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3.02 3.2 SERVICESTost Control Associates-Audit Utility Bills—New Highway Garage—2-27-2023 RESOLUTION AUTHORIZING ENGAGEMENT OF COST CONTROL ASSOCIATES, INC. TO AUDIT TOWN UTILITY BILLS RESOLUTION NO.: 12023 INTRODUCED BY: WHO MOVED ITS ADOPTION SECONDED BY: WHEREAS, the Queensbury Town Board wishes to engage the services of a consultant to audit the Town's utility bills relating to the Town's new Highway Garage Building as previous Town audits have resulted in significant recovery of past over-billings as well as reductions in ongoing utility billings, and WHEREAS, in the past the Town Board engaged the services of Cost Control Associates, Inc.,to perform these auditing services and was pleased with its services, and WHEREAS, Cost Control Associates, Inc., will be compensated for its services from any refunds received by the Town and future utility savings as set forth in the proposed Utilities Review Agreement presented at this meeting, NOW, THEREFORE, BE IT RESOLVED,that the Queensbury Town Board hereby approves and authorizes engagement of the auditing services of Cost Control Associates, Inc., and further authorizes and directs the Town Supervisor to execute the Utilities Review Agreement and Letter of Authorization substantially in the form presented at this meeting, as well as any other needed documentation, with the costs of the auditing services to be paid for from recovery of past utility over-billings as well as reductions in ongoing billings, and BE IT FURTHER, RESOLVED, that the Town Board further authorizes and directs the Town Supervisor, Town Highway Superintendent, Facilities Manager and/or Budget Officer to take any further action necessary to effectuate the terms of this Resolution. Duly adopted this 27 h day of February, 2023, by the following vote: AYES NOES ABSENT: Utilities Review Agreement This Agreement, made as of the last date signed below, is by and between Town of Queensbury (hereinafter referred to as CLIENT) and Cost Control Associates, Inc. (hereinafter referred to as CCA). I. Services Available [fate Optimization and Reduction Services: CCA will review service types as specified below by CLIENT for the purposes of obtaining refunds (by check or account credit) and identifying cost reductions_ CCA will discuss finding. with CLIENT and upon CLIENT approval of each CCA recommendation, CCA will file claims, negotiate with suppliers, and implement CLIENT-approved cost-reducing changes. CCA will submit a report of cost-reducing changes to CLIENT for CLIENT's review and approval prior to taking any action on a recommended change. IL Services Selected CCA will perform the above-described services for CLIENT service types as indicated with a "yes" below: Service Type Indicate "Yes" for desired service types A. Electricity 'Yes B. Natural gas Yes C. Water and wastewater No D_ Propane and other gases No III. Fees CLIENT will pay fees to CCA as follows based on identified savings or refunds: A. Regulated Market Refunds: Any refunds recovered due to CCA's efforts are subject to a one-time fee equal to 23% of each refund. This fee is payable after the CLIENT has received the refund check or credit, and the correction has been verified by CCA. No fees are payable on cost savings associated with the correction of an error which also resulted in a refund. B. Client-approved Regulated Electricity Market Cost Reductions for rates/tariffs: For any cost reductions recommended by CCA and implemented by CLIENT, CCA will share in the resulting savings at a 23% rate for the first 24 months following implementation and documentation of the changes and acceptance of the change by the appropriate authority or supplier. This fee will be payable monthly, or CLIENT may elect to prepay the entire amount. At the sole discretion of the CLIENT, a specific Cost-reduction recommendation may not be approved for implementation but if that recommendation is later implemented within 24 months after termination of the Agreement, those cost reductions are subject to this fee. IV. Term The initial term of this Agreement is one year and may be extended in writing by the parties. This agreement may be cancelled in writing by either party with at least 30 days' written notice. Any fees due CCA, as indicated in Section III above, will continue to be payable, regardless of cancellation or expiration of this Agreement, for findings in process at the time of cancellation or expiration of this Agreement. Findings in process include refunds identified but not yet collected, cost reductions implemented and accepted by the supplier but for which all fees have not yet been billed, and cost reductions identified but not yet implemented and later implemented by CLIENT within 24 months of the termination. V. Other A. Except as noted on a referenced attachment to this Agreement, CLIENT is not currently working on pursuing refunds or implementing cost-reduction items. If CLIENT becomes aware of a refund or cost-reduction opportunity that is not part of CCA's efforts, and CLIENT elects to pursue that opportunity on its own, then CLIENT agrees to notify CCA in writing upon CLIENT'S discovery of that opportunity. Cost Reduction Agreement, rev. 12-26-17, Page 1 of 2 ❑ If checked, please see attachment. B. CLIENT will cooperate with CCA by signing letters of authority to suppliers, supplying copies of appropriate bills, completing forms, and providing other documentation and information. CLIENT agrees that it will not undertake new price negotiations or rate changes associated with the Service Types marked "'Yes" in Section II until CCA's analysis and report for each area is presented to CLIENT. CCA should work directly with suppliers to effectively correct billing errors, negotiate price and rate changes, and implement CLIENT-approved cost- reduction items. If in response to cost-reduction recommendations presented by CCA, CLIENT chooses to: l ) implement a similar cost-reducing change, 2) pursue on its own a refund or implement a cost-reduction item that was recommended by CCA, and/or 3) benefit from a refund or cost-reduction item based on an issue identified by CCA but available to CLIENT through the actions of third parties, CCA is still entitled to its fees. C. CCA is permitted by CLIENT to use specialists on a subcontract basis in the performance of the work as described in this Agreement at no additional cost to CLIENT, if CCA deems the use of such specialists to be beneficial. D. Fees are payable to CCA within 30 days of date invoiced_ Late fees are payable on invoices more than 10 days past due at the rate of t .5% per month. In the event that an invoice remains past due for more than 75 days, CCA may issue a one-time invoice after giving the CLIENT a 15 day written notice for the projected total amounts due CCA over tyre remaining term of the cost-savings share period. Such invoice will be due immediately. E. CCA agrees that any and all information obtained from the CLIENT is deemed confidential and proprietary and, upon request, shall be returned to the CLIENT within 30 days. Any copies or electronic storage of the data shall be destroyed, and such destruction shall be confirmed by CCA. This provision shall also apply to any subcontractor, employee or independent party retained by CCA. However, it is understood that certain CLIENT information might be required to implement cost-reduction changes and the filing of refunds and to the extent CLIENT permits the implementation or riling and such is public record, then the information shall no longer be viewed as confidential. F. This is the entire Agreement between the parties. G. In the unlikely event of any disputes, the parties will attempt to settle the dispute among themselves. If unsuccessful, the dispute will be submitted to the' Arnerican Arbitration Association in Albany, New 'York. The award of the arbitrator will include costs and reasonable attorneys' fees for the prevailing party. CLIENT by: S i gnature Date Print ,Jame Title CCA by: Date Signature Print Name Title Cast Reduction Agreement, rev. 12-26-17, Page 2 of 2 Federal Tax ID#: Date: LETTER. OF AUTHORIZATION To Whom It May Concern- Cost Control Associates, Inc and its affiliate, SIB Fixed Cost Reduction Company, LLC (together, "CCA" or the "Company"), have been engaged to review our utility costs. Cost Control Associates/SIB Fixed Cost Reduction is hereby engaged and authorized to act as our agent in all matters pertinent to our services with your company. Representatives from both Cost Control Associates and SIB Fixed Cost Reductions may contact your organization. This review includes a variety of services and expenses; you are not being singled out. Thank you in advance for helping us make this review successful. Please work with CCA/SIB as our agent to accomplish the following: • Provide CCA/SIB with copies of our service agreements Provide SIB with all requested invoices, usage reports, tax information and other account records Establish a new, competitive pricing plan for our accounts with your company Please be advised that we may instruct CCA/SIB to do any of the following on our behalf: • Request new, change existing, cancel, or transfer service • Negotiate and execute new contracts Set-up and/or request log-on information pertaining to online account access Change rate schedules and request rate analyses * Obtain any other information pertaining to our account with your company This letter of agency will remain in effect for five years from the date of signature and applies to all locations and accounts. We request that you cancel the auto renewal of any of our accounts with your company that have clauses in their contract(s) providing for automatic renewal of renewal terms in excess of 12 months in length. We do not wish to terminate any services at this time. If you require further verification of CCA's/SIB's authorization to work on our behalf, please contact me. Sincerely, Signature Name (Printed) Title Email Address Phone Corporate name TIN SIB —Confidenfiat— Da Not D i stributa Page of SIB Seawiceftreom k rev2022-10-06