indians’ Tribal Court Code. Neither

Contractor nor its employees, agents, representatives or subcontractors will assist or cause Owner’s

employees to violate Owner’s Conflicts of Interest Policy. Contractor represents and warrants that no

officer, committee or its members, employees or agents of Owner has a direct or indirect financial

interest in the transaction that is the subject of this Agreement.

BY SIGNING BELOW, the Parties have executed and bound themselves to this Agreement as of the day

and year first above written.

(Contractor)

By:

(original signature)

(name and title typed)

_______________________________

_______________________________

(address)

_______________________________

(telephone)

Date:

BAD RIVER BAND OF THE LAKE

SUPERIOR TRIBE OF CHIPPPEWA

INDIANS

(Owner)

By:

(original signature)

48

Name:

Title:

Date:

49