R-13-03VILLAGE OF DEERFIELD
RESOLUTION NO. R- 13 -3
A RESOLUTION APPROVING A FIRST AMENDMENT TO THE POWER SUPPLY
AGREEMENT WITH MC SQUARED ENERGY SERVICES, LLC,
FOR THE VILLAGE'S ELECTRICITY AGGREGATION PROGRAM
WHEREAS, pursuant to Section 1 -92 of the Illinois Power Agency Act, 20 ILCS 3855/1-
92, on April 2, 2012, the Village President and Board of Trustees adopted Ordinance No. 0 -12-
13, authorizing the establishment of an opt -out program for the aggregation of electrical loads of
residential and small commercial retail customers in the Village ( "Electricity Aggregation
Program'; and
WHEREAS, on April 6, 2012, the Village entered into an agreement with MC Squared
Energy Services, LLC, of Chicago, Illinois ( "MC Squared') for the provision of electricity for the
Electricity Aggregation Program ( "Agreement'j; and
WHEREAS, the Village and MC Squared now mutually desire to amend the Agreement,
in accordance with Section 8.13 of the Agreement, to reflect certain enhancements and amended
terms of the services to be provided by MC Squared to the Village pursuant to the Agreement
( "First Amendment to the Agreement'; and
WHEREAS, the Village President and Board of Trustees have determined that it will
serve and be in the best interests of the Village to approve the First Amendment to the
Agreement with MC Squared;
NOW, THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF
TRUSTEES OF THE VILLAGE OF DEERFIELD, COUNTY OF LAKE AND COOK, ILLINOIS,
as follows:
SECTION ONE: RECITALS. The foregoing recitals are incorporated in, and made
a part of, this Resolution by this reference as findings of the Village Board of Trustees of the
Village of Deerfield.
SECTION TWO: APPROVAL OF FIRST AMENDMENT TO THE AGREEMENT.
The First Amendment to the Agreement by and between the Village and MC Squared shall be,
and is hereby, approved in substantially the form attached to this Resolution as Exhibit A and in
final form approved by the Village Manager and the Village Attorney.
SECTION THREE: EXECUTION OF FIRST AMENDMENT TO THE AGREEMENT.
The Village Manager and the Deputy Village Clerk shall be, and they are hereby, authorized
and directed to execute and attest, on behalf of the Village, the First Amendment to the
Agreement upon receipt by the Deputy Village Clerk of at least one original copy of the First
Amendment to the Agreement executed by MC Squared; provided, however, that if the
executed copy of the First Amendment to the Agreement is not received by the Deputy Village
Clerk within 30 days after the effective date of this Resolution, then this authority to execute
and attest shall, at the option of the President and Board of Trustees, be null and void.
SECTION FOUR: EFFECTIVE DATE. This Resolution shall be in full force and
effect upon its passage and approval in the manner provided by law.
PASSED THIS 4 "DAY OF C , 2013.
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ABSENT: se,, de,
APPROVED THIS WE DAY OF ma.rC,6 2013.
ATTE T:
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Village Clerk
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Village President
EXHIBIT A
FIRST AMENDMENT TO THE AGREEMENT
FIRST AMENDMENT TO POWER SUPPLY AGREEMENT
THIS IS A FIRST AMENDMENT ( "First Amendment "), dated as of ,
2013, to a Power Supply Agreement ( "Agreement ") dated as of April 6, 2012, between the
VILLAGE OF DEERFIELD, an Illinois homer rule municipal corporation ( "Village's, and
MC SQUARED ENERGY SERVICES, LLC, an Illinois limited liability company
( "Vendor ") (collectively, the Village and Vendor are the "Parties'.
IN CONSIDERATION OF the mutual covenants set forth in this First Amendment, the
receipt and sufficiency of which are hereby acknowledged, the Village and Vendor agree as
follows:
SECTION ONE. RECITALS.
A. On April 6, 2012, the Village and Vendor entered into the Agreement to
memorialize their rights and responsibilities regarding the supply of electricity by Vendor for the
Village's Aggregation Program.
B. The Parties now mutually desire to amend the Agreement, in accordance with
Section 8.13 of the Agreement, to reflect certain enhancements and amended terms of the services
to be provided by Vendor to the Village pursuant to the Agreement.
SECTION TWO. DEFINITIONS; RULES OF CONSTRUCTION.
A. Definitions. All capitalized words and phrases used throughout this First
Amendment shall have the meanings set forth in the various provisions of this First Amendment.
If a word or phase is not specifically defined in this First Amendment, it shall have the same
meaning as in the Agreement.
B. Rules of Construction. Except as specifically provided and amended in this First
Amendment, all terms, provisions and requirements contained in the Agreement shall remain
unchanged and in full force and effect.
SECTION THREE. AMENDMENT OF AGREEMENT.
A. Section 2 of the Agreement is hereby amended further, and shall read as follows:
"ARTICLE 2. DEFINITIONS
Whenever used in this Agreement, the following terms shall have the meanings
defined below except where the context indicates otherwise.
D. "Aggregation Consultant" or "Consultant" shall refer to
Intelligent Power Partners LLC, the independent consultant with
demonstrated expertise in electric supply contracting that has been
retained by the Consortium to assist with the implementation of
each member municipality's Program; or such other independent
consultant as may be identified by the Village.
PP. "Vendor Margin" shall mean the amount charged by the selected
Vendor above the market price for electricity supply, capacity,
transmission, and ancillary services, as provided in, and in
accordance with, Section 5.B.2 5.E.2 of this Agreement."
B. Section 4.A.1 of the Agreement is hereby amended further, and shall read as
follows:
"ARTICLE 4. PROGRAM RESPONSIBILITIES
A. Village Responsibilities.
1. Customer Information. Vendor and the Village shall
cooperate to obtain the Customer Information from
ComEd, subject to the limitations on disclosure of the
Customer Information established at law, including without
limitation the Act, Section 16 -122 of the Public Utilities
Act, 220 ILCS 5/16 -102, and Section 2HH of the
Consumer Fraud and Deceptive Business Practices Act,
815 ILCS 505/2HH. The Village agrees to request the
Customer Information from ComEd not less than twice
in each 12 -month rolling period within the Agreement
Term. The Vendor agrees to reimburse the Village for
Agreement."
C. Section 5.A.2 of the Agreement is hereby amended further, and shall read as
follows:
"ARTICLE 5. VENDOR SERVICES
The Vendor shall supply all of the following services in support of the Program
(collectively, the "Services "):
A. Electricity Supply.
2. REC Supply. Vendor shall be capable of providing the
following REC mix to Members:
-2-
a. Standard Illinois Renewable Portfolio Standard
( "IL RPS ") Mix. Electricity supply that complies
with the annual requirement under the Illinois
Renewable Portfolio Standard for the applicable
Price Lock Term.
b. Individualized REC Mix. The Village and the
Vendor will cooperate in good faith to implement a
process by which individual customers may elect, in
their sole discretion and at their own expense, to
purchase RECs in excess of the requirements of the
IL RPS. The Vendor shall permit Aggregation
Members to purchase RECs necessary to cover
100% of the Member's estimated Load during the
applicable Price Lock Term ( "Individualized REC
Mix ") pursuant to the process described in this
Section 5.A.2.c via: (i) a website maintained by the
Vendor; (ii) a toll -free telephone number
maintained by the Vendor; and/or (iii) an
enrollment session to be hosted by the Village and
attended by the Vendor once during each Price
Lock Term. The cost of the first 1-00000 11Q�Q
RECs purchased by Aggregation Members within
any Consortium municipality through the process
described in this Section 5.A.2.c shall be $1.00 per
MWh for the Initial Price Lock Term, payable by
the Aggregation Member, and shall be added to the
Fixed Total Price for that Member. Vendor shall
assist the Consortium in identifvin.. aR- rn iate
specifications for all such RECs, and in
identifying purchasing approaches designed to
minimize the costs of such RECs. Any costs
incurred by the Village in connection with the
administration of the process described in this
Section 5.A.2.c shall be reimbursed in accordance
with Section 51 of this Agreement."
D. Sections 5.B.2.b and 5.B.2.i of the Agreement are hereby amended further, and
shall read as follows:
"ARTICLE 5. VENDOR SERVICES
The Vendor shall supply all of the following services in support of the Program
(collectively, the "Services "):
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B. Program Implementation.
2. Enrollments. Vendor shall perform the following
Aggregation account enrollment tasks:
b. New Accounts. Vendor shall facilitate the addition
of new customer accounts to the Aggregation
Program during the term of this Agreement. The
Village and the Vendor shall cooperate in good faith
to identify, not less than once per calendar quarter,
potential new customers who have established new
electricity service through the Electric Utility in the
Village during the preceding calendar quarter, and
to inform such potential new customers of the
availability of the Aggregation Program. Vendor
all also develop, by March 31. 2013, an
internet -based platform to facilitate the addition
of new customer accounts for such potential new
customers. Vendor shall pay all costs of mailings
sent to such notential new customers. and all
r.Z�Nllgil�a_��l_�A!
Enrollment and Disenrollment Charges. Vendor
shall not assess any fees on Aggregation Members
except in accordance with the Plan of Operation of
Governance, and as follows:
Early Termination Fee. Members may
terminate service from the Vendor during an
individual Price Lock Term without penalty
or fee if - (A) r-eloeated within, or
outside of-, the Gity,4lillag ; or- (B) reseind
theif r,ai4i,.;pa fien in the Pfegfafn not later
than ten (10) days after- the), r-ee i
went natiee f em G,,,,,Ed. "vvx-s
who did not opt out of the Pr-egr-afn during
the Opt Out period fer- an individual Pr-iee
for- other reasons may be assessed an ear-!),
ter-mination fee by the Vendor- not to eame-eated-
-4-
&2-5.»
E. Section 5.E.6 of the Agreement is hereby amended further, and shall read as
follows:
E. Price.
"ARTICLE 5. VENDOR SERVICES
6. Fixed Vendor Margin. The Vendor acknowledges and
agrees that the amount set forth as the "Vendor Margin" in
Exhibit A to this Agreement shall be fixed, and shall not be
subject to escalation, throughout the Initial Agreement
Term. provided. however, that notwithstandinLy Exhibit
Lock Term."
F. The sample opt -out letter set forth in Exhibit D to the Agreement is hereby
replaced with the sample opt -out letter set forth in Exhibit D -1 to this First Amendment.
SECTION FOUR. REPRESENTATIONS.
A. By the Village. The Village hereby represents and warrants that: (1) the persons
executing this First Amendment on its behalf have been properly authorized to do so by the
Village President and Board of Trustees; (2) it has full power and authority to execute and
deliver this First Amendment and to perform all of its obligations imposed pursuant to this First
Amendment; and (3) this First Amendment constitutes a legal, valid and binding obligation of
the Village enforceable in accordance with its terms.
B. By Vendor. Vendor hereby represents and warrants that: (1) the persons
executing this First Amendment on its behalf have full authority to bind Vendor to the
obligations set forth in this First Amendment and to so act on behalf of Vendor; (2) it has full
power and authority to execute and deliver this First Amendment and to perform all of its
obligations imposed pursuant to this First Amendment; and (3) this First Amendment constitutes
a legal, valid and binding obligation of Vendor enforceable in accordance with its terms.
[SIGNATURES ON FOLLOWING PAGE]
-5-
IN WITNESS WHEREOF, the Parties have hereunto set their hands on the date first
above written.
ATTEST:
By:
Its:
ATTEST:
VILLAGE OF DEERFIELD,
an Illinois home rule municipal corporation
LIM
Its:
MC SQUARED ENERGY SERVICES, LLC,
an Illinois limited liability company
By: By:
Its: Its:
#12201095_v3
in
EXHIBIT D -1
SAMPLE OPT -OUT LETTERS