AGENDA REPORT
Meeting Date: May 24, 2022
Item Number:
To: Honorable Mayor & City Council
From: Josette Descalzo, Environmental Compliance and Sustainability Programs Manager
Robert Welch P.E., Utilities General Manager
Subject: MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF
BEVERLY HILLS AND THE CLEAN POWER ALLIANCE OF
SOUTHERN CALIFORNIA REGARDING THE PARTICIPATION OF
THE CITY OF BEVERLY HILLS IN THE POWER READY PROGRAM
Attachment: 1. Memorandum Of Understanding
RECOMMENDATION
Staff recommends that City Council approve entering into a Memorandum of Understanding (MOU) with the Clean Power Alliance (CPA) to participate in the Power Ready Program.
INTRODUCTION
The City of Beverly Hills has been a member of Clean Power Alliance (CPA) since 2017 in order to bring clean power, local control and local benefits to the City. As a member agency, the City has representation on CPA’s board and authorized CPA staff to conduct a Request for Information (RFI) to its member agencies regarding their response to the increasing risk of weather and disaster related electricity outages, including Public Safety Power Shutoff (PSPS) and grid emergency events. The purpose of this RFI was to gauge interest in a program that would provide a solar-paired battery energy storage system or standalone energy storage system to an essential facility in each of CPA’s 32 member jurisdictions.
After receiving the results of the RFI, CPA staff designed the Power Ready Program to meet member agency needs for resiliency. The Power Ready Program adds energy resiliency to critical facilities by installing solar power and storage systems so that there is a back-up source of energy during outages.
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Meeting Date: May 24, 2022
DISCUSSION
CPA’s Power Ready program is designed to address the needs for resiliency outlined by CPA’s member agencies. It is offered as a community benefit to the City at no up-front cost to the City for the purchase and installation of the solar and battery system. CPA is further making participation easy for the City by contracting with a developer/financier to build, own and operate the systems for 20 years by pooling potential solar and battery sites owned or operated by CPA member agencies. The pool of sites allows the CPA to solicit bids through a Request for Offer (RFO) process for all sites together making it possible for CPA to get more cost effective bids from a Developer than if agencies were to undertake this individually. The program relieves the agency from spending resources to determine the feasibility, permitting, constructing, operating and maintaining the system on its own. The benefits of the program are: Back-up power system that provides power during outages (including Public Safety Power Shutoffs, natural disasters, rolling black outs). No increase to annual energy bills for participating. Reduced harmful emissions associated with back-up diesel generators. The Developer handles all operations and maintenance. Enhanced grid resilience that helps to prevent grid emergencies. Member agency staff learn about hosting battery storage. CPA will promote the City’s participation in this innovative program. Staff identified four sites, listed below, for the program.
1. Roxbury Park Community Center
2. 438 N. Beverly Dr. (Crate and Barrel Tenant Site)
3. 333 N. Crescent Drive Parking Structure
4. 216 S. Beverly Drive Parking Structure
To note, the Library and Police Station were not considered for this program because both currently have a solar system. The solar system is currently in operation and serves to reduce the facilities’ purchased energy from the utility. The current system also does not have a battery storage system that can serve as a backup power to the facilities.
Staff submitted these sites for consideration as they all have a large flat roof or rooftop carport and unobstructed access to sunlight, which are ideal factors for solar panel production. The sites have current electrical systems that would easily connect with the solar and battery system for backup power and in some cases, the sites will be used for emergency situations. CPA’s consultants – EcoMotion – analyzed these sites to determine the best program fit.
Out of the four submitted, it was determined the Roxbury Park Community Center would be the best site to install the solar and battery system. The Community Center is designated as a community shelter during emergency events and currently does not have installed backup power generation and thus no resiliency in the event of a grid outage.
The solar and battery system will be able to provide power in the large multipurpose room, where people could charge phones, use Wi-Fi and shelter indoors. It will also be able to provide backup power for all servers and internet equipment in the IT room.
Meeting Date: May 24, 2022
Participating in the Power Ready Program will provide significant value to the Roxbury Park Community Center, enabling it to operate as a critical community facility during a power outage. By entering into this MOU, the City will need a separate 20-year Solar+Storage site lease agreement with the CPA selected Developer. The MOU states, that in concept, the site lease requires the City to act at all times in good faith to come into reasonable terms with the Developer and shall not unreasonably condition, delay or refuse to enter into the Solar+Storage Site Lease Agreement. Reasonable terms shall include, at a minimum:
1. Reasonable provisions providing for indemnification of the City by the Developer. 2. A requirement by the Developer to carry reasonable insurance. 3. Reasonable requirement that the Developer return the site to its condition prior to the installation of the Solar+Storage System if, at the end of the site lease term, the City requests that the Solar+Storage System be removed.
4. The City recognizes that it will not require the Developer to pay a lease for the solar panel site. Adding a lease payment fee could potentially complicate the agreements with the Developer.
5. In lieu of the City requiring the Developer to pay a lease, the City is benefiting from the Solar+Storage System that will be installed, operated and maintained by the Developer for 20 years. The CPA, through its Request for Offer (RFO) selection process, will try to assure that the selected Developer will be able to reasonably agree with the terms of the site lease with the City and other Power Ready Program participants. The CPA will provide member agencies a reasonable amount of time to review and provide comments on the RFO prior to issuing the RFO. The draft RFO that CPA provides to member agencies for review shall include a sample site lease that contains pro forma commercially reasonable terms or otherwise lists commercially reasonable terms that must be included in the site lease. If the City cannot agree upon the reasonable lease terms during review process, it can remove itself from the program without liabilities. Member agencies participating in this program recognize that its sites will be included in the portfolio in support of the RFO for potential Developers and withdrawal of the site from the Power Ready Program after the RFO has been posted can invalidate the bids of the Developer for the program. After a Developer is selected from the RFO process, the City will negotiate a site lease agreement directly with the Developer and CPA will negotiate a Power Purchase Agreement (PPA) with the Developer. When the site lease agreement is executed, it replaces the MOU and the Developer can break ground on the project.
In addition to the site lease, the developer, on behalf of the City, will be required to apply for the Self Generation Incentive Program (SGIP) administered by California Public Utilities Commission (CPUC). Currently, there are no available estimates or guarantees that the City will be awarded SGIP funds. SGIP funds work on a tiered rate structure, which means the SGIP incentive amount decreases as more batteries are installed in the state. The incentive is also dependent on the size of the system. Larger systems will qualify for a larger incentive amount compared to a small battery installed in a home.
In January 2020, the CPUC approved additional $675 million for the program and extended it until 2024, which means there is over $1 billion in incentives available through SGIP. If the City is awarded any SGIP funds, the agreement requires the City to Meeting Date: May 24, 2022
transfer awarded funds to the Developer to support financing of the battery energy storage.
The MOU also describes the roles of the CPA, Developer and the City during the project development and operation. Below is a summary of those roles:
a. Construction
i. CPA will select a Developer to construct, install, operate and maintain at the Site, a behind-the-meter battery energy storage and solar photovoltaic generation energy system at Developer’s sole cost and expense. ii. The Developer will need to submit a siting and construction plan for City approval.
iii. The City will work with the Developer to attain all necessary permits, a waste management plan and a statement that Developer will adhere to the applicable building code and all local, state and federal laws. iv. The Parties recognize that the Developer must secure interconnection approval for the Solar+Storage System from Southern California Edison. b. Financing: The construction, operation and maintenance of the Solar+Storage System will be financed by a Power Purchase Agreement (PPA) between the CPA and the Developer. c. Ownership. The Developer will own the Solar+Storage System and include a provision that the City will have an opportunity to purchase the system at the end of the 20-year site lease term.
d. Maintenance. The Developer will be responsible for the maintenance of the Solar+Storage System and the City will provide reasonable access to the Developer.
e. Control. The Purchase Power Agreement between the CPA and the Developer will describe the management and operation of the Solar+Storage System. f. Normal Operations. The Developer and CPA will manage the Solar+Storage System to meet CPA’s needs for demand-side management at its discretion and will not impact the City’s operation. This islanded solar and storage system lowers the CPA’s procurement costs.
g. Power Outage Operations.
i. The City site will be able to utilize the energy produced and stored by the Solar+Storage System for critical loads at the site during power outages. The Solar+Storage System will be managed to provide sufficient power to the Site for at least four (4) hours during Power Outage Operations based on the Site’s power needs identified at the time the Solar+Storage System is designed.
h. Operations Insight. The CPA will provide the City access to a dashboard that shows the Solar+Storage System performance. This tool will provide the City the ability to review the amount of electricity generated at the site at any given time.
Meeting Date: May 24, 2022
Solar and Battery Systems Size and Location
The solar panels will be installed on the roof of the Community Center. The roof is in excellent condition and there is no significant shading on the roof that would affect the production of solar energy. The roof will accommodate approximately 106 kilowatt (kW) of Photovoltaic (PV) panels, which is projected to generate 182,000 kilowatt-hour (kWh).
This represents approximately 73% of the facility’s annual usage of 250,884 kWh.
As for the battery system, the initial assessment suggests that the ideal battery size for the Community Center will be sized to provide power for up to four hours for the Community Center, which is for approximately 67 kW and 267 kWh capacity. The ideal location of the battery storage system is in southeast corner of the Community Center parking lot.
FISCAL IMPACT
By entering into this MOU, the City is essentially committing to “reasonable” lease terms with a future Developer that would provide power resilience for the Roxbury Community Center in exchange for a zero lease cost to the Developer who builds and operates the Solar+Storage system for 20-years. In addition, any SGIP funds awarded to the City, based on the Developer’s application, on behalf of the City to the CPUC, will need to be transferred to the Developer to support the financing of the Solar+Storage system. The SGIP fund and the Power Purchase Agreement between the CPA and the Developer are the financing mechanism for this project. These financing mechanisms allow this project to be a no cost power resilience to the City. By entering into this MOU, the City will pay CPA as billed for electric service at the site under the CPA’s future Power Ready Rate Structure. The Power Ready Rate charge is set up so that the City will pay equal or less than the amount charged to the City annually under the rate structure that would have otherwise been in place if the City did not participate in this program.
Shana Epstein, Director of Public Works
Approved By
Attachment 1
DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89
MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF BEVERLY HILLS
AND THE CLEAN POWER ALLIANCE OF SOUTHERN CALIFORNIA REGARDING
THE PARTICIPATION OF THE CITY OF BEVERLY HILLS IN THE POWER READY
PROGRAM
This Memorandum of Understanding ("MOU"), made as of the last date signed below (the "Effective Date"), by and between The City of Beverly Hills ("Member Agency"), the owner or long-term lessee as described in Section 4.a. of the real property described in Exhibit A and referred to herein as the "Site," and Clean Power Alliance of Southern California, a Joint Powers Authority and Community Choice Aggregation program ("CPA"), referred to individually or collectively as "Party" or "Parties," is to enroll the Site in the CPA Power Ready Program, described in more detail below.
RECITALS
WHEREAS, CPA desires to support community energy reliability efforts in its service territory through its Power Ready Program (described in the Power Ready Fact Sheet, attached hereto as Exhibit B), which seeks to provide Member Agency with a no-cost energy resiliency project that provides significant community benefit and demand response to CPA, and WHEREAS, the Member Agency has worked diligently with CPA to determine a suitable site for energy resilience as part of the Power Ready Program, and WHEREAS, the Member Agency is the owner of the Site identified in Exhibit A, which Member Agency and CPA have identified as a suitable site for the Power Ready Program because the Site serves a critical community function as a Community Shelter during emergency events, and WHEREAS, to implement the Power Ready Program, CPA must enter into an agreement with a third-party developer ("Developer"), who will develop behind-the-meter battery energy storage and solar photovoltaic generation energy systems at the sites selected for the Power Ready Program, including the Member Agency Site, and
WHEREAS, CPA intends to issue and administer a competitive Request for Offers ("RFO") to select the Developer, and WHEREAS, CPA intends to include in the RFO a portfolio of development sites, including the Member Agency Site and sites belonging to other CPA member agencies, which portfolio will be relied upon by developers to submit bids to develop solar and storage on the Power Ready Program sites, and
WHEREAS, developers' bids will include pricing that will be incumbent on the inclusion of the Member Agency Site in the portfolio, and
DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 WHEREAS, the Member Agency will benefit from the installation of the battery energy storage system, which will provide the Site with power during planned and unplanned electrical outages to power certain critical electrical loads, NOW, THEREFORE, in consideration of the mutual promises and agreements herein contained, it is mutually understood and agreed by and between the Parties as follows:
1. Term. This MOU begins on the Effective Date and ends five (5) years after the Effective Date, at which point, CPA and Member Agency may agree, by mutual written agreement, to extend the term of this MOU.
2. Termination.
a. Convenience. Any time prior to CPA's issuance of the RFO, either Party may terminate this MOU for convenience and without liability to the other Party upon giving the other Party written notice. b. Default. i. After CPA issues the RFO, the Parties acknowledge and agree that either Party's failure to perform any of its material obligations under this MOU shall constitute an event of default and entitle the other Party to terminate the MOU immediately upon written notice of termination. ii. Member Agency Default. Member Agency recognizes that its default under this MOU could undermine CPA's implementation of the Power Ready Program for other participating member agencies, invalidate Developer bids to develop Solar+Storage Systems under the Power Ready Program, increase costs of construction and reduce benefits to CPA and other member agencies, or a combination thereof. Member Agency acknowledges and agrees to reimburse CPA for all reasonable costs related to, resulting from, or arising from Member Agency's default including but not limited to any qualified adjustment in the rate price, reasonable fees, or other direct charges that may be assessed by the Developer pursuant to the Power Purchase Agreement, and to be subject to any other remedies that may be available to CPA. Member Agency's liability under this section shall in no circumstances exceed $75,000. iii. CPA Default. If CPA defaults, CPA acknowledges and agrees to reimburse Member Agency for Member Agency's reasonably expended costs to prepare the Site for the Solar+Storage System in reliance on the MOU. CPA shall not be liable for any other expenses incurred in reliance on the MOU, any Member Agency personnel time spent in reliance on the MOU, costs to pursue other renewable energy options, or any special or incidental damages. CPA's liability under this section shall in no circumstances exceed $75,000. 2
DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 iv. Force Majeure. Neither Party shall be liable for any default caused by reason of acts of God including volcanic eruption, landslide, lightning, earthquake, fire, or flood (but excepting reasonably anticipated weather conditions at the Site); explosion, sabotage, or similar occurrence; acts of a public enemy, extortion, terrorism, war, blockage, or insurrection; riot or civil disturbance; strikes, lockouts, or labor troubles; change in law or regulation; or other cause without fault and beyond the reasonable control of a Party (financial inability excepted).
3. The Solar+Storage System and Its Operation.
a. Construction.
i. CPA will select a Developer to construct, install, operate, and maintain at the Site a behind-the-meter battery energy storage and solar photovoltaic generation energy system at Developer's sole cost and expense, with the anticipated general specifications set forth in Exhibit A hereto (the "Solar+Storage System" or "System"). ii. In the RFO, CPA will make clear that Developer is required to comply with all provisions of California law applicable to public contracting, including but not limited to bond requirements and prevailing wage requirements. iii. CPA will require the Developer to submit a siting and construction plan for the Solar+Storage System for Member Agency's approval, which shall include a commitment to obtain all necessary permits, a waste management plan, and a statement that Developer will adhere to the applicable building code and all local, state, and federal laws. iv. The Parties recognize that the Developer must secure interconnection approval for the Solar+Storage System from Southern California Edison. b. Financing. The Parties anticipate that construction, operation, and maintenance of the Solar+Storage System will be financed by a Power Purchase Agreement ("PPA") between CPA and the Developer. c. Ownership. The Parties acknowledge that the Developer will own the Solar+Storage System. However, the RFO will include a provision requiring the Developer to provide Member Agency with the opportunity to purchase the Solar+Storage System at the end of the Site Lease term. d. Maintenance. The Parties acknowledge that the Developer will be responsible for the maintenance of the Solar+Storage System, and Member Agency will provide reasonable access to Developer.
e. Control. The Solar+Storage System will be managed and operated pursuant to the terms of the PPA, as set forth in more detail below. f. Normal Operations. Except when in Power Outage Operations pursuant to Section 3.g, below, the Solar+Storage System will be managed to meet CPA's 3 DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 needs for demand-side management at its discretion, and such Solar+Storage System management will not impact Member Agency operations. g. Power Outage Operations.
i. The Solar+Storage System will have the ability to generate solar energy and charge the Solar+Storage System during power outages that occur during daylight hours.
ii. The Solar+Storage System will be managed to provide power, to the extent reasonably practicable, for certain critical loads at the Site during power outages. The Solar+Storage System will be managed to provide sufficient power to the Site for at least four (4) hours during Power Outage Operations based on the Site's power needs identified at the time the Solar+Storage System is designed.
h. Operations Insight.
i. CPA will provide Member Agency continuous access to the Solar+Storage System electricity generation dashboard on the worldwide web or otherwise provide Member Agency with the ability to review the amount of electricity generated at any given time. 4. Member Agency Obligations. a. Ownership. Member Agency warrants that it is the long-term lessee (with a lease term that does not end earlier than, or that Member Agency has the sole discretion to continue until at least, 2045) or owner of the Site and that it has the power to grant permission for use of the Site as part of the Power Ready Program. b. Project Development. i. Member Agency agrees to allow CPA's selected Developer to construct the Solar+Storage System at the Site, subject to Developer entering a Site Lease Agreement with Member Agency and subject to Developer receiving all necessary permits and approvals. ii. Member Agency recognizes that its Site will be included in a portfolio in support of an RFO to potential developers and that withdrawal of its Site from the Power Ready Program could invalidate developers' bids for the entire program. c. Site Function. Member Agency agrees that the Site will continue to serve a critical community function, as described in the Recitals above, for the Term of the MOU. If Site no longer serves a critical community function, or Member Agency wishes to change the Site to a different critical community function than the one described herein, and that different critical community function significantly alters electricity usage at the Site, this may constitute a material change to this obligation. Member Agency must immediately notify CPA of the 4 DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 change and make best efforts to cooperate with CPA in remedying impacts related to the change in use.
d. Site Lease. Member Agency agrees to enter into a Solar+Storage Site Lease Agreement with the Developer, provided all material terms are agreed upon, or if the Member Agency does not own the Site, then Member Agency will use best efforts to secure a Solar+Storage Site Lease Agreement or any other agreements necessary to secure use of the Site between the Site owner and the Developer with Member Agency being a third-party beneficiary with a term length up to twenty (20) years. Member Agency shall act at all times in good faith to come to reasonable terms with the Developer and shall not unreasonably condition, delay, or refuse to enter into the Solar+Storage Site Lease Agreement.
Reasonable terms shall include, at a minimum, (a) a reasonable provision providing for indemnification of the Member Agency by the Developer, (b) a requirement the Developer carry reasonable insurance, and (c) a reasonable requirement that the Developer return the Site to its condition prior to the installation of the Solar+Storage System if, at the end of the Site Lease term, Member Agency requests that the Solar+Storage System be removed. Member Agency recognizes that it may not require Developer to pay to lease the Site; the consideration for lease of the Site is installation of and Member Agency's benefit from the Solar+Storage System. e. Cooperation. Member Agency agrees to cooperate with Developer to secure necessary approvals for Developer to develop the Solar+Storage System at the Site; however, nothing in this MOU constitutes approval of development of the Solar+Storage System. Member Agency is solely responsible for issuance of any permits, including but not limited to providing necessary information for the selected Developer to acquire permits or to comply with the California Environmental Quality Act, if applicable. f. Billing. Member Agency will pay CPA as billed for electric service at the Site under CPA's future Power Ready Rate Structure, which will be developed prior to Member Agency execution of the Site Lease. The future Power Ready Rate Structure is further described in Section 5.c. of this MOU. The Power Ready Rate charged to Member Agency annually will be equal to or less than the amount charged to Member Agency annually under the rate structure that would have otherwise been in place if the Member Agency did not participate in the Power Ready Program. g. SGIP Funds. Developer will apply for the CPUC Self Generation Incentive Program ("SGIP") administered by Southern California Edison ("SCE") on behalf of the Member Agency. Member Agency agrees to transfer any awarded SGIP funds to Developer to support financing of the battery energy storage. 5. CPA Obligations. 5 DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 a. CPA will prepare, issue, and administer the RFO to select the Developer to develop the Solar+Storage System at the Member Agency's and other member agencies' sites. CPA will provide Member Agency a reasonable amount of time to review and provide comments on the RFO prior to issuing the RFO. The draft RFO that CPA provides to Member Agency for review shall include a sample Site Lease that contains proforma commercially reasonable terms or otherwise lists commercially reasonable terms that must be included in the Site Lease. b. CPA will make a commercially reasonable effort to ensure construction of the Solar+Storage System begins no later than June 30, 2023, and will coordinate with Member Agency to determine a mutually agreeable construction schedule.
However, CPA does not guarantee either (a) that the Solar+Storage System will actually be constructed, or (b) that construction will be free from delays beyond CPA's control.
c. CPA will provide a construction liaison during construction of the Solar+Storage System that will make periodic on-site visits. d. CPA will bill the Member Agency for generation service on a monthly basis under its Power Ready Rate Structure. The on-bill monthly charge will be calculated to approximate projected monthly bill savings generated by the Solar+Storage System. CPA will conduct a true-up of the Member Agency annual electricity costs annually during the April bill cycle and will credit or charge the Member Agency. Member Agency's annual charges will be equal to or less than the amount that would have otherwise been charged to the Member Agency if the Member Agency did not participate in the Power Ready Program. e. CPA will provide Member Agency with educational/outreach materials and regular reporting on Solar+Storage System performance. 6. Indemnification. Each Party shall indemnify and hold harmless to the fullest extent permitted by law the other Party and its elected officials, officers, employees, members, volunteers, agents, and representatives from and against any and all damages, liabilities, costs, expenses, claims, and/or judgments, including, without limitation, reasonable attorneys' fees and disbursements that may directly or indirectly arise and/or result from the indemnifying Party's gross negligence or willful misconduct. This indemnification shall be only in proportion to and to the extent that such claims, judgments, causes of action, damages, penalties, costs, liabilities, and expenses, including attorneys' fees and costs incurred in the defense of any such claim or any action or proceeding brought thereon arise from the negligent or intentional acts or omissions of indemnifying Party, and its officers, employees, invitees, or agents. 7. Insurance. a. The Parties agree to provide and maintain throughout the term of this MOU, 6 DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 at their own expense, a program of insurance, or self-insurance, covering the activities and operations of their respective officers, agents and employees and contractors for the term of this MOU. This insurance shall include general liability insurance with coverage limits of $2,000,000 per occurrence and $2,000,000 aggregate (unless the aggregate is on a per-policy basis, in which case the aggregate shall be a minimum of $4,000,000). This insurance shall be endorsed to include the following: (i) CPA, its Board, Officers, Officials, Employees, Agents, Servants, and Volunteers are covered as additional insureds on Member Agency's commercial general liability policy, and Member Agency's Board, Officers, Officials, Employees, Agents, Servants, and Volunteers are covered as additional insureds on CPA's commercial general liability policy; and (ii) a written notice to be mailed to the other Party 30 days prior to the effective date of a cancellation or non-renewal of such insurance.
b. The Parties agree to maintain throughout the term of this MOU, at their own expense, an automobile liability policy covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 per occurrence for bodily injury and property damage. c. The Parties agree to maintain throughout the term of this MOU, at their own expense, a workers' compensation policy as required by the State of California, with Statutory Limits and Employer's Liability Insurance of no less than $1,000,000 per occurrence for bodily injury or disease. d. Upon request, either Party shall provide the other evidence of such coverage naming the other Party as an additional insured including an additional insured endorsement issued by the insurance company or program of selfinsurance. e. CPA may waive or change any of the requirements in this Section 7 at its discretion, upon mutual agreement with the Member Agency. f. Nothing herein waives or reduces a Party's indemnification obligations pursuant to Section 6. 8. Publicity. Any publicity generated by either Party related to the performance of this MOU should reference both Parties' contributions. Each Party shall make best efforts to display the words "Clean Power Alliance" and "The City of Beverly Hills" in all pieces of publicity, including flyers, press releases, posters, brochures, public service announcements, interviews, and newspaper articles (to the extent possible). Any piece of publicity, including those mentioned above, must be reviewed and approved by both Parties before issuing a press release. Each Party agrees to provide the other Party with reasonable time for review before such issuance. Where CPA and Member Agency logos are used on any signage or documentation arising from this partnership, the logos of each Party will be of equal size. No signs may 7 DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 be posted, exhibited, or displayed on or about Member Agency property, except signage required by law or contemplated under this MOU, without prior written approval from Member Agency.
9. General Provisions.
a. Entire Agreement. This MOU represents the full and complete understanding between the Parties as to the subject matter of this MOU, and supersedes any other agreement(s) and understanding(s), either oral or written, between the Parties related to the subject matter of the MOU.
b. Amendment. Any amendment to or modification of this MOU will be effective only if in writing and signed by each Party's authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this MOU. c. Governing Law and Venue. This MOU is governed by the laws of the State of California. Any lawsuits files related to this MOU must be filed with the Superior Court for the County of Los Angeles, State of California. d. Third Party Beneficiaries. There are no intended third-party beneficiaries of this MOU. e. Independent Parties. Each Party shall perform its responsibilities and activities described herein separately and not as an officer, agent, employee, or volunteer of the other Party hereto. Each Party shall be solely responsible for the acts and omissions of its officers, agents, and employees. Nothing herein shall be considered as creating a partnership or joint venture between the parties. f. Headings. The headings in this MOU are for convenience only, are not a part of the MOU, and in no way affect, limit, or amplify the terms or provisions of this MOU. g. Severability I Partial Invalidity. If any term or provision of this MOU, or its application to a particular situation, is found by the court to be void, invalid, illegal, or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this MOU or their application to specific situations shall remain in full force and effect. The Parties agree to work in good faith to amend this MOU to carry out its intent. h. Survival. All provisions which by their nature must continue after the MOU expires or is terminated shall survive the MOU and remain in full force and effect, including but not limited to the indemnification requirement in Section 6 and the insurance requirements in Section 7. i. Notices. All notices, requests, and approvals must be sent in writing to the persons below, which will be considered effective on the date of personal delivery; or the date confirmed by the reputable overnight delivery service; or on the fifth calendar day after deposit in the United States Mail, postage prepaid; or the next business day following submission by electronic mail:
8 DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 To CPA:
Theodore Bardacke, Chief Executive Officer
801 S. Grand Ave., Suite 400, Los Angeles, CA 90017 [email protected] With a copy, which shall not serve as notice as required or specified herein, to:
Nancy Whang, General Counsel
801 S. Grand Ave., Suite 400, Los Angeles, CA 90017
[email protected]
To Member Agency:
Shana Epstein, Director of Public Works
345 Foothill Road Beverly Hills, CA 90210 [email protected] j. Electronic Signatures: This MOU may be executed by electronic signature(s) and transmitted either by facsimile or in a portable document format ("pdf") version by email and such electronic signature(s) shall be deemed as original for purposes of this MOU and shall have the same force and effect as a manually executed original. k. Execution in Counterparts: This MOU may be executed in two or more counterpart copies, each of which shall be deemed as an original and all of which, when taken together, shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties have executed this MOU on the latest date of execution set forth below
CITY OF BEVERLY HILLS
CITY OF BEVERLY HILLS
A Municipal Corporation
LILI BOSSE
Mayor of the City of Beverly Hills, California
ATTEST: _________ (SEAL)
HUMAAHMED
City Clerk
9 DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 APPROVED AS TO FORM:
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LAURENCE S. WIENER
City Attorney
APPROVED AS TO CONTENT:
GEORGE CHAVEZ City Manager
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SHANA E. EPSTEIN
Director of Public Works
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ROBERT WELCH, P.E. Utilities General Manager
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SHARON L'HEUREUX DRESSEL
Risk Manager
CLEAN POWER ALLIANCE OF SOUTHERN CALIFORNIA
DATE: May 20, 2022 ,fmt
THEODORE BARDACKE
Chief Executive Officer
10 DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89
EXHIBIT A
CLEAN
POWER
ALLIANCE
Clean Power Alliance Power Ready Program
Last edited on March 16, 2021
Beverly Hills Site Assessment Overview:
Roxbury Park Community Center
Address: 471 S Roxbury Dr. Beverly Hills, CA 90212
Meter Number: 259000-052868
Solar Size 106kW
BESS Size 67 kW/ 267 kWh Facility Age 2013
Facility Size 21,000 ft2
Critical Loads Multipurpose Room Lighting and Plug Loads, IT Server, One HVAC unit
The Roxbury Park Community Center is located at the southeast corner of Roxbury Park, adjacent to 11 acres of public recreation space including open space, sports fields, and a playground. The Center itself is designated as a Community Shelter during emergency events, though it currently has no permanently installed backup generation and thus no resiliency in the event of a grid outage. There is a quick-connect manual transfer switch (277 /480V, 600 amp) and plug array to accept a mobile backup generator, but there is no generator on site or immediate plans to procure one. The city hopes the Power Ready Program will obviate the need for a backup generator. Intended Resilience
In the event of a grid outage, the Power Ready goal is to enable community members to gather here in the large multipurpose room, where they could charge phones, use Wi-Fi, and shelter indoors. Top priorities are plug loads and lighting in the multipurpose room, and backup of all servers and internet equipment in the IT room. Ideally, the city would also like one HVAC unit to be backed up by the Power Ready system, to provide cooling in at least one room. 11 DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 Solar System Size and Location
The roof will accommodate approximately 106 kW of PV panels, which is projected to generate 182,000 kWh. This represents approximately 73% of the facility's annual usage of 250,884 kWh. The Helioscope design sites solar on 5 different sections of flat, TPO roof. All sections of the roof are in excellent condition, approximately 8 years old, as the building was completed in 2013. There is no significant shading on the roof. None of the roof sections present structural or logistical difficulties for solar installation. Parapet walls are short (approximately 1.5 feet). There is currently a 6 kW solar installation on the southwest corner of the facility, consisting of 21 panels. 12 DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 BESS Size and Location
Our initial optimization suggests an ideal battery size of approximately 67kW I 267kWh.
The facility has an annual peak kW demand of 99 kW; through SGIP, a battery with 4-hour discharge may be sized up to 99kW I 396kWh. The facility is not located in a DAC or HFTD, and is eligible for the base level SGIP incentive (currently $350/kWh).
The Power Ready program design stipulates that approximately 25% of BESS capacity be maintained as a "Reserve Capacity" that is always ready for an unplanned outage.The remaining 75% of BESS capacity may be used for daily energy management services, notably energy arbitrage and peak demand clipping.
The ideal BESS location is directly southeast of the community center at the corner of the public parking spaces. There is ample space to accommodate the BESS. Facility personnel have indicated they will work with Power Ready to rearrange equipment in this space.
Electrical Infrastructure
The main electrical meter and switchboard (800 amp, 277 /480 V) are located outside in the Main Electric Yard, approximately 25 meters southwest of the community center. All electrical equipment is original to the building (2013) and in excellent condition, with clear access and good circuit labeling.
The Main Electric Yard also contains an SCE Transformer (480V to 120/208V), Panel SP, Panel M. Inside the facility, the Electrical Room contains two Distribution Switchboards (DSL and DSH) Panel HA (Multipurpose Room Lighting), Panel HM, Panel PB, Panel PA, the central inverter for the existing solar system, and telecommunication equipment.
Hard-Wiring for Resiliency
Solar and Battery sources will connect to the Main Switchboard (in the exterior storage yard southwest of the building) via an automatic transfer switch (ATS), and will provide energy in the event of a grid outage. Additional information regarding critical loads and electrical and building plans are available in the Fulcrum App and Shared Drive. 13
DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89
EXHIBIT B
C��CLEAN POWER ALLIANCE
CPA's Power Ready Program
A CPA member agency benefit program that provides critical back-up power to a facility What is Power Ready?
The need for badcup power systems rs growing as power outages become more common than ever with increased wMfires. frequent Public Safety Power Shutoffs. and increased summer grid emergencies due to high heat.
Clean Power Alliance's Power Ready program is a community benefit offered to its member agencies to make a public building that serves a critical community purpose energy-resilient by installing a solar and storage system so that there is a back-up source of energy when there is an outage. CPA is providing this benefit at no cost to member agencies and making participation easy by contracting with a developer/financier to build. own. and operate the systems for 20 years.
Power Ready Benefits
• Back-up power system that provides power from its own source during outages (including Public Safety Power Shutoffs, natural disasters. rolling black outs)
• No up-front cost and no increase to annual energy bills for participating • Reduced harmful ernissrons and noise pollution associated wrth back-up diesel qcnerators • The> developer handles all operations and maintenance • Enhanced gnd resilience that helps to prevent gnd emergencies • Member agency staff learn about hostmq battery storage For more information contact:
[email protected]
14 DocuSign Envelope ID: AC011084-15F7-43E1-AAF1-CF30EE755E89 CLEAN
POWER
ALLIANCE
Clean Power Alliance Power Ready Program
Frequently Asked Questions for Member Agencies
In other cases. the generators can operate in tandem with the Power Ready !,VStem to enhance resilience, cut emissions, and protect against fuel shortage. 9 What kinds of municipal facilities are suited for the prooram'? City halls. nbranes. community centers. public works yards. senior centers., any municipal facility that has sufficient power load that can be profitably offset with solar. and that has a logical use case for the community dunng emergencies. 11 What will it cost to participate in Power Ready? There is no cost for partJclpating.
12. Will I save money?
Power Ready is not intended to save you money on your electricity balls.
The value you get IS energy resilience at no additional cost. Part1c1pat1n9 members will pay no more for electncity than they would without Power Ready 13 How will my bill be computed?
10. Will this program lower my electricity bills?
Participation in the Power Ready program is not intended to lower your electricity bills, but rt wlll not raise them either. CPA will ensure that the amount you pay wlll be equal to or less than what you would have paid if you were not participating in the program. The value of this project is that member agenoes get an islanded solar and storage system at no cost for use in an emergency situation. The cost of creating an islanded system that can provide this type of critical support is much higher than the cost of mstallang a normal solar system or even a solar and storage system.
CPA will annually audit your energy bills so that the annual amount paid is equal to or less what your facility would pay had you not participated m the Power Ready program
14. Will participating in the Power Ready pr09ram raise my bills'? No. partJCipants electricity bills will be equal to or less than what they would have been. if they were not participating in the program Assuming the same general usage. your bills will be the same. Increasing only over the years as SCE and CPA rates increase. At no time wall the presence of solar or batteries make your bill higher
What is the Power Ready program'
An opportunity to make a public building that serves a cntlcal community purpose energy-resllient by 1nstaDlng a solar and st<lfage system so that critical loads are backed up in an outage. CPA can provide this opportunity at no cost to our member agencies by aggregating a portfolio of member agency srtes. CPA tS making this opportunity easy for member agencies by contracting with a developer/ financier to build, own. and operate the systems for 20 years. 2. Why is CPA offerino the Power Ready program? Power Ready is one of the many community benefits offered to Clean Power Alliance Member Agencies. Member agencies ideMified a need for resiliency CPA's Board of Directors developed Power Ready to meet this need for resilience by using the collective purchase power of CPA.
3. What are my benefits as a participant?
• Back-up power system that provides islanded power dunng outages {induding Public Safety Power Shutoffs. natural disasters. rol1ng black outs).
• No up-front cost and no increase to annual energy balls for panac1pat1ng
• Reduced harmful emissions associated wrtti back-up diesel generators
• The developer handles all operations and maintenance • Enhanced grid resilience that helps to prevent grid emergenoes • Member agency !.taff team about hosting battery storage • CPA will promote your agency's participation in this
innovative program
4. OK, who pays who?
The amount that member agencies will pay annually will be equal to or less than what they would have paid d they were not partiopatAQ tn the program. CPA uses the solar and storage systems to create optJmal bill savings that are used to pay the system cost to the developer. making n possible for us to provide this system to member agenaes at no cost, 5 How much energy resilience will CPA provide'
Ounng hours of sunshine, the Power Ready faQflties will be as the program name imphes.. .. "Power Ready!· The Pol.',er Ready sites be highly functional during grid outages dunng ·blue sky· peoods. Power Ready has conducted deep dives into each selected facility to l S How does CPA plan to use the battery? determine which loads are critical during the night - ·dark sky periods." CPA uses the battery to manage electnclty demand in such a way that CPA offers member agencies a minimum of 4-hour "dark sky- duration lowers procurement costs Strategies such as Net Energy Metenng. Peak of critical loads. In most cases, these roads can be managed to extend Demand Reduction, Load Shifting from high Time of Use (TOU) periods the "dark sky" duration until the sun rises the next day. to low TOU penods will be handled by CPA. These cost saving strategies make it possible for us to provide you the islanded solar and storage 6. How were Power Ready sites chosen? system at no cost After a program briefing on suitable sites. member agenoes were offered the opportunity to nominate up to five srees for the program 16. Will the batteries onsitt provide grid services? and their preferred site. CPA's consultants - EcoMolion - then worked The pnmary purpose of the Power Ready program 1s to provide energy with these sites and staff to determine the best program fit. Note that resuience to member agencies· public facilities. A carve-out has been the sate checks included solar and storage spatial analysis, roofing. and established for every battery storage system such that the program switchgear condition. commitment for resilience can be met.
7. How does the program make buildinos more energy resilient., 17. Under what circumstances does the facility utilize power from Solar. storage, and sophisticated controls. The facilities can island in the battery? the event of a grid outage and maintain cnt1cal operations. Toe cese If the SCE gnd goes down. the member agency will be �Ing both the of creatmg an islanded system that can provide this type of cntical battery and the solar for emergency power support is much higher than the cost of installmg a normal solar system 18. Is there a portion of the battery that is always on stillndby for or even solar and storage system. CPA is able to offer this at no cost by emergencies? aggregating a portfolio of member agency sites. Yes, only 75% of the battery will be flexed by CPA for demand reduction
8. What if the buildlno we choose has a generator., or load shiftJn9. A minimum of 25% percent of the battery is always Many of the facilities in the Power Ready program already have maintained to meet an unexpected outage. The battenes will be generators. Power Ready brings carbon-tree generation and storage programmed to charge up prior to scheduled outages to give to the facility. in some cases making the generators obsolete and member age noes maximum resilience. improving the air quality of the community.
15 Certificate Of Completion
Envelope Id: AC01108415F7 43E1 AAF1 CF30EE755E89
Subject: Please DocuSign: Clean Power Alliance MOU - Power Ready Program (Revised) Source Envelope:
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