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MEMORANDUM OF UNDERSTANDING
BETWEEN THE SANT A CLARA VALLEY WATER DISTRICT AND
THE CITY OF CUPERTINO FOR A
LANDSCAPE CONVERSION REBATE PROGRAM
This MEMORANDUM OF UNDERSTANDING (MOU) between the Santa Clara Valley Water District, an Independent special district created by the California Legislature (hereinafter referred to as WATER DISTRICT) and the City of Cupertino (hereinafter referred to as CUPERTINO) sets forth the respective roles of the WATER DISTRICT and CUPERTINO in regard to the WATER DISTRICT'S WATER CONSERVATION LANDSCAPE CONVERSION REBATE PROGRAM (hereinafter referred to as PROGRAM) is made and entered into this July I , 2016.
RECITALS
WHEREAS the PROGRAM involves providing Water Conservation Landscape Conversion Rebates for properties located within CUPERTINO's jurisdiction; and WHEREAS the PROGRAM includes the Landscape Conversion Rebate Program for Water Efficient Landscape Conversions; and
WHEREAS the PROGRAM is an appropriate measure for the Best Management Practices addressed in the California Urban Water Conservation Council's MOU regarding Urban Water Conservation in California; and
WHEREAS the WATER DISTRICT has established the PROGRAM, in part, to provide financial incentive to remove existing turf lawns; and
WHEREAS CUPERTINO wishes to participate in the PROGRAM and provide additional incentives for Cupertino residents to remove existing lawns.
NOW, THEREFORE, in consideration of the recitals and mutual obligations of the parties expressed in this MOU, WATER DISTRICT and CUPERTINO agree as follows:
1. WATER DISTRICT'S RESPONSIBILITIES
a) Administration of the PROGRAM, which administration shall include the creation of the PROGRAM brochures and applications.
1 b) Collection and analysis of data to determine water savings. c) Administration of all PROGRAM funds including, but not limited to:
• Processing the payment of the amounts set forth in 2.b. below, to eligible persons residing in CUPERTINO ("ELIGIBLE RESIDENTS). Payment of standard PROGRAM amounts to ELIGIBLE RESIDENTS within 8· 12 weeks of receipt of CUPERTINO residential applicant's request.
d) Invoicing CUPERTINO, on a quarterly basis.
e) Work cooperatively with CUPERTINO in appropriately advertising the PROGRAM to targeted customers.
2. CUPERTINO'S RESPONSIBILITIES
a) Work cooperatively with WATER DISTRICT in appropriately advertising the PROGRAM to the targeted customers.
b) CUPERTINO must pay WATER DISTRICT as set forth below for each activity performed by the WATER DISTRICT in the CUPERTINO service area:
• Up to $1.00 per each square foot of turf removed per qualified residential and for commercial rebate, up to $1,000 per residential and up to $10,000 per commercial site, as per the District's Landscape Rebate Program requirements. c) CUPERTINO's obligation to pay for the PROGRAM activities is capped at a total maximum of $115,000.
d) Make payment to WATER DISTRICT within 60 days of receipt of Invoice from WATER DISTRICT.
3. HOLD HARMLESS AND LIABILITY
Each Party ("Indemnifying Party") agrees to indemnify, defend at its own expense, including attorneys' fees, and hold harmless the other Party ("Indemnified Party") from and against all claims, costs, penalties, causes of action, demands, losses and liability of any nature whatsoever, including but not limited to liability for bodily injury, sickness, disease or death, property damage (including loss of use) or violation of law, caused by or arising out of or 2 related to the negligence, or willful misconduct of that Indemnifying Party, its officers or employees, or any other agent acting pursuant to this MOU. ·
4. DOCUMENT REVIEW
WATER DISTRICT and CUPERTINO wilt upon reasonable advance written notice, make available for inspection to the other party records, books and other documents relating to the PROGRAMS.
5. TERM
The term of the MOU is from July 1, 2016 to December 3t 2017, or until funds are depleted, whichever occurs first. The term of the MOU may be extended by mutual consent of the Parties. This MOU shall be contingent upon approval of program funding each fiscal year by both the WATER DISTRICT'S Chief Executive Officer and by CUPERTINO.
6.NOTICE
Any notice, payment credit or instrument required or permitted to be given hereunder shall be deemed received upon personal delivery or five (5) days after deposit in any United States mail depository, first class postage prepaid and addressed to the party for whom intended; or on the same day as a facsimile transmission is sent as long as original is placed in the mail on the same day.
If to WATER DISTRICT:
Santa Clara Valley Water District
5750 Almaden Expressway
SanJose, CA 95118
Attn: Conservation Programs
If to CUPERTINO:
Public Works Department
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
Attn: Roger Lee
Either party may change such address by notice given to the other party as provided in this Section 6.
3 7. AMENDMENTS
The MOU may only be amended by written agreement executed by both parties.
8. ASSIGNMENT
Neither party is allowed to assign, sublet, or transfer this MOU or any of the rights or interests in this MOU without the written consent of the other party.
9. SEVERABILITY
The partial or total invalidity of one or more parts of this MOU will not affect the intent or validity or remaining parts of this MOU.
10. GOVERNING LAW
This MOU is a contract under the laws of the State of California and for all purposes must be interpreted in accordance with such laws.
11. TERMINATION OF AGREEMENT
This MOU may be terminated by either party hereto for any reason upon thirty (30) days written notice to the other Party.
12. SIGNATURES
The individuals executing this MOU represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entitles.
In WITNESS WHEREOF, the parties have executed this MOU as of the effective date. 4 APPROVED AS TO FORM:
Randolph Hom
City Attorney
City of Cupertino
3\:
SANTA CLARA VALLEY WATER DISTRICT
David Brandt
City Manager
City of Cupertino
An independent special district created by the California Legislature ~~~ AnthOnUicher
Sr. Assistant District Counsel
Santa Clara Valley Water District
5 Interim Chief Executive Officer
Santa Clara Valley Water District
SCVWD ENACTED COPY
Contract Administraiio111 U1111it
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FIRST AMENDMENT TO
MEMORANDUM OF UNDERSTANDING
#A4008s BETWEEN THE
SANT A CLARA VALLEY WATER DISTRICT
AND THE CITY OF CUPERTINO
FOR A LANDSCAPE CONVERSION REBATE PROGRAM
This First Amendment ("First Amendment") to Memorandum of Understanding A4008s ("MOU") between the Santa Clara Valley Water District ("WATER DISTRJCT") and the City of Cupertino ("CUPERTINO"), origin ally entered into on or about July I, 2016, is effective as of May 3, 2017 ("First Amendment Effective Date") .
RECITALS
WHEREAS, Under the terms of the MOU, CUPERTINO agreed to supplement WATER DISTRICT's Landscape Conversion Program rebates granted to persons residing in the City of Cupertino ("MOU"); and WHEREAS, In addition to supplementing the WATER DISTRJCT's Landscape Conversion Program rebates , CUPERTINO also desires to supplement the WATER DISTRJCT's Graywater Laundry to Landscape rebates granted to persons residing in the City of Cupertino; and
WHEREAS, CUPERTINO and WATER DISTRJCT desire to extend the term of the MOU from Decem ber 31 , 2017 to the earlier of June 30, 2018, or when funds committed by CUPERTINO under this MOU are expended; and WHEREAS, CUPERTINO and WATER DISTRICT desire that CUPERTINO increase its payment obligation under the MOU from $ 115,000 to $120,000.
NOW, THEREFORE, the partie s agree to amend the MOU as follows:
I. Delete the title of the MOU and replace with the following title:
"Memorandum of Understanding between the Santa Clara Valley Water District and the City of Cupertino for Water Conservation Landscape Conversion and Graywater Laundry to Landscape Programs"
2. In the MOU , delete the first paragraph , and replace with the following:
"This MEMORANDUM OF UNDERSTANDING (MOU) between the Sant a Clara Valle y Water District , an Independent special district created by the California Legisl ature (hereinafter referred to as "WATER DISTRICT ") and the City of Cupertino (hereinafter referred to as "CUPERTINO ") is effective as of July I, 2016 and sets forth the respective roles of the WATER DISTRICT and CUPERTINO in regard to the WATER
DISTRICT'S LANDSCAPE CONVERSION REBATE PROGRAM AND GRA YWATER LAUNDRY REBATE PROGRAM (hereinafter coll ectively referred to as the "PROGRAMS")."
3. Delete all of the Recit als in the MOU, replace them with the following Recit als:
"WHEREAS, the PROGRAMS involve providing Water Conservation Landscape Conversion Rebates and Graywater Laundry to Landscape Rebates for properti es located within CUP ER TIN O's jurisdiction ; and
WHEREAS, the PROGRAMS are appropriate measures for the Best Management Practices addressed in the California Urban Water Conservation Council's MOU regarding Urban Water Conservation in California; and
WHEREAS, the WATER DISTRICT has established the PROGRAMS, in part, to provide financial incentive to remove existing turf lawns and to reuse graywater from clothes washers on landscape; and WHEREAS, CUPERTINO wishes to pa1ticipate in the PROGRAMS by providing additional financial incentives to Cupe1tino residents receiving grants from the PROGRAMS."
4. In the MOU, under Section 1, a), c) and e), replace each reference to "PROGRAM" with "PROGRAMS".
5. In the MOU, under Section 2, a) and c), replace each reference to "PROGRAM" with "PROGRAMS".
6. In the MOU, under Section 2, b), add an additional bullet which reads:
• Up to $200 for each completed, qualifying Graywater Laundry to Landscape system installed and eligible for a WATER DISTRICT rebate per the GRA YWATER LAUNDRY REBATE PROGRAM.
7. In the MOU, Section 2, c), delete the sentence in its entirety and replace with "CUPERTINO's obligation to pay for the PROGRAMS is capped at a total maximum of$120,000."
8. In the MOU, Section 5, delete the first sentence in its entirety and replace it with, "The Term of the MOU commences on July 1, 2016 and expires on June 30, 2018, or until funds are depleted, whichever occurs first." All of the terms and conditions of the MOU not modified by this First Amendment shall remain in full force and effect.
IN WITNESS THE EXECUTION HEREOF the parties agree that this First Amendment shall be effective as of the First Amendment Effective Date set forth above.
SANT A CLARA VALLEY WATER DISTRICT
an independent special district created by the California Legislature Approved as to form:
By: ___.ff!l:~~ di~ ~~~:::_
CITY OF CUPERTINO
Approved as to form:
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Randolph Hom
City Attorney
City of Cupertino
By:
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Interim Chief Executive Officer
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David Brandt
City Manager
City of Cupertino
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