RESOLUTION NO. 2024-_____
RESOLUTION OF THE CI TY COUNCIL OF THE CI TY OF
ANAHEIM (I) APPROVING AND AUTHORIZING THE
EXECUTION AND DELIVE RY OF (A) A CLEAN ENERGY
PURCHASE CONTRACT FOR PREPAID RENEWABLE
ENERGY AND (B) SUPPORTING AGREEMENTS,
CONSISTING OF TWO LI MITED ASSIGNMENTS OF
EXISTING RENEWABLE POWER PURCHASE
AGREEMENTS, A CUSTOD IAL AGREEMENT, AND A
LETTER AGREEMENT; AN D (II) AUTHORIZING T HE CITY
OF ANAHEIM’S PARTICI PATION IN THE TRANSACTIONS
CONTEMPLATED BY THE FOREGOING AGREEMENTS.
WHEREAS, the City of Anaheim ( “City”) has participated with other members of the Southern California Public Power Authority (“SCPPA”) in examining alternative means by which to finance the purchase of critically necessary renewable energy for compliance with the State’s renewable energy requirements and to fulfill the City ’s electric generation responsibilities to its citizens; and
WHEREAS, the City has examined and considered the advantages of utilizing a prepayment structure through SCPPA for the financing of renewable energy; and WHEREAS, the City and SCPPA each independently concluded their examinations of the proposed renewable energy prepayment financing structure and selected a renewable energy supplier (J. Aron & Company LLC, “J. Aron”) to implement the proposal; and WHEREAS, in connection with such financing, it is contemplated that the City will assign to SCPPA certain rights and obligations of the City in its Renewable Power Purchase and Sale Agreement (the “Bowerman PPA”) with Bowerman Power LFG, LLC (“Bowerman”) and its Consolidated, Amended and Restated Power Purchase Agreement (the “Brea PPA” and together with the Bowerman PPA, the “Assigned PPAs”) with Brea Generation LLC and Brea Power II, LLC (together, “Brea”), including the City’s right and obligation to purchase electric energy under the Assigned PPAs; and
WHEREAS, a Clean Energy Purchase Contract between the City and SCPPA (the “Clean Energy Purchase Contract”) will provide for terms under which the City will pay for and be entitled to the energy provided by SCPPA relating to the Assigned PPAs; and WHEREAS, the City desires to participate in th e proposed renewable energy prepayment financing structure to finance the purchase of renewable energy, comply with State renewable energy requirements, and fulfill its responsibilities to provide reliable electric energy to its citizens, and desires to enter into the Prepay Agreements (as defined below). 2 NOW, THEREFORE BE IT RESOLVED, by the City Council of the City of Anaheim:
1. In accordance with the City Charter and the laws of the City, the City Council hereby approves, in substantial form, the following five agreements (collectively, the “Prepay Agreements”), each of which in substantial form is on file with the City Clerk:
a. A Limited Assignment Agreement with SCPPA, assigning to SCPPA certain of the City’s rights and obligations to receive and pay for renewable energy and associated resources under the Bowerman PPA;
b. A Limited Assignment Agreement with SCPPA, assigning to SCPPA certain of the City’s rights and obligations to receive and pay for renewable energy and associated resources under the Brea PPA;
c. A Clean Energy Purchase Contract with SCPPA by which SCPPA will sell to the City at discounted prices the prepaid renewable energy and associated resources generated by the Assigned PPAs;
d. A Custodial Agreement with J. Aron and U.S. Bank Trust Company, National Association, as custodian, to establish bank accounts for and administer payments to Bowerman and Brea in satisfaction of performance under their respective PPAs; and e. A Letter Agreement with SCPPA, providing that the parties may terminate the Limited Assignment Agreements only upon certain specified events.
2. The City Council hereby authorizes e ach of the following officers of Anaheim Public Utilities to execute and deliver each of the Prep ay Agreements with such changes, insertions, and omissions as shall be approved by the executing officer (such approval to be conclusively evidenced by such execution): the General Manager; the Assistant General Manager- Finance and Energy Resources; and the Assistant General Manager --Electric Services (collectively, “APU Officers”).
3. The City Council hereby authorizes each of the APU Officers to execute and deliver any and all other agreements, undertakings, documents, and instruments and to do and cause to be done any and all acts and things necessary or advisable for (1) carrying out the transactions contemplated by the Prepay Agreements and this Resolution, including actions needed to facilitate SCPPA in its financing of the prepayment for the City’s benefit, and (2) complying with and performing the City’s obligations under the Prepay Agreements.
4. The City Council authorizes the City Clerk to attest such APU Officers’ signatures.
5. This Resolution shall become effective immediately.
3 This Resolution is approved and adopted at the regular meeting of the City Council of the City of Anaheim this____ day of _______, 2024.
AYES:
NOES:
ABSTAIN:
ABSENT:
CITY OF ANAHEIM
_________________________________
MAYOR OF THE CITY OF ANAHEIM
ATTEST:
_____________________________________
CITY CLERK OF THE CITY OF ANAHEIM
(139076786.4 / 151355)