2. A non-debt solution to design, engineer, finance, install,
insure and manage your energy efficiency retrofits
WHAT WE PROVIDE
SINGLE SOURCE INTEGRATED APPROACH
Our team of financial, engineering and project management
professionals have developed a structured approach that mitigates
design and implementation risk and ensures improved performance
and reduced energy consumption while generating ongoing financial
savings.
FREEDOM OF CHOICE
As an independent provider, EC offers clients the opportunity to
choose from a number of pre-qualified engineers and allows for
flexibility on equipment choice from reputable suppliers. This flexibility
ensures building owners receive the best technology at the most
competitive prices.
NON-DEBT FINANCING
EC provides up to 100% financing in a flexible, non-debt
solution that gives building owners the opportunity to significantly
improve building performance without affecting the balance sheet.
INSURED PROCESS MANAGEMENT
EC reduces the financial risk of retrofit projects through its
insured evergy savings warranty program. EC or one of its partners
measures and verifies the performance of each retrofit project
using IPMVP, the most widely used and recognized independent
protocol in the world. Quarterly reports are provided to the building
owner demonstrating the energy and cost savings.
Efficiency Capital (EC) works with owners of commercial, industrial, institutional and multi-residential buildings to enhance their asset values by
originating, financing and overseeing performance guaranteed energy retrofits.
THE EFFICIENCY CAPITAL AND TORONTO ATMOSPHERIC FUND ADVANTAGE
Toronto Atmospheric Fund (TAF), a City of Toronto arms-length agency, invests in solutions
that reduce greenhouse gas emissions and air pollution. TAF developed the Energy Saving
Performance Agreement (ESPA™) model, which has led to the reduction of hundreds of
tonnes of emissions. TAF has chosen Efficiency Capital as its affiliate to finance and manage
large-scale energy efficiency retrofit projects.
CONTACT: KEREN MOYNIHAN, VP BUSINESS DEVELOPMENT
Ph: 416.887.7625 or email: kmoynihan@efficiencycapitalcorp.com
www.efficiencycapitalcorp.com
EC AND TAF IN THE NEWS
“Energy savings has suddenly
become a commodity that
investors believe is a hot market
with money to be made.”
TAF’s innovative financing model for energy efficiency
wasthefocusoftheCityofToronto’sfinalistdesignation
at the C40 climate leadership awards in Paris. TAF is
credited with helping Toronto achieve a 25% reduction
in greenhouse gas emissions since 1990.
“For building owners, it’s a debt-free
approach to financing energy efficiency
initiatives and reducing carbon footprints
of properties. All projects are insured to
guarantee project payback.”
3. HOW OUR ENERGY RETROFIT PROGRAM WORKS?
Step 1
AUDIT
EC and its partners work with you to identify and develop
a customized approach that will meet your financing and
technical needs. Through a structured screening process,
we will help you select an engineer or qualified contractor
(depending on project depth) to conduct an energy audit
and acquire required savings and performance data.
Step 2
FINANCE
Using the audit data, EC creates a cash flow model.
Working closely with the building owner, EC generates the
most viable shared savings arrangement to suit the building
owner’s needs while meeting a minimum return threshold
for EC.
Step 3
INSTALLATION
Following your acceptance of the project design and
ESPA™ terms, your engineer or contractor (depending
on the project’s technical profile) procures equipment
and a qualified contractor installs all agreed-upon energy
savings measures, based on the design plan.
Step 4
MEASUREMENT AND VERIFICATION
For the duration of the contract, EC or one of its
partners measures and verifies the performance of
each retrofit project using IPMVP, the most widely
used and recognized independent protocol in the
world. Quarterly reports are provided, demonstrating
the energy and cost savings.
STRATEGIC CHANNEL PARTNERS
EC has carefully selected a comprehensive, well-rounded team of partners to provide building owners and asset managers localized
access to our services. This ensures the highest level of professionalism in every step of your retrofit project.
• Off balance sheet financing retains borrowing capacity to
employ your capital elsewhere
• Ability to finance energy savings measures with longer
payback periods
• Enhance property marketability by reducing operating costs
and utility expenses on an ongoing basis
• Flexibility to employ your capital to generate a high
guaranteed ROI from your retrofit through turnkey, insured
and managed solution
HOW YOU WILL BENEFIT
A RESOLUTE TRACK RECORD
TAF used its $23 million endowment to develop the ESPA™ approach
to encourage energy efficiency, diminish greenhouse gases and earn a
healthy return on investment. Success on all three fronts demonstrates
that energy conservation creates a unique business opportunity for
investors and asset owners. Building on TAF’s success, EC is expanding
its market share to include larger scale projects.
YOUR ENERGY SAVINGS ARE INSURED
An ‘A’ rated insurance company insures the performance and
predicted energy savings. If insured savings are lower than expected,
owners don’t pay the difference - the insurer and engineers do. EC
intentionally created a complete solution that eliminates the many
barriers and risks to energy conservation in the building sectors.
WHAT YOU CAN EXPECT
A STRATEGIC ALIGNMENT OF INTERESTS
EC generates profit based on project performance. The higher the performance and energy savings, the greater the benefit
to the building owner and EC. A key part of EC’s role is to oversee the entire project’s execution to maximize productivity and success.
CONTACT: KEREN MOYNIHAN, VP BUSINESS DEVELOPMENT
Ph: 416.887.7625 or email: kmoynihan@efficiencycapitalcorp.com
www.efficiencycapitalcorp.com
4. 22 St. Clair Ave. E 18th Floor
Toronto, ON M4T 2S3
EfficiencyCapitalCorp.com
Efficiency Capital / Toronto Atmospheric Fund Retrofit Projects Summary
Project Location Energy Performance Status
Robert Cooke Co-operative
Homes
Garnet Janes Road, Toronto Exceeding Targets
Harbourfront Centre 235 Queen’s Quay West,
Toronto
Exceeding Targets
YMCA of Greater Toronto 20 Union Street, Brampton Meeting Targets
YMCA of Greater Toronto 99 Mary Street North, Oshawa Meeting Targets
YMCA of Greater Toronto 230 Town Centre Court,
Scarborough
Meeting Targets
YMCA of Greater Toronto 325 Burnhamthorpe Road,
Scarborough
Meeting Targets
YMCA of Greater Toronto 567 Sheppard Avenue East,
Toronto
Meeting Targets
YMCA of Greater Toronto 7996 Kennedy Street, Markham Meeting Targets
Grand Triomphe Nuvo 2
Condominiums
Doris Avenue, Toronto Exceeding Targets
Green Pheonix Apartments
King Street West, Toronto Meeting Targets
Cathedral Hill Condominiums Sparks Street, Ottawa Installation Stage
Perth Avenue Housing Co-
operative
Perth Avenue, Toronto Installation Stage
Royale Grande Four Winds Drive, Toronto Installation Stage
Toronto Community Housing
Corporation
Arleta Avenue, North York Installation Stage
Toronto Community Housing
Corporation
Arleta Avenue, North York Installation Stage
Toronto Community Housing
Corporation
Trethewey Drive, North York Installation Stage
Toronto Community Housing
Corporation
Trethewey Drive, North York Installation Stage
Toronto Community Housing
Corporation
Kendleton Drive, Etobicoke Installation Stage
Toronto Community Housing
Corporation
Kendleton Drive, Etobicoke Installation Stage
5. Alex Versluis
Vice President, Property Management
YMCA of Greater Toronto
2200 Yonge Street, Unit 300
Toronto, Ontario
M4S 2C6
RE: Reference for Toronto Atmospheric Fund / Efficiency Capital
My experience working with Toronto Atmospheric Fund and Efficiency Capital to install energy sav-
ings measures at six YMCA sites has been a positive one. These retrofits have significantly reduced our
energy costs and the Efficiency Capital approach to financing has been a very good fit for us.
The Energy Savings Performance Agreement is a great way for people who don’t have the capital to
unlock their energy savings. In our case, the retrofits we did with TAF / EC simply wouldn’t have made
the YMCA’s priority list of projects without EC’s funding model. We only see more opportunities to
increase efficiency as we expand.
We’ve been happy with the support we’ve received from TAF and EC and I look forward to future pro-
jects using this innovative approach with the same team.
Sincerely,
Alex Versluis
Vice President, Property Management
YMCA of Greater Toronto
6. Eligibility Criteria for the ESPATM
Project Size: $400,000 + (can combine buildings)
Building Size: Medium to Large Buildings
Number of Residential Units: 75 +
Equipment Age: 10 years +
Utility Spend (gas, electricity, water): $180,000/year
Building Age: 5 years +
Internal Support: Champion Decision Maker
7. * Includes $12,500 for audit (approximate cost of Investment Grade Audit after a 50%
government rebate.)
**Assumes money saved is invested in a savings account at 3%.
***This is Year 1 savings. Full term of savings assumed to be 10 years, with utility prices
rising at 4% per year.
Self-Financed ESPA
Total Project Cost*
$ 1,012,500 $ 1,012,500
Amount Paid by Building Owner $ 1,012,500 $ 12,500
Savings To Building Owner
Year 1 Energy Savings $170,000 $17,000
Interest Earned on Reserves Not
Spent** $0 $30,000
Total Savings to Building Owner*** $170,000 $47,000
Net Present Value: $461,734 $509,207
Internal Rate of Return: 14.2% 382%
Self-Financed Retrofit vs ESPATM
Retrofit
8. Energy Savings Performance Agreement (ESPATM
)
Preliminary Application
Private and Confidential Page | 1 of 3
Your contact information:
Name Title
Business/Company Name Email address
Office phone number Mobile phone number
Address Fax number
Building information:
Building Name/Corporation Building Address
Building Type (condo, apartment, commercial, etc.) Building Use(s)
Number of Units within the Building Percentage of Units owned and/or occupied
Annual percentage of Unit ownership turnover Building structure (brick, steel, block, etc.)
Total area (sq. ft.) Number of Storeys
Window type (single, double, sealed) Year Built/Age
Property Management Company Is the Building envelope insulated? (Yes or No)
Describe any previous retrofit work completed
List any recent HVAC equipment replacement
Has the Building completed any energy audits? (Yes or No) If so, please submit with preliminary application
Existing Equipment information:
Roof Top Units or Space Heating Boilers
Type of unit Age Rating No. of units
Type of unit Age Rating No. of units
9. Energy Savings Performance Agreement (ESPATM
)
Preliminary Application
Private and Confidential Page | 2 of 3
Domestic Hot Water Boilers
Type of unit Age Rating No. of units
Type of unit Age Rating No. of units
Chiller or Space Cooling System
Type of unit Age Rating No. of units
Type of unit Age Rating No. of units
Make Up Air Unit(s)
Type of unit Age Rating No. of units
Type of unit Age Rating No. of units
Domestic Water Booster Pumps
Type of unit Age Rating No. of units
Type of unit Age Rating No. of units
Building Automation and/or Management Systems
Is there a Building Automation System? (Yes or No) Describe any type of existing controls (for example, on boilers or space heating, etc.)
Common Area Lighting
Type No. of Fixtures Watts per Fixture Hours of Use
Type No. of Fixtures Watts per Fixture Hours of Use
Other
Is there an underground parking garage? (Yes or No) If so, what is the rating of the exhaust fans?
Do the exhaust fans run constantly, or switched via CO detection?
Is there an indoor swimming pool? (Yes or No) If so, describe dehumidification system
Is the building heated electrically? (Yes or No) If so, describe type of thermostatic controls utilized in the suites
10. Energy Savings Performance Agreement (ESPATM
)
Preliminary Application
Private and Confidential Page | 3 of 3
Utility information (If available):
Electricity Annual Cost ($) Electricity Annual Consumption (kWh) Utility Provider (i.e. Hydro)
Natural Gas Annual Cost ($) Natural Gas Annual Consumption (m3
) Utility Provider (i.e. Union, Enbridge)
Water Annual Cost ($) Water Annual Consumption (L)
Additional information (if applicable):
Past energy audits
Audited Financial Statements (most recent two years)
Reserve Fund Study (most recent)
Building Condition Assessment (most recent)
Percentage of the Building that is foreign owned _______ %
Details of hardship or non‐payment of owner/tenant fees _________________________________________
Number of years within the last 5 years a budget deficit occurred: _______ year(s)
Additional Comments/Notes/Special Instructions:
Name of Person who completed this form: ______________________________________
Title: ______________________________________
Signature: _________________________ Date: _______________________
Thank you for your interest in Efficiency Capital’s ESPATM
. We will respond to your request within three business days. Please
email this form to info@efficiencycapitalcorp.com.
11. 1
CONFIDENTIALITY AGREEMENT
This Confidentiality Agreement (the “Agreement”) is made as of the _____ day of
___________, 2016, (the “Effective Date”) by and between ____________________________,
an Ontario/Canadian (circle one) corporation, (“Corporation”) and Efficiency Capital Corp., an
Ontario corporation (“Counterparty”), (each of the foregoing referred to individually as
“Party” or collectively as the “Parties”).
WHEREAS, the Parties desire to explore the possible participation by Corporation in the
Energy Savings Performance Agreement program administered by the Counterparty (the
“Proposed Opportunity”);
WHEREAS, the Parties expect that, in furtherance of or in connection with the Proposed
Opportunity, the Parties will exchange Confidential Information (defined below); and
WHEREAS, the Parties desire to set forth certain obligations to preserve the confidential
nature and all rights of the Parties in respect to the Confidential Information by one Party to the
other Party in connection with the Proposed Opportunity.
NOW, THEREFORE, in consideration of the receipt by the Parties from each other of
such Confidential Information for their mutual benefit in connection with the Proposed
Opportunity, the Parties hereby agree:
1. Definition. For the purpose of this Agreement, “Confidential Information” means,
subject to Section 2, all information disclosed by a Party (the “Disclosing Party”) to the other
Party (the “Receiving Party”) pursuant to this Agreement or otherwise in connection with the
Proposed Opportunity. Confidential Information includes, without limitation, the substance of
the Parties’ discussions regarding the Proposed Opportunity, all confidential or proprietary
documents; reports; memoranda; analyses; compilations; summaries; trade secrets; project
descriptions; design drawings; computer programs and models and the inputs thereto and outputs
therefrom; studies; scientific, engineering, technical, commercial, financial, process or economic
data or information; financial and other projections, statements, and results; information
pertaining to project-related costs, expenses and operating and maintenance history; pricing
proposals; cost analyses; test results; research and business strategies; customer information; and
contract terms. Confidential Information may be in any form whatsoever, including, without
limitation, writings, computer code or programs, logic diagrams, component specifications,
drawings, or other media, and may be written or oral. Confidential Information need not be
specifically identified as confidential or proprietary in order to be considered Confidential
Information.
2. Exceptions. Notwithstanding the provisions of Section 1, the term Confidential
Information shall not include any information which (i) at the time of disclosure or thereafter is
generally available to the public (other than as a result of a disclosure by the Receiving Party in
violation of this Agreement), (ii) was available to the Receiving Party on a non-confidential basis
from a source other than the Disclosing Party, provided that such source is not and was not
known by the Receiving Party to be bound by a confidentiality agreement that protected such
12. 2
information, (iii) has been independently acquired or developed by the Receiving Party without
violating any of its obligations under this Agreement, or (iv) was in the lawful possession of the
Receiving Party prior to disclosure.
3. Nondisclosure Obligations. The Receiving Party shall keep the Confidential Information
confidential and shall not disclose such Confidential Information, in whole or part, to any person
or entity other than its subsidiaries or affiliates and their respective officers, directors,
employees, agents and representatives (collectively, the “Representatives”) who need to know
such Confidential Information in connection with such party’s evaluation of, or participation in,
the Proposed Opportunity, except with the prior written consent of the Disclosing Party or as
otherwise permitted hereunder. Prior to disclosure of any Confidential Information to any
Representative, the Receiving Party shall advise such Representatives of the confidential nature
of such information and shall, as a condition precedent to such disclosure, require its
Representatives to agree to maintain the confidentiality of the Confidential Information as
required by this Agreement. The Confidential Information shall be used by the Receiving Party
solely for the purpose of evaluation of or participation in the Proposed Opportunity, and shall not
be otherwise used for the Receiving Party’s own benefit or for any purpose detrimental to the
interest of the Disclosing Party. In addition, the Receiving Party shall provide at least the same
care to avoid disclosure or unauthorized use of the Confidential Information as it provides to
protect its own confidential information, which care shall in no event be less than that which is
commercially reasonable. The Receiving Party shall not remove any copyright notices or other
legal notices appearing on any document comprising Confidential Information.
4. Ownership; Return of Confidential Information. The Disclosing Party retains all
ownership rights in all Confidential Information disclosed to the Receiving Party. Upon request
by the Disclosing Party, the Receiving Party shall promptly return or destroy such Confidential
Information and all copies or other reproductions thereof, and all letters, notes and reports
thereof, and all other materials derived from the Confidential Information which is in the
Receiving Party's control. Upon request by the Disclosing Party, the Receiving Party shall
represent in writing to the Disclosing Party that it has complied with the provisions of this
paragraph. Confidential Information which by its nature cannot be destroyed or returned shall
remain subject to the terms of this Agreement. Receiving Party shall not assert any right with
respect to any of the Disclosing Party’s Confidential Information which may impair or be
adverse to the Disclosing Party’s ownership thereof.
5. Intellectual Property. No license under any Disclosing Party’s intellectual property, trade
secret, patent, patent application, industrial design, trade mark, copyright, confidential process,
formula, plan, computer program, data or other Confidential Information or know how is granted
to the Receiving Party or can be implied by disclosure to the Receiving Party of any Confidential
Information hereunder.
6. No Warranties. While the Disclosing Party does not have any reason to believe the
Confidential Information to be inaccurate, it makes no representation, warranty, or covenant as to
the Confidential Information, including, without limitation, accuracy or completeness. The
Receiving Party acknowledges that the Disclosing Party shall not have any liability to it resulting
from the provision or use of Confidential Information to or by the Receiving Party.
13. 3
7. Compliance with Legal Process. In the event that the Receiving Party becomes legally
compelled by any governmental, judicial, or regulatory authority to disclose any of the
Confidential Information, the Receiving Party shall give the Disclosing Party prompt notice of
such requirement so that the Disclosing Party may seek a protective order or other appropriate
remedy and/or waive compliance with the terms of this Agreement. In the event that such
protective order or other remedy is not obtained, or that the Disclosing Party waives compliance
with the terms hereof, the Receiving Party agrees to provide only that Confidential Information
that it is advised by opinion of counsel is legally required.
8. Governing Law. This Agreement and all claims hereunder, shall be interpreted, governed
and construed under the laws of the Province of Ontario, without regard to principles of conflicts
of laws, as if it were executed and to be performed wholly within the Province of Ontario.
9. Remedies for Breach. The Parties acknowledge the competitive value of the Confidential
Information and that a breach of this Agreement could result in irreparable harm to the
Disclosing Party. As such the Parties agree that in the event of a breach of this Agreement,
monetary damages may not be a sufficient remedy for any breach or threatened breach and the
Disclosing Party shall be entitled to seek equitable relief, including injunction and specific
performance, in addition to all other remedies available at law or equity.
10. Term. The Parties' obligations under this Agreement will expire five (5) years from the
date hereof. In the event that the Parties enter into a contract in respect of the Proposed
Opportunity, the term of this Agreement will, if applicable, be extended to match the term of
such Proposed Opportunity contract.
11. Counterparts. This Agreement may be executed and delivered (including by facsimile or
other electronic transmission) by the Parties in separate counterparts, each of which when
executed and delivered shall be deemed to be an original but all of which taken together shall
constitute one and the same agreement.
12. No Obligation to Disclose or Proceed. This Agreement does not and shall not be
construed to obligate either Party to disclose Confidential Information to the other Party. This
Agreement does not constitute a commitment or promise by either Party to proceed with the
Proposed Opportunity, in whole or in part. If the Parties elect to proceed with the Proposed
Opportunity, all agreements, representations, warranties, covenants, and conditions with respect
thereto will be set forth in a separate written agreement to be negotiated and executed by the
Parties.
13. Notices. All notices and other communications given in connection with this Agreement
must be provided in writing and may be given by delivering them to a Party at their respective
address listed on the signature page.
14. No Waiver. Subject to applicable statutes of limitation, no failure or delay, in whole or in
part, by the Disclosing Party in exercising any right or power hereunder shall operate as a
waiver, full or partial, of such right or power.
14. 4
15. Entire Agreement. This Agreement represents the entire understanding and agreement of
the Parties hereto with respect to the matters contained herein, and may be amended, modified or
waived only by a separate writing executed by both Parties.
IN WITNESS WHEREOF, the Parties have duly executed this Confidentiality
Agreement as of the date first above written.
CORPORATION EFFICIENCY CAPITAL CORP.
By: By:
Printed Name: ________________________ Printed Name: Mike Vinokur
Title: ______________________________ Title: President
Date: Date: _______________________________
Address for Notices: Address for Notices:
____________________________________ 22 St. Clair Ave East, 18th
floor
____________________________________ Toronto, ON M4T 2S3
____________________________________
____________________________________
With a copy, which shall not
constitute notice to:
____________________________________
____________________________________
____________________________________
____________________________________
