HomeMy WebLinkAboutAgreement A-20-064-1 with FFP BTM Solar LLC.pdf1
AMENDMENT NO. 1 TO
ENERGY SERVICES AGREEMENT – SOLAR
(FRESNO COUNTY -JUVENILE JUSTICE CAMPUS)
This Amendment No. 1 to Energy Services Agreement – Solar (this “First Amendment”)
is entered into as of July ___, 2021, and is by and between FFP BTM Solar, LLC, a Delaware
limited liability company (“ForeFront Power”), and the County of Fresno, a political subdivision
of the State of California (“Purchaser”). In this First Amendment, ForeFront Power and Purchaser
are sometimes referred to individually as a “Party” and collectively as the “Parties.” Terms not
otherwise defined herein shall have the meanings set forth in the Original Agreement.
RECITALS
WHEREAS, the Parties entered into that certain Energy Services Agreement – Solar dated
February 4, 2020 (the “Original Agreement”);
WHEREAS, pursuant to Section 5 “Milestone Dates” of the Special Conditions, the
Parties agreed to a Construction Start Date; and
WHEREAS, ForeFront Power is unable to meet the Construction Start Date, and the
Parties wish to amend the Original Agreement to reflect the changed Construction Start Date, and
address the liquidated damages due to Purchaser as a result of the delayed Construction Start Date.
NOW, THEREFORE, in consideration of the foregoing recitals, and the mutual premises,
representations, warranties, covenants, conditions herein contained, the Original Agreement is
amended as follows.
1.Section 5.1 of the Original Agreement is amended to read as follows:
“The Construction Start Date shall be July 31, 2021 with an additional 60-Day extension
allowed at the reasonable discretion of Purchaser.”
2.Section 6 of the Original Agreement is hereby amended by adding the following language to
the end of Section 6:
“Notwithstanding the foregoing, beginning on the date ForeFront Power receives
permission to operate (“PTO”) from the Local Electric Utility, Purchaser shall be excused
from making Energy Services Payments for the first ninety (90) days of Energy Services
following PTO. If Forefront Power has not started construction by the Construction Start
Date, as defined in the amended Section 5.1, this clause is of no force and effect, and the
original liquidated damages terms contained in Section 2.1(c) of the General Terms and
Conditions shall apply.”
3.Status of Original Agreement. All provisions of the Original Agreement that are not expressly
amended by this First Amendment shall continue in full force and effect. Purchaser and
ForeFront Power agree that this First Amendment is sufficient to amend the Original
Agreement No. 20-064-1
13th
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Agreement, and that upon execution of this First Amendment, the Original Agreement,
together with the First Amendment shall be considered “the Original Agreement, as amended.”
The Original Agreement, as amended, is ratified, and continued. All provisions, terms,
covenants, conditions, and promises contained in the Original Agreement, as amended, and
not amended herein shall remain in full force and effect.
4. Electronic Signatures. The parties agree that this First Amendment may be executed by
electronic signature as provided in this section. An “electronic signature” means any symbol
or process intended by an individual signing this First Amendment to represent their signature,
including but not limited to (1) a digital signature; (2) a faxed version of an original handwritten
signature; or (3) an electronically scanned and transmitted (for example by PDF document) of
a handwritten signature. Each electronic signature affixed or attached to this First Amendment
(1) is deemed equivalent to a valid original handwritten signature of the person signing this
First Amendment for all purposes, including but not limited to evidentiary proof in any
administrative or judicial proceeding, and (2) has the same force and effect as the valid original
handwritten signature of that person. The provisions of this section satisfy the requirements of
Civil Code section 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil
Code, Division 3, Part 2, Title 2.5, beginning with section 1633.1). Each party using a digital
signature represents that it has undertaken and satisfied the requirements of Government Code
section 16.5, subdivision (a), paragraphs (1) through (5), and agrees that each other party may
rely upon that representation. This First Amendment is not conditioned upon the parties
conducting the transactions under it by electronic means and either party may sign this First
Amendment with an original handwritten signature.
5. Counterparts. This Amendment may be executed in counterparts, each of which shall be
deemed an original and all of which shall constitute one and the same agreement.
[signatures follow]
IN WITNESS WHEREOF, the Parties have caused this First Amendment to be executed
by their respective duly authorized representatives on the date hereof.
FOREFRONT POWER:
FFP BTM Solar, LLC
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Name: Michael Smith
Title: President
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COUNTY OF FRESNO
Steve Brandau, Chairman of the
Board of Supervisors of the County
of Fresno
ATTEST:
Bernice E. Seidel
Clerk of the Board of Supervisors
County of Fresno , State of California