15-006 Cost Sharing Agreement Community Choice Energy Program Feasibility Study 2015�O� SU/VV
\v ORki-
March 10, 2015
Erin Cooke
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
Steve Attinger
City of Mountain View
500 Castro Street
Mountain View, CA 94041
Re: CCE Study Cost Sharing Agreement — Signed Copies
Dear Erin and Steve,
Enclosed please find signed copies of the subject agreement with completed signature pages for
Sunnyvale, Cupertino, and Mountain View. Staff from the County of Santa Clara have informed me that
they will need to take the item to their Board of Supervisors in order to sign the agreement. I respectfully
request that you consider the agreement executed and submit your agency's project deposit. This will
best ensure that Sunnyvale is able to execute and manage vendor contracts on a timely basis based on
funding received.
Please make the check payable to the City of Sunnyvale and mail to
City of Sunnyvale
PO Box 3707
Sunnyvale, CA 94088-3707
Attn: Melody Tovar, ESD
Please contact me if you have any questions.
Melody Tovar
Regulatory Programs Division Manager
Enclosure
ADDRESS ALL MAIL TO: P.O. BOX 3707 SUNNYVALE, CALIFORNIA 94088-3707
TDD (408) 730-7501
COST SHARING AGREEMENT BETWEEN THE CITIES OF SUNNYVALE,
MOUNTAIN VIEW, AND CUPERTINO AND THE COUNTY OF SANTA CLARA
TO STUDY THE FEASIBILITY
OF A COMMUNITY CHOICE ENERGY PROGRAM
This Cost Sharing Agreement is made and entered into this 20th day of February, 2015
("Effective Date"), by and between the City of Sunnyvale, ("Sunnyvale"), the City of Mountain
View ("Mountain View"), the City of Cupertino ("Cupertino'), and the County of Santa Clara
("County"). Sunnyvale, Mountain View, Cupertino, and the County hereinafter may be referred
to as "Parties."
Whereas, the Parties to this Agreement share a mutual interest in addressing climate
change by reducing energy -related greenhouse gas emissions and promoting the use of
renewable energy sources; and
Whereas, one way of meeting the above goals would be for public entities in Santa Clara
County to establish a Community Choice Energy (CCE) program in order to purchase energy
from renewable sources and sell it to residents and businesses in the community; and
Whereas, the Parties wish to cooperate in order to explore the feasibility of establishing a
CCE program in Santa Clara County;
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. Initial CCE Study. Sunnyvale will conduct an Initial CCE Study to address the
following questions:
(a) What other communities are interested in forming a CCE in the South
Bay?
(b) What are the costs, benefits, and risks of forming a CCE?
(c) What other climate protection activities could be advanced with a CCE?
(d) What is the best way to move forward to forming a CCE?
To that end, Sunnyvale will procure consultant services, as needed, to conduct the study;
develop a study report, with City staff and/or consultant support, to document the findings;
develop a study report Power Point presentation to support communication of the report findings;
collaborate with other interested parties, such as Joint Venture Silicon Valley and the Climate
Protection Campaign, to further the study and begin community engagement; and hold partner
coordination meetings at least monthly.
Mountain View, Cupertino, and County will reimburse Sunnyvale for costs of the Initial
CCE Study as provided in Section 2; participate in coordination meetings; and provide local
information, if practical, to support the study as requested. Mountain View, Cupertino, and
County may also strategize on approach; review draft products produced for the study; and
advise on selection of consultants and scope of work.
Community Choice Energy Agreement Page 1 of
2. Cost sharing. Parties shall equally share (one-fourth each) in the total not to
exceed cost of $80,000 of the Initial CCE Study. Eligible costs include consultant payments and
other expenses needed to complete the Initial CCE Study beginning January 1, 2015.
3. Payment. Within thirty (30) days of the execution of this Agreement, Mountain
View, Cupertino, and County shall each deposit the sum of $20,000 with Sunnyvale. After each
calendar quarter, Sunnyvale will itemize and submit a statement of eligible costs incurred during
the preceding quarter with reasonable supporting documentation. Sunnyvale shall provide
additional supporting documentation as requested by parties, if available. Each party's share of
eligible costs will be deducted from the sum deposited. Upon completion of the Initial CCE
Study, Sunnyvale will provided a closing statement of costs and will return any unexpended
funds to the other parties within thirty (30) days. Mountain View, Cupertino, and/or County may
in good faith assert a bona fide dispute as to all or any portion of a statement of costs by
notifying Sunnyvale in writing of the specific items that are in dispute within twenty (20)
calendar days of receiving the statement of costs, describing the rationale for disputing each such
item. Representatives from each Party shall act in good faith to resolve the dispute in a timely
manner.
4. Term. The term of this Agreement is from the Effective Date through December
31, 2015.
5. Independent Contractor. The Parties, in the performance of the tasks to be
performed by each, will each act as and be an independent contractor and not an agent or
employee of any other Party.
6. Indemnification. Each Party shall defend, indemnify and hold harmless the other
Party (including its officers, employees and agents) against any claim, loss or liability arising out
of or resulting in any way from the willful misconduct or negligence of such Party. Nothing
contained herein shall be construed as a waiver of any immunities or defenses that a Party may
have under applicable provisions of law, including the provisions of the California Tort Claims
Act (Govt. Code §810 et seq.). This provision shall survive expiration or termination of this
Agreement.
7. Non-discrimination. The Parties shall not discriminate, in any way, against any
person on the basis of race, sex, color, age, religion, sexual orientation, actual or perceived
gender identity, disability, ethnicity, national origin, or any other legally protected category, in
connection with or related to the performance of this Agreement.
8. Termination.
(a) Each Party has a right to terminate this Agreement for convenience, without
cause, by giving not less than thirty (30) calendar days written notice of termination to the other
Party. The terminating party will forfeit $10,000 or their proportional share of the total funds
expended or allocated to the project, whichever is greater.
Community Choice Energy Agreement Page 2 of 4
(b) If any Party fails to perform any of its material obligations under this Agreement,
in addition to all other remedies provided by law, any of the other Parties may terminate this
Agreement immediately upon written notice.
9. Notices. All notices and other communications required or permitted to be given
under this Agreement will be in writing and will be personally served or mailed, postage prepaid
and return receipt requested, addressed to the respective Parties as follows:
Sunnyvale:
Melody Tovar, Regulatory Programs Division Manager
City of Sunnyvale, Department of Environmental Services
P.O. Box 3707
Sunnyvale, CA 94088-3707
Cupertino:
Erin Cooke, Sustainability Manager
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
Mountain View:
Terry Blount, Assistant Community Development Director
City of Mountain View
500 Castro Street
Mountain View, CA 94041
County:
Demetra J. McBride, Director, Office of Sustainability
County of Santa Clara Office of the County Executive
70 W. Hedding Street
San Jose, CA 95110
Notice will be deemed effective on the date personally delivered or, if mailed, three (3)
calendar days after deposit in the mail.
10. Severability. In the event that any provision of this Agreement is prohibited by
any law governing its construction, performance or enforcement, such provision shall be
ineffective to the extent of such prohibition without invalidating thereby any of the remaining
provisions of the Agreement.
11. Entire Agreement. This Agreement represents the entire understanding of the
Parties as to those matters contained herein. No prior oral or written understanding will be of
any force or effect with respect to those matters covered hereunder. This Agreement may only
be modified by a written amendment duly executed by the Parties to this Agreement.
Community Choice Energy Agreement Page 3 of 4
WITNESS THE EXECUTION HEREOF on the day and year first hereinabove written.
CITY OF SUNNYVALE
t
By:
Deanna J. Santana
City Manager
CITY OF CUPERTINO
By:
David Brandt
City Manager
CITY OF MOUNTAIN VIEW
By:
Dan Rich
City Manager
Approved as to form:
By:
,?2 be6-ez- L I Ao pri
Sr, /�ss�. C( A7t6-f
Approved as to form:
Approved as to form:
Patty Kong
Finance and Administrative Services Director
COUNTY OF SANTA CLARA
Jeffrey V. Smith
County Executive
Approved as to form:
M.
Community Choice Energy Agreement Page 4 of
COST SHARING AGREEMENT BETWEEN THE CITIES OF SUNNYVALE,
MOUNTAIN VIEW, AND CUPERTINO AND THE COUNTY OF SANTA CLARA
TO STUDY THE FEASIBILITY -6(-� J
OF A COMMUNITY CHOICE ENERGY PROGRAM
This Cost Sharing Agreement is made and entered into this 20th day of February, 2015
("Effective Date"), by and between the City of Sunnyvale, ("Sunnyvale"), the City of Mountain
View ("Mountain View"), the City of Cupertino ("Cupertino"), and the County of Santa Clara
("County"). Sunnyvale, Mountain View, Cupertino, and the County hereinafter may be referred
to as "Parties."
Whereas, the Parties to this Agreement share a mutual interest in addressing climate
change by reducing energy -related greenhouse gas emissions and promoting the use of
renewable energy sources; and
Whereas, one way of meeting the above goals would be for public entities in Santa Clara
County to establish a Community Choice Energy (CCE) program in order to purchase energy
from renewable sources and sell it to residents and businesses in the community; and
Whereas, the Parties wish to cooperate in order to explore the feasibility of establishing a
CCE program in Santa Clara County;
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. Initial CCE Study. Sunnyvale will conduct an Initial CCE Study to address the
following questions:
(a) What other communities are interested in forming a CCE in the South
Bay?
(b) What are the costs, benefits, and risks of forming a CCE?
(c) What other climate protection activities could be advanced with a CCE?
(d) What is the best way to move forward to forming a CCE?
To that end, Sunnyvale will procure consultant services, as needed, to conduct the study;
develop a study report, with City staff and/or consultant support, to document the findings;
develop a study report Power Point presentation to "support communication of the report findings;
collaborate with other interested parties, such as Joint Venture Silicon Valley and the Climate
Protection Campaign, to further the study and begin community engagement; and hold partner
coordination meetings at least monthly.
Mountain View, Cupertino, and County will reimburse Sunnyvale for costs of the Initial
CCE Study as provided in Section 2; participate in coordination meetings; and provide local
information, if practical, to support the study as requested. Mountain View, Cupertino, and
County may also strategize on approach; review draft products produced for the study; and
advise on selection of consultants and scope of work.
Community Choice Energy Agreement Page I of 4
2. Cost sharing. Parties shall equally share (one-fourth each) in the total not to
exceed cost of $80,000 of the Initial CCE Study. Eligible costs include consultant payments and
other expenses needed to complete the Initial CCE Study beginning January 1, 2015.
3. Payment. Within thirty (30) days of the execution of this Agreement, Mountain
View, Cupertino, and County shall each deposit the sum of $20,000 with Sunnyvale. After each
calendar quarter, Sunnyvale will itemize and submit a statement of eligible costs incurred during
the preceding quarter with reasonable supporting documentation. Sunnyvale shall provide
additional supporting documentation as requested by parties, if available. Each party's share of
eligible costs will be deducted from the sum deposited. Upon completion of the Initial CCE
Study, Sunnyvale will provided a closing statement of costs and will return any unexpended
funds to the other parties within thirty (30) days. Mountain View, Cupertino, and/or County may
in good faith assert a bona fide dispute as to all or any portion of a statement of costs by
notifying Sunnyvale in writing of the specific items that are in dispute within twenty (20)
calendar days of receiving the statement of costs, describing the rationale for disputing each such
item. Representatives from each Party shall act in good faith to resolve the dispute in a timely
manner.
4. Term. The term of this Agreement is from the Effective Date through December
31, 2015.
5. Independent Contractor. The Parties, in the performance of the tasks to be
performed by each, will each act as and be an independent contractor and not an agent or
employee of any other Party.
6. Indemnification. Each Party shall defend, indemnify and hold harmless the other
Party (including its officers, employees and agents) against any claim, loss or liability arising out
of or resulting in any way from the willful misconduct or negligence of such Party. Nothing
contained herein shall be construed as a waiver of any immunities or defenses that a Party may
have under applicable provisions of law, including the provisions of the California Tort Claims
Act (Govt. Code §810 et seq.). This provision shall survive expiration or termination of this
Agreement.
7. Non-discrimination. The Parties shall not discriminate, in any way, against any
person on the basis of race, sex, color, age, religion, sexual orientation, actual or perceived
gender identity, disability, ethnicity, national origin, or any other legally protected category, in
connection with or related to the performance of this Agreement.
8. Termination.
(a) Each Party has a right to terminate this Agreement for convenience, without
cause, by giving not less than thirty (30) calendar days written notice of termination to the other
Party. The terminating party will forfeit $10,000 or their proportional share of the total funds
expended or allocated to the project, whichever is greater.
Community Choice Energy Agreement Page 2 of 4
(b) If any Party fails to perform any of its material obligations under this Agreement,
in addition to all other remedies provided by law, any of the other Parties may terminate this
Agreement immediately upon written notice.
9. Notices. All notices and other communications required or permitted to be given
under this Agreement will be in writing and will be personally served or mailed, postage prepaid
and return receipt requested, addressed to the respective Parties as follows:
Sunnyvale:
Melody Tovar, Regulatory Programs Division Manager
City of Sunnyvale, Department of Environmental Services
P.O. Box 3707
Sunnyvale, CA 94088-3707
Cupertino:
Erin Cooke, Sustainability Manager
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
Mountain View:
Terry Blount, Assistant Community Development Director
City of Mountain View
500 Castro Street
Mountain View, CA 94041
County:
Demetra J. McBride, Director, Office of Sustainability
County of Santa Clara Office of the County Executive
70 W. Hedding Street
San Jose, CA 95110
Notice will be deemed effective on the date personally delivered or, if mailed, three (3)
calendar days after deposit in the mail.
10. Severability. In the event that any provision of this Agreement is prohibited by
any law governing its construction, performance or enforcement, such provision shall be
ineffective to the extent of such prohibition without invalidating thereby any of the remaining
provisions of the Agreement.
11. Entire Agreement. This Agreement represents the entire understanding of the
Parties as to those matters contained herein. No prior oral or written understanding will be of
any force or effect with respect to those matters covered hereunder. This Agreement may only
be modified by a written amendment duly executed by the Parties to this Agreement.
Community Choice Energy Agreement Page 3 of 4
WITNESS THE EXECUTION HEREOF on the day and year first hereinabove written.
CITY OF SUNNYVALE
Deanna J. Santana
City Manager
CITY O C ERTINO
By: —
David Brandt
City Manager
Attest: /6t��
Fo r Grace Schmidt
City Clerk
CITY OF MOUNTAIN VIEW
LN
Dan Rich
City Manager
Approved as to form:
am
Approved as to form:
By:
arol Korade
City Attorney
o- o 0
Approved as to form:
Patty Kong
Finance and Administrative Services Director
COUNTY OF SANTA CLARA
Jeffrey V. Smith
County Executive
Approved as to form:
Lo
Community Choice Energy Agreement Page 4 of 4
COST SHARING AGREEMENT BETWEEN THE CITIES OF SUNNYVALE,
MOUNTAIN VIEW, AND CUPERTINO AND THE COUNTY OF SANTA CLARA
TO STUDY THE FEASIBILITY
OF A COMMUNITY CHOICE ENERGY PROGRAM
This Cost Sharing Agreement is made and entered into this 20th day of February, 2015
("Effective Date"), by and between the City of Sunnyvale, ("Sunnyvale"), the City of Mountain
View ("Mountain View"), the City of Cupertino ("Cupertino'), and the County of Santa Clara
("County"). Sunnyvale, Mountain View, Cupertino, and the County hereinafter may be referred
to as "Parties."
Whereas, the Parties to this Agreement share a mutual interest in addressing climate
change by reducing energy -related greenhouse gas emissions and promoting the use of
renewable energy sources; and
Whereas, one way of meeting the above goals would be for public entities in Santa Clara
County to establish a Community Choice Energy (CCE) program in order to purchase energy
from renewable sources and sell it to residents and businesses in the community; and
Whereas, the Parties wish to cooperate in order to explore the feasibility of establishing a
CCE program in Santa Clara County;
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. Initial CCE Study. Sunnyvale will conduct an Initial CCE Study to address the
following questions:
(a) What other communities are interested in forming a CCE in the South
Bay?
(b) What are the costs, benefits, and risks of forming a CCE?
(c) What other climate protection activities could be advanced with a CCE?
(d) What is the best way to move forward to forming a CCE?
To that end, Sunnyvale will procure consultant services, as needed, to conduct the study;
develop a study report, with City staff and/or consultant support, to document the findings;
develop a study report Power Point presentation to support communication of the report findings;
collaborate with other interested parties, such as Joint Venture Silicon Valley and the Climate
Protection Campaign, to further the study and begin community engagement; and hold partner
coordination meetings at least monthly.
Mountain View, Cupertino, and County will reimburse Sunnyvale for costs of the Initial
CCE Study as provided in Section 2; participate in coordination meetings; and provide local
information, if practical, to support the study as requested. Mountain View, Cupertino, and
County may also strategize on approach; review draft products produced for the study; and
advise on selection of consultants and scope of work.
Community Choice Energy Agreement Page 1 of
2. Cost sharing. Parties shall equally share (one-fourth each) in the total not to
exceed cost of $80,000 of the Initial CCE Study. Eligible costs include consultant payments and
other expenses needed to complete the Initial CCE Study beginning January 1, 2015.
3. Payment. Within thirty (30) days of the execution of this Agreement, Mountain
View, Cupertino, and County shall each deposit the sum of $20,000 with Sunnyvale. After each
calendar quarter, Sunnyvale will itemize and submit a statement of eligible costs incurred during
the preceding quarter with reasonable supporting documentation. Sunnyvale shall provide
additional supporting documentation as requested by parties, if available. Each party's share of
eligible costs will be deducted from the sum deposited. Upon completion of the Initial CCE
Study, Sunnyvale will provided a closing statement of costs and will return any unexpended
funds to the other parties within thirty (30) days. Mountain View, Cupertino, and/or County may
in good faith assert a bona fide dispute as to all or any portion of a statement of costs by
notifying Sunnyvale in writing of the specific items that are in dispute within twenty (20)
calendar days of receiving the statement of costs, describing the rationale for disputing each such
item. Representatives from each Party shall act in good faith to resolve the dispute in a timely
manner.
4. Term. The term of this Agreement is from the Effective Date through December
31, 2015.
5. Independent Contractor. The Parties, in the performance of the tasks to be
performed by each, will each act as and be an independent contractor and not an agent or
employee of any other Party.
6. Indemnification. Each Party shall defend, indemnify and hold harmless the other
Party (including its officers, employees and agents) against any claim, loss or liability arising out
of or resulting in any way from the willful misconduct or negligence of such Party. Nothing
contained herein shall be construed as a waiver of any immunities or defenses that a Party may
have under applicable provisions of law, including the provisions of the California Tort Claims
Act (Govt. Code §810 et seq.). This provision shall survive expiration or termination of this
Agreement.
7. Non-discrimination. The Parties shall not discriminate, in any way, against any
person on the basis of race, sex, color, age, religion, sexual orientation, actual or perceived
gender identity, disability, ethnicity, national origin, or any other legally protected category, in
connection with or related to the performance of this Agreement.
8. Termination.
(a) Each Party has a right to terminate this Agreement for convenience, without
cause, by giving not less than thirty (30) calendar days written notice of termination to the other
Party. The terminating party will forfeit $10,000 or their proportional share of the total funds
expended or allocated to the project, whichever is greater.
Community Choice Energy Agreement Page 2 of
(b) If any Party fails to perform any of its material obligations under this Agreement,
in addition to all other remedies provided by law, any of the other Parties may terminate this
Agreement immediately upon written notice.
9. Notices. All notices and other communications required or permitted to be given
under this Agreement will be in writing and will be personally served or mailed, postage prepaid
and return receipt requested, addressed to the respective Parties as follows:
Sunnyvale:
Melody Tovar, Regulatory Programs Division Manager
City of Sunnyvale, Department of Environmental Services
P.O. Box 3707
Sunnyvale, CA 94088-3707
Cupertino:
Erin Cooke, Sustainability Manager
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
Mountain View:
Terry Blount, Assistant Community Development Director
City of Mountain View
500 Castro Street
Mountain View, CA 94041
County:
Demetra J. McBride, Director, Office of Sustainability
County of Santa Clara Office of the County Executive
70 W. Hedding Street
San Jose, CA 95110
Notice will be deemed effective on the date personally delivered or, if mailed, three (3)
calendar days after deposit in the mail.
10. Severability. In the event that any provision of this Agreement is prohibited by
any law governing its construction, performance or enforcement, such provision shall be
ineffective to the extent of such prohibition without invalidating thereby any of the remaining
provisions of the Agreement.
11. Entire Agreement. This Agreement represents the entire understanding of the
Parties as to those matters contained herein. No prior oral or written understanding will be of
any force or effect with respect to those matters covered hereunder. This Agreement may only
be modified by a written amendment duly executed by the Parties to this Agreement.
Community Choice Energy Agreement Page 3 of
WITNESS THE EXECUTION HEREOF on the day and year first hereinabove written.
CITY OF SUNNYVALE
M.
Deanna J. Santana
City Manager
CITY OF CUPERTINO
Approved as to form:
I:
Approved as to form:
By: By:
David Brandt
City Manager
CITY OF MOUNTAIN VIEW Approved as to form:
c
By: By:
T75—nlfich �A��
City anager'
Patty Kon
Finance and inistra ' e Services Director
COUNTY OF SANTA CLARA
Jeffrey V. Smith
County Executive
Approved as to form:
IC
Commmuty Choice Energy Agreement
Page 4 of