A G E N D A
GLENDALE CITY COUNCIL
COUNCIL CHAMBERS
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Glendale, CA 91206
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MAY 6, 2025
ROLL CALL
1. CLOSED SESSION
– 1:00 PM ( To Commence at 3:00 PM
)
a.
Conference with Legal Counsel – Anticipated Litigation. Initiation of litigation pursuant to paragraph (4) of subdivision (d) of Government Code Section 54956.9:
One potential case
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b.
Conference with Real Property Negotiators: City-designated negotiators: Roubik Golanian, John Takhtalian, Michael J. Garcia, Gillian van Muyden, Daniel Hernandez and Mark Berry. Property Location: 1745 Gardena Ave. Negotiating Parties:
Silverglen Properties, LLC. Instructions to the negotiator(s) will concern the price and terms of payment for the acquisition of property
c.
Conference with Real Property Negotiators: City-designated negotiators: Roubik Golanian, John Takhtalian, Michael J. Garcia, Gillian van Muyden, Bradley Calvert, Onnig Bulanikian and Mark Berry. Property Location: 1000 S. Central Avenue.
Negotiating Parties, Aria Investments, LLC. Instructions to the negotiator(s) will concern the price and terms of payment for the acquisition of property
2. REGULAR BUSINESS AGENDA
– 6:00 PM
Roll Call
a.
Flag Salute: Council Member
b.
Invocation:
Dr. Suzie Abajian, City Clerk
c.
Report of the City Clerk, re: Posting of Agenda. The Agenda for the May 6, 2025 Regular Meeting of the Glendale City Council was Posted on May 2, 2025 , on the Bulletin Board Outside City Hall.
3. PRESENTATIONS AND APPOINTMENTS
a.
Agenda Preview for the Meetings of Tuesday,
b.
Commendations for the Children’s Bookmark Contest winners c.
Proclamation Designating May 2025, as Building and Safety Month d.
Proclamation Designating May 6, 2025, as Arbor Day
e.
Proclamation Designating May 2025 as Older Americans Month f.
Presentation by Metro Regarding Update on North Hollywood to Pasadena Bus Rapid Transit Project
4. CONSENT ITEMS
(Including Minutes)
The following are Routine and May be Acted Upon by One Motion. Any Member of Council or the Audience Requesting Separate Consideration May do so by Making Such Request Before Motion is Proposed.
a.
Glendale Water and Power, re: Contract Award to General Pump Company for the Verdugo Metro Booster Pump and Motor No. 3 Repair Project, Specification No. 4009.
1. Motion authorizing the City Manager, or his designee, to enter into and execute a contract with General Pump Company (General Pump), for the Verdugo Metro Booster Pump and Motor No. 3 Repair Project, Specification No. 4009, in the amount of $68,404 plus a ten percent (10%) contingency of $6,840
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b.
Glendale Water and Power, re: Resolution Placing into Nomination Glendale Water and Power’s Assistant General Manager of Water as a Member of the Association of California Water Agencies Region 8 Board for the 2026-2027 Term
1. Resolution to place into nomination Assistant General Manager of Water as a member of the Association of California Water Agencies (ACWA) Region 8 Board for the 2026- 2027 term
c.
Public Works, re: Fiscal Year 2025-26 Project List for Senate Bill 1 (SB1), the Road Repair & Accountability Act of 2017
1. Resolution adopting the Fiscal Year 2025-26 SB1 Project List, the Road Repair & Accountability Act of 2017
d.
Community Services and Parks, re: Elderly Nutrition Program Amendment No. 3 with Los Angeles County Aging and Disabilities Department for FY 2024-2025.
1. Motion to approve acceptance of $15,000 in Los Angeles County Development Authority (LACDA) Community Development Block Grant (CDBG) funding for the Elderly Nutrition Program (ENP) from the Los Angeles County Aging and Disabilities Department (AD) for FY 2024-2025 ENP; and authorize the City Manager or a designee to execute Amendment No. 3. of the Subaward ENP242505 period July 2024 – June 2025 to accept and implement funding
2. Resolution of appropriation to appropriate $15,000 in LACDA CDBG funding to purchase emergency kits for ENP C2-Home Delivered Meals (HDM) Program participants
5. CITY COUNCIL/STAFF COMMENTS
6. COMMUNITY EVENT ANNOUNCEMENTS (3-Minutes; 5-Speaker Limit) Per Mayor Policy, This Item Also Permits Speakers Wishing to Speak Under General Oral Communications, Subject to the Three Minute Time Limit. Discussion is Limited to Matters Not on the Agenda.
7. ADOPTION OF ORDINANCES
8. ACTION ITEMS
a.
Glendale Water and Power, re: Glendale Water & Power (GWP) Energy Risk Management Policy and Trading Authority Policy
1. Motion approving amendments to the GWP Energy Risk Management Policy
2. Motion approving amendments to the GWP Trading Authority Policy b.
Glendale Water and Power, re: Glendale Water and Power Water Master Plan Communications and Outreach Plan
1. Motion to Note and File Glendale Water and Power’s Water Master Plan Communications and Outreach Plan, Subject to Additional Councilmember Comments Thereon
c.
Glendale Water and Power, re: Utilization of the Alternative Project Delivery Method for the Water Advance Meter Infrastructure (AMI) System Replacement Project
1. Resolution authorizing the Acting General Manager of Glendale Water and Power, or his designee, to utilize the Alternative Project Delivery Method for the Water Advance Meter Infrastructure (AMI) System Replacement Project, adopting the Request for Proposals No. 4017, for the Water AMI System Replacement Project, and directing the City Clerk to advertise for proposals
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d.
Public Works, re: Purchase and Sale Agreement to Acquire 1745 Gardena Avenue
1. Motion Authorizing the City Manager to Execute a Purchase and Sale Agreement with Silverglen Properties, LLC, for the City’s purchase of real property located at 1745 Gardena Avenue, Glendale, California, Assessor Parcel No. 5640-031-023, subject to approval as to form by the City Attorney
2. Resolution of Appropriation to provide funds for the land purchase e.
Public Works, re: Adopt the Plans and Specification for the Central Park Block Project
1. Resolution adopting the Plans and Specification for the Central Park Block Project, Specification No. 3951, and Plan No. 22-106; and directing the City Clerk to Advertise for Bids
9. HEARINGS
10. REPORTS - INFORMATION
11. WRITTEN COMMUNICATIONS
12. DISCUSSION OF COUNCILMEMBER FUTURE AGENDA REQUESTS
a.
Councilmember Brotman’s Request to Agendize a Sponsorship of Up to $5,000 of GlendaleOUT’s Pride Event on June 7, 2024 at Adams Square Mini-Park b.
Councimember Brotman Request to Agendize a Discussion of a Shared Mobility Pilot Program
13. ORAL COMMUNICATIONS
Discussion is Limited to Items NOT a Part of this Agenda. Each Speaker is Allowed 5 minutes.
Council May Question or Respond to The Speaker But There Will be no Debate or Decision.
The City Manager May Refer the Matter to the Appropriate Department for Investigation and Report.
14. NEW BUSINESS
15. ADJOURNMENT
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4a
CITY OF GLENDALE, CALIFORNIA
REPORT TO THE CITY COUNCIL
AGENDA ITEM
Report: Contract Award to General Pump Company for the Verdugo Metro Booster Pump and Motor No. 3 Repair Project, Specification No. 4009.
1. Motion authorizing the City Manager, or his designee, to enter into and execute a contract with General Pump Company (General Pump), for the Verdugo Metro Booster Pump and Motor No. 3 Repair Project, Specification No. 4009, in the amount of $68,404 plus a ten percent (10%) contingency of $6,840
COUNCIL ACTION
Item Type: Consent Calendar
Approved for May 6, 2025 calendar
EXECUTIVE SUMMARY
Metro Pump No. 3 had been experiencing vibration issues. In June 2024, Glendale Water and Power (GWP) had two consultants visit the pump station for an assessment on the pump and motor. After receiving bids from both contractors, GWP selected one and had the pump and motor removed for inspection and diagnosis. The pump and motor are now ready for repair and reinstallation.
GWP staff solicited bids for the pump and motor repair and found General Pump to be the lowest responsive bidder. The recommended contract with General Pump would cost $68,404.00 with a 10% contingency of $6,840, totaling $75,244.
RECOMMENDATION
Authorize the City Manager to enter into and execute a contract with General Pump for the Verdugo Metro Booster Pump and Motor No. 3 Repair Project in the amount of $68,404, plus a ten percent contingency of $6,840.
ANALYSIS
The James Rez Pump Station, also known as Verdugo Metro Pump Station, pumps potable water from the City’s Metropolitan Water District (MWD) G-1 connection to the 968 pressure zone and to the Glorietta Reservoir. The Station consists of four Metro pumps, two Verdugo pumps, and two turbine generators. Metro Pumps Nos. 3 and 4 were installed in 1983, are identical, and each sized at 4,000 gallons per minute.
Metro Pump No. 3 had been experiencing vibration issues, as observed by our Operations staff. In June 2024, GWP had two consultants visit the pump station for an assessment on the pump and motor. After receiving proposals from both consultants, 5 of 262
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GWP selected one and moved forward with removal of the pump and motor for inspection and diagnosis. The pump and motor are now ready for repair, followed by reinstallation.
On February 11, 2025, the City Council approved Resolution No. 25-17 to adopt Specification No. 4009 for the project and directed the City Clerk to advertise for bids.
The Notice Inviting Bids (NIB) was published in the Glendale Independent newspaper on February 17, 2025, and February 20, 2025. The Bid was also advertised on Bidnet Direct, a public contracts advertising company. Bidnet Direct advertises to a wide range of contractors, firms, and other public agencies, and allows for coordination and communication between those entities and the advertising agency, GWP. The NIB was also posted to the City’s website.
On March 5, 2025, GWP utilized a “Mandatory Pre-Bid Meeting” to further ensure clear communication with a committed, informed proposer pool. There were eight attendees that represented six contractor/companies at the meeting. On March 19, 2025, the bid deadline,the City received two bids for the project under Specification No. 4009.
Staff evaluated the two submissions based on price, experience, project approach, schedule and quality of response. The two responsive bids are tabulated below.
Proposer Proposal Amount
General Pump Company $68,404
Layne Christensen Company $103,535
Upon review of the bid documents, GWP staff found General Pump Company to be the lowest responsive bidder. Their bid amount of $68,404 is 15% below the higher range of the Engineer’s Estimate of $75,000 to $80,000. General Pump’s bid has been checked for completeness and found to be in compliance with the bidding requirements.
Staff recommends a reserve of ten percent or $6,840 for contingencies for this project.
This amount is based on previous experience and is commensurate with the nature of the project. This will allow GWP to account for any incidental work or unforeseen field conditions that could be encountered during construction and the resulting field changes.
Staff has verified with the State of California Contractor’s License Board that General Pump Company has a license that is current, active and in good standing.
STAKEHOLDERS/OUTREACH
Not applicable.
FISCAL IMPACT
The recommended contract with General Pump would cost $68,404 plus a ten percent contingency of $6,840, totaling $75,244, which is available in the budget as follows:
Amount Account String Funding Source
$75,244 GL: 52100-5930-GWP-0020-P0000 Water Depreciation Fund 6 of 262
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PL: GWP01376AN
ENVIRONMENTAL REVIEW (CEQA/NEPA)
This project is categorically Exempt under the provisions of the California Environmental Quality Act (CEQA) pursuant to the California Code of Regulations, Title 14, Sections 15301 and 15302, repair, maintenance, or minor alterations of existing utility facilities, and replacement or reconstruction of existing utility systems or facilities.
CAMPAIGN DISCLOSURE
Not applicable.
ALTERNATIVES TO STAFF RECOMMENDATION
Alternative 1: Choose not to award the contract as recommended herein. This will result in postponement of the repair and installation of Metro Booster Pump and Motor No. 3.
Alternative 2: Consider any other alternative not proposed by staff.
ADMINISTRATIVE ACTION
Submitted by:
Scott K. Mellon, P.E., Acting General Manager - Glendale Water and Power Prepared by:
Chisom Obegolu, Assistant General Manager - Water
Approved by:
Roubik R. Golanian, P.E., City Manager
EXHIBITS/ATTACHMENTS
Not applicable.
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M O T I O N
Moved by Council Member ________________________________, seconded by Council Member __________________________________, that the Council of the City of Glendale, finds that General Pump Company is the lowest responsive bidder to furnish labor, equipment and materials for the Glendale Water and Power Verdugo Metro Booster Pump and Motor No. 3 Repair Project, Specification No. 4009, and that the bid of General Pump Company is hereby accepted and approved as recommended by the Acting General Manager of Glendale Water and Power in the report dated May 6, 2025, and that all other bids be, and are, hereby rejected. The City Manager, or his designee, is authorized to execute a contract with General Pump Company for a not-to-exceed amount of $68,404, plus a ten percent (10%) contingency of $6,840, subject to approval by the City Attorney.
Vote as follows:
Ayes:
Noes:
Absent:
Abstain:
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CITY OF GLENDALE, CALIFORNIA
REPORT TO THE CITY COUNCIL
AGENDA ITEM
Report: Resolution Placing into Nomination Glendale Water and Power’s Assistant General Manager of Water as a Member of the Association of California Water Agencies Region 8 Board for the 2026-2027 Term.
1. Resolution to place into nomination Assistant General Manager of Water as a member of the Association of California Water Agencies (ACWA) Region 8 Board for the 2026-2027 term.
COUNCIL ACTION
Item Type: Consent Item
Approved for May 6, 2025 calendar
EXECUTIVE SUMMARY
ACWA’s Region 8 Board is seeking members and Water Agency Managers who are interested in leading the direction of ACWA Region 8 for the 2026-2027 Term. The Board is seeking candidates from Region 8 to fill one board vacancy.
The leadership of ACWA’s ten geographical regions is integral to the leadership of the Association as a whole. The Chair and Vice Chair of Region 8 serve on ACWA’s Statewide Board of Directors and recommend all committee appointments for Region 8.
The members of the Region 8 Board determine the direction and focus of region issues and activities. Additionally, they support the fulfillment of ACWA’s goals on behalf of its members.
RECOMMENDATION
Approve a Resolution to place into nomination Assistant General Manager of Water, Chisom Obegolu, as a member of ACWA Region 8 Board for the 2026-2027 term.
BACKGROUND
ACWA is the largest statewide coalition of public water agencies in the country with approximately 470 public agency members including Glendale Water and Power. These Water Agencies are collectively responsible for 90% of the water delivered to cities, farms and businesses in California. ACWA consistently advocates for a California that values and invests in water as an essential and plentiful resource that is managed efficiently and sustainably to meet all of California’s present and future needs.
ACWA serves the water industry and the public by promoting local agencies as the most efficient means of providing water services; sharing reliable scientific and technical 9 of 262
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information; tracking and shaping state and federal water policies; advocating for sound legislation and regulations; and facilitating cooperation and consensus among all interest groups.
With the active involvement of its member and coalition partners, ACWA is dedicated to advancing policies that improve water supply reliability, protect local agency decision making and promote an integrated, comprehensive approach to water policy and management. This is achieved through six core elements as outlined below:
(1) Advocacy: Advocate for member interests on legislation, regulations and funding. (2) Connections: Build strong, lasting and trusted partnerships that provide interconnectivity among all sectors of the water industry. (3) Education: Invest in California’s water future by providing opportunities through education, information and professional development for ACWA members, staff and the public.
(4) Resources: Deliver high quality member services to support the mission of ACWA’s member agencies.
(5) Organizational Strength: Foster a collaborative and mutually respectful culture to ensure a positive experience for ACWA members and staff and continually invest in the financial health and organizational well-being of the association. (6) Innovation: Lead the industry on proactive advancements for the betterment of the communities, agricultural operations and businesses that ACWA members serve.
ACWA region Boards are comprised of 5-7 members that serve for two-year terms.
Region Board terms begin on even numbered years with Region Elections taking place on odd numbered years. Region 8 is comprised of Los Angeles and Ventura counties and serves a population of approximately 11.1 million over the span of roughly 6,000 square miles. It is comprised of approximately 56 public water agencies including Glendale Water and Power.
The Region 8 Board is currently seeking candidates made up of Water Agency Managers and members to fill one board vacancy for the 2026 - 2027 term. This is a non-compensated role, and would include the following responsibilities:
•Participate in at least two Region membership meetings to be held at each of the ACWA Conferences and periodic Region Board meetings.
•Supports program planning and activities for the region. •Actively participates and encourages region involvement in ACWA’s Outreach Program.
•May serve as alternate for the chair/ or vice chair in their absence (if appointed) to represent the region to the ACWA Board.
STAKEHOLDERS/OUTREACH
Not applicable
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FISCAL IMPACT
The action requested herein to nominate the Assistant General Manager of Water to the ACWA Board will not have a fiscal impact.
ENVIRONMENTAL REVIEW (CEQA/NEPA)
The proposed action is exempt from the requirements of the California Environmental Quality Act (CEQA) pursuant to 14 California Code of Regulations Section 15378 as it is not a “project” as defined in CEQA.
CAMPAIGN DISCLOSURE
Not applicable.
ALTERNATIVES TO STAFF RECOMMENDATION
Alternative 1: Choose not to place into nomination the Assistant General Manager of Water as recommended herein.
Alternative 2: Consider any other alternative not proposed by staff.
ADMINISTRATIVE ACTION
Submitted by:
Scott K. Mellon, Acting General Manager - Glendale Water and Power Prepared by:
Chisom Obegolu, Assistant General Manager - Water
Approved by:
Roubik R. Golanian, P.E., City Manager
EXHIBITS/ATTACHMENTS
Exhibit A: 2025 ACWA Region Election Timeline 2026-2027 Term. 11 of 262
1 RESOLUTION NO. ________
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GLENDALE,
CALIFORNIA, PLACING INTO NOMINATION GLENDALE WATER AND POWER DEPARTMENT’S ASSISTANT GENERAL MANAGER OF WATER AS A MEMBER
OF THE ASSOCIATION OF CALIFORNIA WATER AGNECIES (ACWA) REGION 8 BOARD FOR THE 2026-2027 TERM
WHEREAS, the Association of California Water Agencies (ACWA) is the largest statewide coalition of public water agencies in the country with approximately 470 public agency members including the City of Glendale’s Glendale Water and Power Department (GWP); and
WHEREAS, ACWA’s Board is comprised of 5-7 members who serve for two-year terms; and
WHEREAS, ACWA’s Region 8 is comprised of Los Angeles and Ventura counties and services a population of approximately 11.1 million over the span of roughly 6,000 square miles and includes approximately 56 public water agencies; and
WHEREAS, the Region 8 Board is currently seeking candidates made up of Water Agency Managers and members to fill one board vacancy for the 2026 - 2027 term as a non-compensated role, to participate and engage in Region membership meetings in support of program planning and activities for the region as described in the Report dated May 6, 2025 by the Acting General Manager of GWP; and WHEREAS, Chisom Obegolu currently serves as the Assistant General Manager for the Water section for GWP; and
WHEREAS, Mr. Obegolu has indicated a desire to serve as a member of the ACWA Region 8 Board for the 2026-2027 term; and
WHEREAS, the City Council of the City of Glendale does encourage the participation of its staff in the affairs of ACWA.
NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF GLENDALE:
SECTION 1. The City Council of the City of Glendale does hereby place its full and unreserved support in the nomination of Chisom Obegolu, Assistant General Manager of Water for GWP to serve as a member of the ACWA Region 8 Board for the 2026-2027 term.
SECTION 2. The City Council of the City of Glendale does hereby determine that the expenses attendant with the service of Chisom Obegolu, Assistant General Manager, in ACWA Region 8 shall be borne by the City of Glendale. 12 of 262
2 / / /
Adopted by the Council of the City of Glendale on this ___ day of _________, 2025. ________________________________
Mayor
ATTEST:
_____________________________________
City Clerk
STATE OF CALIFORNIA ) SS.
COUNTY OF LOS ANGELES )
I, Suzie Abajian PhD, City Clerk of the City of Glendale, hereby certify that the foregoing Resolution No. _______________ was adopted by a majority vote of the Council of the City of Glendale, California, at a regular meeting held on the ______ day of ______________________, 2025, and that the same was adopted by the following vote:
Ayes:
Noes:
Absent:
Abstain:
________________________
City Clerk
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Updated December 15, 2024
2025 ACWA Region Election Timeline
2026-2027 Term
February 28: NOMINATING COMMITTEES APPOINTED
• With concurrence of the region board, the region chairs appoint at least three region members to serve as the respective region's Nominating Committee
• Those serving on nominating committees are ineligible to seek region offices
• Nominating Committee members are posted online at
www.acwa.com
March 1-31: NOMINATING COMMITTEE TRAINING
• Nominating Committee packets will be e-mailed out to each committee member
• ACWA staff will hold a training session via conference call with each nominating committee to educate them on their specific role and duties
o Regions 1-10 Nominating Committees: via Zoom Meetings April 21: CALL FOR CANDIDATES
• The call for candidate nominations packet will be e-mailed to ACWA member agency Board Presidents and General
Managers
June 20: DEADLINE FOR COMPLETED NOMINATION FORMS
• Deadline to submit all Nomination Forms and board resolutions of support for candidacy for region positions
• Nominating Committee members may need to solicit additional candidates in person to achieve a full complement of nominees for the slate
June 20: CANDIDATE INFORMATION TO NOMINATING COMMITTEES • All information submitted by candidates will be forwarded from ACWA staff to the respective region Nominating Committee members with a cover memo explaining their task
EXHIBIT A
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Updated December 15, 2024
June 23 – July 10: RECOMMENDED SLATES SELECTED
• Nominating Committees will meet to determine the
recommended individuals for their region. The slate will be placed on the election ballot.
• Nominating Committee Chairs will inform their respective ACWA Regional Affairs Representative of their recommended slate by July 10
• Candidates will be notified of the recommended slate by July 14 • The Nominating Committee Chair will approve the official region ballot
July 21: ELECTIONS BEGIN
• All 10 official electronic ballots identifying the recommended slate and any additional candidates for consideration for each region will be produced and e-mailed to ACWA member
agencies only
• Only one ballot per agency will be counted
September 19: ELECTION BALLOTS DUE
• Deadline for all region elections. All region ballots must be received by ACWA by September 19, 2025
September 26: ANNOUNCEMENT OF ELECTION RESULTS
• Newly-elected members of the region boards will be contacted accordingly
• An ACWA Advisory will be distributed electronically to all members reporting the statewide region election results • Results will be posted at acwa.com and will be published in the October issue of ACWA News
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25-87852
CITY OF GLENDALE, CALIFORNIA
REPORT TO THE CITY COUNCIL
AGENDA ITEM
Report: Fiscal Year 2025-26 Project List for Senate Bill 1 (SB1), the Road Repair & Accountability Act of 2017
1. Resolution adopting the Fiscal Year 2025-26 SB1 Project List, the Road Repair & Accountability Act of 2017
COUNCIL ACTION
Item Type: Consent Calendar
Approved for May 6, 2025 calendar
EXECUTIVE SUMMARY
For the City of Glendale to be eligible for Fiscal Year 2025-26 SB1 program funds, and per the Streets and Highways Code Section 2034, the city must adopt the list of projects funded by SB1 via a resolution and submit the adopted list to the California Transportation Commission (CTC) on or before July 1, 2025.
The intent of this item is for the City Council to approve the Fiscal Year 2025-26 SB1 Project List as outlined in this report.
RECOMMENDATION
Approve The resolution adopting the Fiscal Year 2025-26 SB1 Project List that consists of the Maintenance District 6 Pavement Rehabilitation Project.
ANALYSIS
The city currently receives transportation funding from the State of California typically in the form of grants, or direct allocation of the Motor Vehicle Fuel Tax (Gas Tax), through the Highway Users Tax Account (HUTA). HUTA funds are used primarily for pavement rehabilitation.
SB1 created a new funding opportunity known as the Road Maintenance and Rehabilitation Account (RMRA). The bill directs the RMRA funds to be split 50/50 between the state and cities/counties to address the backlog of maintenance on state and local roadway systems as well as the improvement of California’s trade corridors, transit, and active transportation facilities.
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On November 1, 2017, SB1 increased several fuel and vehicle license fees in California, including the gasoline excise tax by 12 cents per gallon and the diesel excise tax by 20 cents per gallon. A separate price-based gasoline excise tax was reset to 17.3 cents per gallon, while the state sales tax on diesel for transportation funding increased from 1.75% to 5.75%. An additional vehicle registration fee ranging from $25 to $175 is levied annually based on the value of the vehicle, and a $100 transportation fee is levied on zero-emissions vehicles beginning in 2020. Furthermore, starting 2020, these taxes and fees began increasing with the California Consumer Price Index.
Eligible Uses
Funds made available by the RMRA Program can be used to satisfy State or Federal grant matching requirements, or in furthering projects that include, but are not limited to road maintenance and rehabilitation; safety projects; railroad grade separations; active transportation purposes in conjunction with any other allowable project; and traffic control devices.
In March 2021, the CTC released updated 2021 RMRA annual reporting guidelines. Per Streets and Highways Code Section 2034, cities must adopt their SB1 project lists via resolution, and not through the adopted citywide budget.
The cities’ “maintenance of effort” (MOE) spending, i.e., use of general funds for streets and roads, must be at or above the average level for fiscal years 2009-10, 2010-11, and 2011-12. To receive an allocation or apportionment, the city shall annually expend from its general fund for street, road, and highway purposes an amount not less than this average. The City of Glendale’s average MOE for these three years is $8,563,286, with the estimated SB1 funds to be received for the fiscal year 2025-26 being $5,139,734.
Caltrans Audit Office will have jurisdiction to ensure cities are operating efficiently, effectively, economically, and in compliance with all applicable federal and state requirements. Effective Dates of RMRA Revenue Mechanisms are:
Revenue Mechanisms Effective Date First Inflation
Adjustment
12 cent/gallon increase to the Excise Tax November 1, 2017 July 20, 2020 20 cent/gallon increase to the Diesel Tax November 1, 2017 July 20, 2020 4 cent/gallon increase to Diesel Sales Tax November 1, 2017 N/A Transportation improvement fee collected with
vehicle registration fee based on the market
value of vehicle.
•$25 for vehicles less than $5,000 in value;
•$50 for $5,000-$24,999;
•$100 for $25,000-$34,999;
•$150 for $35,000-59,999; and
•$175 for vehicles $60,000 or more in value.
Spring 2018 July 1, 2020
$100 Vehicle Registration Fee for all zero-
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The City receives their apportionments of RMRA funds monthly.
As required in the RMRA reporting guidelines, the projects listed below must also be submitted to the CTC.
In Fiscal Year 2025-26, the City will use RMRA funds for the following project:
Maintenance District 6 Pavement Rehabilitation Project (ongoing project):
a. Project Description: Pavement rehabilitation of residential streets within the Maintenance District 6, various streets located between Cañada Boulevard and Verdugo Mountains, north of Sunshine Drive and south of Country Club drive. b. Location: Maintenance District 6, various streets located between Cañada Boulevard and Verdugo Mountains, north of Sunshine Drive and south of Country Club drive.
c. Estimated Project Schedule:
•Design completion (Construction Documents) March 2025
•Advertise projects for bids April 2025
•Bid opening June 2025
•Award construction contract July 2025
•Start construction of project September 2025
•Complete construction of project January 2026
d. Estimated Project Useful Life: 15 years minimum and up to 20 years for the street resurfacing.
Staff previously included this project in the Fiscal Year 2020-21 SB1 Project List. Phase I of the Project was substantially designed and completed, with construction finalized in 2023. This initial phase addressed several key community priorities, including roadway resurfacing, pedestrian improvements, and tree planting.
This report requests approval to allocate additional SB1 funds from the FY 2025-26 revenue toward the construction of the second and final phase of the project. Phase II will build upon the successes of the first phase and reflects the city’s continued commitment to rehabilitating residential neighborhood streets using a range of pavement treatment strategies.
STAKEHOLDERS/OUTREACH
City of Glendale residents and businesses impacted by Public Works projects are contacted and notified throughout the various stages of the project. At the beginning stages of the project, staff develop the project dedicated website and host them on the city website. Project specific webpages provide detailed project information as well as the relevant project contacts for additional information requests. The webpages are updated monthly and as necessary as the project moves through the various project phases. 18 of 262
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Additionally, as part of our public outreach efforts, community meetings are scheduled to share and discuss project details with property owners, businesses, and occupants within a 500-foot radius of the project vicinity and along the project corridor, as applicable.
During the meetings, the participants are informed of the project details, construction schedule, future city and contractor notifications, and the impacts of the construction work on their neighborhood. Participants can ask questions and provide comments to staff.
After the community meeting, staff reviews and incorporates public comments as practical in the final design.
After successful advertise for bids and award of a project to a responsive and responsible bidder, the Director of Public Works sends a letter to the impacted addresses notifying them of the upcoming project and timeline. Finally, two separate construction notifications are distributed by the general contractor contracted for the project to the immediate project locations impacted during the various phases of construction; one at two weeks and another three days prior to the commencement of the work. Finally, electronic changeable message boards and physical projects signs are deployed strategically throughout the project to further inform the public about construction impacts such as planned closures and expected delays, as well as detailed construction phase schedules.
FISCAL IMPACT
There is no fiscal impact associated with this report.
ENVIRONMENTAL REVIEW (CEQA/NEPA)
Not applicable for this report.
CAMPAIGN DISCLOSURE
This item is exempt from campaign disclosure requirements.
ALTERNATIVES TO STAFF RECOMMENDATION
Alternative 1: Do not approve the resolution adopting the Fiscal Year 2025-26 SB1 Project List. Staff will have to look for other funding sources for constructing the project on the List
Alternative 2: The City Council may consider any other alternative not proposed by staff.
ADMINISTRATIVE ACTION
Submitted by:
Daniel Hernandez, Director of Public Works
Prepared by:
Armen Avazian, Principal Civil Engineer
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Approved by:
Roubik R. Golanian, P.E., City Manager
EXHIBITS/ATTACHMENTS
None.
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RESOLUTION NO. ________
RESOLUTION ADOPTING A LIST OF PROJECTS FOR FISCAL YEAR 2025-26 FUNDED BY SB 1: THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017 WHEREAS, Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017) was passed by the Legislature and Signed into law by the Governor in April 2017 to address the significant multi-modal transportation funding shortfalls statewide; and
WHEREAS, SB 1 includes accountability and transparency provisions that will ensure the residents of our City are aware of the projects proposed for funding in our community and which projects have been completed each fiscal year; and WHEREAS, the City of Glendale must adopt by resolution a list of projects proposed to receive fiscal year funding from the Road Maintenance and Rehabilitation Account (RMRA), created by SB 1, which must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement; and
WHEREAS, the City of Glendale, will receive an estimated $5,139,734 in RMRA funding in Fiscal Year 2025-26 from SB 1; and
WHEREAS, this is the nineth year in which the City of Glendale is receiving SB 1 funding and will enable the City to continue essential road maintenance and rehabilitation projects, safety improvements, repairing and replacing aging bridges, and increasing access and mobility options for the traveling public that would not have otherwise been possible without SB 1; and
WHEREAS, the City of Glendale has undergone a robust public process to ensure public input into our community’s transportation priorities/the project list; and WHEREAS, the City of Glendale used a Pavement Management System to develop the SB 1 project list to ensure revenues are being used on the most high- priority and cost-effective projects that also meet the communities priorities for transportation investment; and
WHEREAS, the funding from SB 1 will help the City maintain and rehabilitate streets, roads, bridges, and add active transportation infrastructure throughout the City this year and multiple similar projects into the future; and WHEREAS, the 2023 California Statewide Local Streets and Roads Needs Assessment found that the City of Glendale’s streets and roads are in an “good” condition and this revenue will help us increase the overall quality of our road system 21 of 262
and over the next decade will bring our streets and roads into a “excellent” condition; and
WHEREAS, the SB 1 project list and overall investment in our local streets and roads infrastructure with a focus on basic maintenance and safety, investing in complete streets infrastructure, and using cutting-edge technology, materials and practices, will have significant positive co-benefits statewide.
NOW, THEREFORE IT IS HEREBY RESOLVED, ORDERED AND FOUND by the City Council of the City of Glendale, State of California, as follows:
1. The foregoing recitals are true and correct.
2. The following list of proposed projects will be funded in-part or solely with fiscal year 2025-26 Road Maintenance and Rehabilitation Account revenues:
Project Title: Maintenance District 6 Pavement
Rehabilitation Project
Project Location: City of Glendale Maintenance District 6, various streets located between Cañada
Boulevard and Verdugo Mountains, north of
Sunshine Drive and south of Country Club
drive
Estimated Useful Project Life: 15-20 Years
Proposed Schedule for Completion: Fiscal Year 2025-26
Project Description: Pavement Rehabilitation of residential streets within the Maintenance District 6,
various streets located between Cañada
Boulevard and Verdugo Mountains, north of
Sunshine Drive and south of Country Club
drive.
Adopted this _____ day of ____________, 2025.
____________________________
Mayor, City of Glendale
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ATTEST:
__________________________
City Clerk
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES )
CITY OF GLENDALE )
I, Suzie Abajian, Ph.D., City Clerk of the City of Glendale, certify that the foregoing Resolution No. _____________ was adopted by the Council of the City of Glendale, California, at a regular meeting held on the _____ day of _________________, 2025, the same was adopted by the following vote:
Ayes:
Noes:
Absent:
Abstain:
___________________________
City Clerk
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CITY OF GLENDALE, CALIFORNIA
REPORT TO THE CITY COUNCIL
AGENDA ITEM
Report: Elderly Nutrition Program Amendment No. 3 with Los Angeles County Aging and Disabilities Department for FY 2024-2025.
1. Motion to approve acceptance of $15,000 in Los Angeles County Development Authority (LACDA) Community Development Block Grant (CDBG) funding for the Elderly Nutrition Program (ENP) from the Los Angeles County Aging and Disabilities Department (AD) for FY 2024-2025 ENP; and authorize the City Manager or a designee to execute Amendment No. 3. of the Subaward ENP242505 period July 2024 – June 2025 to accept and implement funding.
2. Resolution of appropriation to appropriate $15,000 in LACDA CDBG funding to purchase emergency kits for ENP C2-Home Delivered Meals (HDM) Program participants.
COUNCIL ACTION
Item Type: Consent Calendar
Approved for May 6, 2025 calendar
EXECUTIVE SUMMARY
The Community Services & Parks (CSP) Department is currently in a four-year subaward with Los Angeles County AD and this funding will be accepted pursuant to Amendment No. 3 to the four-year subaward for FY2024-25.
LACDA CDBG funding will allow the ENP HDM Program to provide emergency kits for up to 80 unduplicated homebound seniors that will include: 72 hours’ worth of emergency food, water, and numerous emergency supplies.
LACDA CDBG funding was not appropriated as part of the FY 2024-25 budget process; therefore, staff is requesting appropriation of the additional funds. 24 of 262
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RECOMMENDATION
That the City Council approve acceptance of $15,000 in LACDA CDBG funding for ENP from Los Angeles County AD; authorize the City Manager or a designee to execute Amendment No. 3 of the Subaward ENP242505 period July 2024 – June 2025 to accept and implement the funding; and appropriate those funds to purchase emergency kits for ENP C2-HDM Program participants.
ANALYSIS
CSP has been providing meal service to seniors 60 years of age and older in the greater Glendale area since 1979 with grant funding administered from Los Angeles County AD through the federal Older Americans Act. The ENP provides an important opportunity for social contact and is the only meal many seniors receive in a day.
The ENP is operated through the Senior Services Unit, which provides comprehensive, long-term services that include Congregate Meals (C-1), Home Delivered Meals (C-2), Emergency Meals, Telephone Reassurance and Supportive Services. The goal of these services is to assist the seniors in our community to maintain their independence and live in their own homes.
The City’s ENP Congregate Meals Program operates two (2) congregate meal sites serving lunch 7 days per week at the Adult Recreation Center and five (5) days per week at Sparr Heights Community Center. An average of 4,000 meals per month are served in the program to over 500 unduplicated seniors annually.
The ENP HDM Program is for homebound seniors requiring food delivery assistance for physical and/or medical reasons and is substantiated by a doctor’s order before beginning program services. Program services include a weekly delivery of seven (7) frozen meals that include bread, fruit, milk, and dessert. The Emergency Meals Program is part of the HDM Program and provides three (3) days’ worth of shelf-stable meals to clients enrolled in the program per fiscal year. The Telephone Reassurance Program is also a part of the HDM Program, which ensures that seniors who are shut-in receive a weekly well-being call.
CSP was awarded an ENP grant from Los Angeles County AD for baseline funding in FY 2024-25 through a noncompetitive process whereby the City entered into a subaward agreement for a one (1) year term, commencing July 1, 2024, through June 30, 2025, with three (3) additional options to renew annually for an anticipated total subaward term of four (4) years. The City is currently in year one (2024-2025) of a four-year subaward term. In September 2024 and April 2025, Los Angeles County AD allocated additional funds as part of the ENP contract pursuant to Amendment Nos. 1 and 2, respectively.
On April 24, 2025, Los Angeles County AD sent an award letter informing CSP of additional funding in the amount of $15,000 from LACDA CDBG for the purchase of emergency kits for HDM Program participants. LACDA CDBG funding is a reimbursable grant and does not require a cash match. LACDA CDBG funding will enable the City to provide up to 80 emergency kits to homebound seniors in the program. 25 of 262
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These kits include 72 hours’ worth of emergency food, water, wipes, a blanket, masks, sanitizers, a flashlight/batteries, a light stick, a poncho, ties, gloves, a whistle, and additional items.
STAKEHOLDERS/OUTREACH
The ENP operates as part of the Senior Services Unit located at the Adult Recreation Center and has an additional meal site at Sparr Heights Community Center. Program services are advertised quarterly in the CSP Leisure Guide, in the CSP newsletter, in CSP social media and website, and outreach is conducted with other community agencies to ensure that the public is aware of the available services. The additional funds will be spent to provide emergency kits to existing C2-HDM Program participants; thus, no additional outreach is conducted regarding these particular funds.
FISCAL IMPACT
The LACDA CDBG grant award of $15,000 was not included as part of the FY 2024-25 budget. Therefore, staff is requesting to appropriate $15,000 in C2 HDM funding from grant revenue. The appropriation request is outlined below:
Requesting Appropriation
Amount From (Account String) To (Account String) Funding Source $15,000 31240-2700-CSP-0020-
P0000
CSP01343AG
45350-2700-CSP-
0020-P0000
CSP01343AG
Nutritional Meals
Grant Fund
ENVIRONMENTAL REVIEW (CEQA/NEPA)
The action being considered does not constitute a “project” within the meaning of CEQA pursuant to CEQA Guidelines section 15378(b)(4) as it creates a government funding mechanism or constitutes other government fiscal activities which do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment; thus, it is not subject to CEQA pursuant to CEQA Guidelines section 15060(c)(3).
CAMPAIGN DISCLOSURE
This item is exempt from campaign disclosure requirements.
ALTERNATIVES TO STAFF RECOMMENDATION
1) Do not approve acceptance and appropriation of $15,000 in LACDA CDBG funding from Los Angeles County AD for the FY 2024-25 ENP; which will result in not purchasing emergency kits for seniors.
2) The City Council may consider any alternative not proposed by staff.
ADMINISTRATIVE ACTION
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Submitted by:
Onnig Bulanikian, Director of Community Services & Parks Prepared by:
Tereza Aleksanian, Assistant Director of Community Services & Parks Maggie Kavarian, Community Services Manager
Aylin Isayan, Community Services Supervisor
Approved by:
Roubik R. Golanian, P.E., City Manager
EXHIBITS/ATTACHMENTS
None
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MOTION
Moved by Council Member ____________________________, seconded by Council Member ___________________________, that, with respect to May 6, 2025, report of the Director of Community Services & Parks, the City Council of the City of Glendale hereby authorizes (1) the acceptance of FY 2024-2025 Los Angeles County Development Authority (LACDA) Community Development Block Grant (CDBG) funding from the County of Los Angeles Aging and Disabilities Department in the amount of $15,000 for provision of the Elderly Nutrition Program (ENP); and (2) the City Manager or a designee to execute Amendment No. 3 to the County of Los Angeles Aging and Disabilities Department ENP Subaward Number ENP242505, period July 2024 – June 2025, to accept and implement the funding.
Vote as follows:
Ayes:
Noes:
Absent:
Abstain:
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CITY OF GLENDALE, CALIFORNIA
REPORT TO THE CITY COUNCIL
AGENDA ITEM
Report: Glendale Water & Power (GWP) Energy Risk Management Policy and Trading Authority Policy.
1. Motion approving amendments to the GWP Energy Risk Management Policy.
2. Motion approving amendments to the GWP Trading Authority Policy.
COUNCIL ACTION
Item Type: Action Item
Approved for May 6, 2025 calendar
EXECUTIVE SUMMARY
The GWP Energy Risk Management Policy is the framework for GWP to manage the risks that are inherent from participating in the wholesale energy markets. The purpose of this Policy is to formally establish and maintain an Energy Risk Management Program and document the organizational structure, utilized by GWP, to meet the energy needs of its customers, and provide guidelines for GWP to plan, execute, and control the management of a variety of risks associated with energy portfolio activities. In addition, this Policy establishes supporting risk policies for managing GWP’s energy risks. The current version of the GWP Energy Risk Management Policy was approved by the City Council on August 9, 2022.
The purpose of the GWP Trading Authority Policy is to define the authority granted by City Council, to the City Manager, or his designee, and the GWP General Manager to execute energy-related transactions and the ability to delegate trading authority within the limits defined in the GWP Trading Authority Delegation. The current version of the GWP Trading Authority Policy was approved by the City Council on August 9, 2022.
RECOMMENDATION
Approve amendments to the GWP Energy Risk Management Policy and GWP Trading Authority Policy.
ANALYSIS
GWP Energy Risk Management Policy
The proposed, amended GWP Energy Risk Management Policy is attached to this report as Exhibit 1. A redline draft showing the proposed changes from the current GWP Energy Risk Management Policy is attached to this report as Exhibit 2.
The major updates to the GWP Energy Risk Management Policy are:
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•3. Assignment of Responsibilities:
The organizational chart was revised to mirror the updates made to the GWP ERMC member titles.
•3.4.1 GWP Energy Risk Management Committee (ERMC) Structure:
The GWP ERMC Structure was updated to reflect the following changes in position titles and responsibilities within GWP:
•Updated the position titles of the following voting members to reflect current titles: GWP Assistant General Manager (Power Management), GWP Utility Risk Manager, and City of Glendale (CoG) Director of Finance. •Designated the position of GWP Assistant General Manager (Finance & Risk Management) as a voting member of the ERMC to reflect the responsibilities of the position.
•Added the following positions as non-voting members of the ERMC:
GWP Assistant General Manager (Support Services), GWP Assistant General Manager (Electric), and GWP Power Contracts Manager. 31 of 262
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•Updated the position titles of the following non-voting ERMC members:
GWP Energy Trading Manager and CoG Principal Internal Auditor. •3.4.2 Meeting Timing, Frequency, and Voting Procedures:
Section 3.4.2 was updated to specify that the designated alternate of an ERMC voting member shall have voting privileges.
•3.4.4 GWP Energy Risk Management Committee Responsibilities:
Section 3.4.4 was updated to authorize the ERMC to approve non-binding term sheets (Term Sheet) for power purchase agreements (PPA) for energy from renewable resources which reside exclusively within the GWP electric grid (In-System). Once the ERMC approves the In-System PPA Term Sheet, the General Manager, or his designee, shall have authority to execute the non-binding In-System PPA Term Sheet.
•3.5 – 3.16 Position Titles and Responsibilities:
The position titles and corresponding responsibilities in these sections, and throughout the policy were updated as necessary to reflect current titles and responsibilities.
GWP Trading Authority Policy
The proposed, amended GWP Trading Authority Policy is attached to this report as Exhibit 3. A redline draft showing the proposed changes from the current Trading Authority Policy is attached to this report as Exhibit 4.
The major updates to the GWP Trading Authority Policy are:
•3.1 Execution Authority:
Section 3.1 of the amended policy removes a reference to Article VI, Section 9 of the City Charter dispensing with competitive bidding as it has been removed by voter-approval of the City ballot Measure A, Charter Amendment on March 5, 2024.
•3.2 Contract Requirements:
Section 3.2 of the amended policy specifies that City Attorney review and approval is not required for standard confirmation agreements under a base contract approved by the City Attorney’s Office within the prior three years, and any modifications are only to the commercial terms of the agreement. The section also specifies that the City Attorney review, and approval is required if the prior agreement approved by the City Attorney as to form was not within the last three years.
•3.5 Deal Capture:
Section 3.5 of the amended policy replaces the reference to the specific deal capture system currently in use with the generic term of Energy Trading Risk Management System and requires “timely” transaction entry rather than “same working day or shift” in recognition that certain circumstances, such as system availability may make same day or shift entry not possible. 32 of 262
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•3.8 Approval for New Commodities, Related Products and Offerings, and Approved Transaction Types:
Section 3.8 of the amended policy specifically allows asset management or agency agreements to optimize and manage GWP’s share of gas pipeline capacity. The section was also updated to specify that products, methods of purchase or marketplaces that package commodities in commercial offerings including futures markets, ancillary or related services, and asset management or agency agreements are permitted as long as the underlying commodity is permitted under the policy.
In addition, under the list of allowable transaction types in Section 3.8, the commodity of natural gas was expanded to be defined as gas, including but not limited to natural gas, biogas, and hydrogen that can be used as fuel for gas-fired generation facilities. The change was made in anticipation of the expansion in available types of gas fuel that can be used for electric generation. This updated change to the definition of gas was also reflected throughout the policy. •4. Trading Authority Matrices:
Section 4 of the amended policy provides that for transactions executed through a Southern California Public Power Authority (SCPPA) competitive bidding or procurement process (including competitive, sole source or other methods), the term of the transaction under City Manager or GWP General Manager approval authority may exceed 5 years to be consistent with the respective SCPPA project related procurement cycle, up to a 7 year maximum. An example of the use of this authority would be certain natural gas scheduling and asset management agreements originating from a SCPPA procurement in 2020, which has a six year cycle. Should this change be approved, staff will enter into such contracts for another year until the next SCPPA procurement cycle is complete in 2026. •4.3, 4.3.1 – 4.3.5 Gas Transaction Limits:
Section 4.3 and Sections 4.3.1 – 4.3.5 of the amended policy replace the commodity of “natural gas” with “gas, including but not limited to natural gas, biogas, and hydrogen.”
In addition, the above sections were updated to specifically allow for execution of asset management and agency agreements in situations where GWP has idle capacity or usage rights on owned or contracted gas transmission lines, and it does not have the internal resources or expertise to manage the excess capacity efficiently. The amended policy specifies that asset management and agency agreements will only be entered into if it is determined to be in GWP’s best interest to execute such agreements. The income received by GWP may be based on a value/revenue sharing percentage, fixed-rate, or other reasonable methodology and meet the following requirements:
•The terms of the agreement must be commercially reasonable as determined by the City Manager, or his designee, GWP General Manager or designee; and
•The additional income received by GWP must exceed expenses incurred under the agreement.
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•The percentage of revenue sharing (if any) with the counterparties to such agreements may not exceed 25% to such entities; any greater percentage must be approved by the City Council. The absolute amount of revenue to be received by such counterparties shall not exceed $5,000,000, unless approved by the City Council.
•5.1 Clear Authority:
Section 5.1 of the amended policy provides that any situation where clear authority is in question should be reviewed and authorized by the City Manager, or designee, or GWP General Manager. In situations where after a review by the City Manager, or designee, or GWP General Manager has been performed and clear authority is still in question, the matter will be presented to the City Council for authorization. The responsibility for review and authorization was previously specified to reside with the City Council; however, the change in responsibility was made since transactions under the policy occur in a rapidly evolving market in which timely review and execution is critical.
STAKEHOLDERS/OUTREACH
Not Applicable.
FISCAL IMPACT
The adoption of the amended GWP Energy Risk Management Policy and GWP Trading Authority Policy will not have a fiscal impact.
ENVIRONMENTAL REVIEW (CEQA/NEPA)
The proposed action is exempt from the requirements of the California Environmental Quality Act (CEQA) pursuant to 14 California Code of Regulations Section 15378 as it is not a “project” as defined in CEQA.
CAMPAIGN DISCLOSURE
Not applicable.
ALTERNATIVES TO STAFF RECOMMENDATION
Alternative 1: Choose not to approve the amendments to the GWP Energy Risk Management Policy and GWP Trading Authority Policy. In this case, the existing GWP Energy Risk Management Policy and GWP Trading Authority Policy will remain in place. GWP will not be able to benefit from the proposed amendments to the policies which enable GWP to successfully act and strategically plan in accordance with energy risk objectives within the Policies in order to meet regulatory requirements, and to provide reliable and cost-effective energy to customers utilizing all available industry resources.
Alternative 2: Consider any other alternative not proposed by staff. 34 of 262
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ADMINISTRATIVE ACTION
Submitted by:
Scott K. Mellon, P.E., Acting General Manager - Glendale Water and Power Prepared by:
Matt Curtis, Utility Risk Manager
Approved by:
Roubik R. Golanian, P.E., City Manager
EXHIBITS/ATTACHMENTS
Exhibit 1: Proposed Energy Risk Management Policy
Exhibit 2: Redline of Energy Risk Management Policy (showing changes from current Policy)
Exhibit 3: Proposed GWP Trading Authority Policy
Exhibit 4: Redline of Trading Authority Policy (showing changes from current Policy).
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M O T I O N
Moved by Council Member ________________________________, seconded by Council Member __________________________________, that the City Council hereby approves the revised Glendale Water & Power (GWP) Energy Risk Management Policy, as set forth as Exhibit 1 to the May 6, 2025 Report to the City Council by the Acting General Manager of GWP, which policy replaces the GWP Energy Risk Management Policy approved by Council on August 9, 2022.
Vote as follows:
Ayes:
Noes:
Absent:
Abstain:
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M O T I O N
Moved by Council Member ________________________________, seconded by Council Member __________________________________, that the City Council hereby approves the revised Glendale Water & Power (GWP) Trading Authority Policy, as set forth as Exhibit 3 to the May 6, 2025 Report to the City Council by the Acting General Manager of GWP, which policy replaces the GWP Trading Policy approved by Council on August 9, 2022.
Vote as follows:
Ayes:
Noes:
Absent:
Abstain:
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Energy Risk Management Policy
Glendale Water & Power TBD/2025
ENERGY RISK MANAGEMENT POLICY
TBD, 2025
EXHIBIT 1
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TABLE OF CONTENTS
1. POLICY PURPOSE 1
2. RISK MANAGEMENT OBJECTIVES 2
2.1 GWP Business Objectives 2
2.2 GWP Risk Management Objectives 2
3. ORGANIZATION & GOVERNANCE 3
3.1 City Council 5
3.2 City Manager 5
3.3 GWP General Manager 6
3.4 GWP Energy Risk Management Committee (ERMC) 7
3.4.1 Energy Risk Management Committee Structure
3.4.2 Meeting Timing,Frequency, and Voting Procedures
3.4.3 Member Vacancies
3.4.4 Energy Risk Committee Responsibilities
3.5 GWP Assistant General Manager (Power Management) 10
3.6 GWP Assistant General Manager (Finance & Risk Management ) 10 3.7 GWP Integrated Resources Planning Administrator 11
3.8 GWP Energy Trading Manager 12
3.9 GWP Power Planning Manager 12
3.10 GWP Utiliy Risk Manager 13
3.11 GWP Power Contracts Manager 15
3.12 GWP Utility Finance Manager 16
3.13 GWP Utility Business System Support Administrator 17
3.14 City of Glendale Finance 18
3.15 City of Glendale Legal 18
3.16 City of Glendale Audit 19
3.17 Conflict of Interest and Compliance 19
4. SCOPE OF BUSINESS ACTIVITIES GOVERNED BY THIS 20
POLICY
5. RELATED POLICIES 20
6. REPORTING 21
6.1 Reporting Requirements 21
Table 6.1 Reporting Requirements 21
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7. POLICY REVIEW 22
8. PROCEDURES 22
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Energy Risk Management Policy
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1 1. POLICY PURPOSE
Glendale Water & Power (GWP) generates, transmits, and distributes electricity for the benefit of the City of Glendale. One of GWP’s main objectives is to procure reliable and sustainable power for its customers at stable and predictable rates while optimizing contracted and local resources. This Energy Risk Management Policy (the Policy) is designed to establish the framework for GWP to manage the risks that are inherent in the wholesale energy operations and markets it participates in.
The purpose of this Policy is to formally establish an energy risk management program and document the organizational structure (Figure 3.1) utilized by GWP to meet the electricity needs of its customers and provide approved guidelines for GWP to plan, execute, and control the management of a variety of risks associated with energy portfolio activities. The purpose of this Policy is also to formalize the policies of GWP regarding managing its energy risks. Accordingly, this Policy will set forth GWP’s:
•risk management objectives;
•risk governance structure and responsibilities;
•scope of business activities governed by this Policy; and •list of associated guidelines, policy documents, and registry.
GWP intends that energy risk management will support the advancement of its strategic business plan and will properly manage its business and financial risks through:
•prudent oversight;
•adequate mitigation of energy risks consistent with GWP’s defined risk registry and tolerance; and
•sufficient internal controls and procedures.
Managing the energy risks of GWP entails the coordination of resources and activities among all departments within GWP and within the City of Glendale (CoG) governance structure.
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2 2. RISK MANAGEMENT OBJECTIVES
2.1GWP BUSINESS OBJECTIVES
An effective energy risk management policy better equips a utility to achieve its energy portfolio objectives. This Policy is focused on helping GWP achieve these business objectives:
•Provide reliable, sustainable power to retail customers; •Manage the energy portfolio to stabilize rates;
•Comply with mandatory renewable and clean energy standards and other regulatory requirements;
•Provide renewable and clean energy while reducing carbon and other emissions;
•Allow for hedging to protect against adverse changes in energy market prices and mitigate the risk to customers of significant rate increases and budget shortfalls;
•Allow for providing price and risk differentiated energy products to customers as appropriate;
•Optimize GWP’s existing energy portfolio resources;
•Engage stakeholders through transparent oversight and communications; and
•Protect GWP’s systems, communications, and data against risks associated with cybersecurity.
2.2GWP RISK MANAGEMENT OBJECTIVES
The primary goal of this Policy and risk management activities is to strengthen GWP’s ability to meet the GWP Business Objectives by enabling GWP to transact in different energy commodity markets while monitoring, minimizing, and mitigating associated risks.
Other goals of risk management activities are to:
•Maintain risks within desired tolerances for a defined period in the future; •Enhance the value of GWP’s assets/resources;
•Participate in commodity markets and derivative instruments for hedging and not speculative purposes;
•Develop a risk management culture and support GWP’s ongoing strategic planning process;
•Manage a portfolio of physical and financial positions to help stabilize the cost of energy with associated risks while maintaining reliable energy supplies for customers and meeting regulatory requirements; •Identify, quantify, and monitor existing and new market and regulatory risks;
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3 •Monitor trading activity to identify and report if policy violations occur and if authority limits are exceeded without proper approval;
•Work within the existing organizational structure to implement the Policy; •Remain flexible to accommodate changing needs of GWP’s energy portfolio while maintaining control of the overall risk position; and •Operate a disciplined program to manage budget, cash flows, margining, and transaction execution.
3. ORGANIZATION & GOVERNANCE
Risk governance will follow a top-down approach whereby the GWP Energy Risk Management Committee (ERMC) identifies GWP’s energy risk management objectives and provides energy risk management oversight, consistent with the rates, annual budget, policies, and transaction authorities that are all periodically adopted by the City Council. Supporting controls, policies, and procedures will be implemented and aligned throughout the risk governance structure, with distinct roles and responsibilities that result in an energy risk controlled environment. Governance and controls include the organizational structure, policies, reporting processes, and procedures that support GWP’s business models, risk tolerances, energy supply objectives, and appropriately segregated responsibilities.
The following sections identify and describe the levels within the organization with oversight and direct responsibility for the implementation of this Policy and the resulting program.
ASSIGNMENT OF RESPONSIBILITIES
The following organizational chart illustrates the roles and functions responsible for the implementation of risk management activities within this Policy. Also, it identifies the appropriate segregation of duties within GWP for the primary functions that manage energy commodities:
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5 3.1CITY COUNCIL
The City of Glendale City Council shall:
•Adopt an electric utility annual budget;
•Review and approve retail electric customer rate changes; •Review and approve changes to the GWP Electric System Cash Reserve Policy;
•Approve transaction authorities for the City Manager and the GWP General Manager established according to the Trading Authority Policy; •Approve recommended changes to the Energy Risk Management Policy that establishes an overall framework for evaluation, management, and control of energy risk for GWP.
3.2CITY MANAGER
The City Manager is responsible for providing the oversight of and support for GWP’s energy risk management philosophies and principles. The City Manager shall:
•Establish scope and frequency of any GWP management reporting to the City Council;
•Periodically review energy risk exposures and compliance with policies and procedures;
•Discuss GWP’s energy risk exposures and the steps GWP management has taken or will take to mitigate, control, and monitor such exposures, as documented in GWP’s Risk Registry;
•Require adequate management involvement, financial controls, and systems to monitor, report, and ensure the integrity of this Policy at all levels;
•Periodically review this Policy and the related policies as defined in Section 5, and recommend changes proposed by the GWP ERMC to the City Council and/or such other changes as the City Manager deems advisable; and
•Approve a Trading Authority Delegation reflecting delegation of trading authority and limits. Periodically review the Trading Authority Delegation and recommend proposed revisions, as needed; and
•Serve on the ERMC.
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6 3.3GWP GENERAL MANAGER
The GWP General Manager is responsible for the overall direction, structure, conduct, control, mitigation, reporting, and enforcement of GWP’s risk management activities. The GWP General Manager shall:
•Establish a risk management culture throughout the organization; •Periodically assess the adequacy and functioning of the system of controls over market, credit, and operational risks;
•Ensure that all energy risk control activities (e.g., position monitoring, portfolio assessment, credit) are independent of energy purchases and sales;
•Approve a Trading Authority Delegation reflecting delegation of trading authority and limits. At a minimum, annually review the Trading Authority Delegation and revise, as needed;
•Report to the City Manager on GWP’s energy risk management activities, achievements, and goals;
•Annually review with the ERMC and assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5; •Review with the GWP ERMC on GWP’s compliance with its energy risk policies and energy risk management in accordance with the policies; •Periodically report, to the City Manager, the risk profile of GWP’s energy portfolio and on the results of energy risk management activities; •Have authority to transact within the limits set by the City Council in the Trading Authority Policy;
•Approve proper organization, separation, or consolidation of functional activities;
•Ensure that the identification and quantification of energy risks and related energy risk mitigation strategies, as documented in GWP’s Risk Registry, are integrated into the GWP strategic planning process; and •Establish and maintain an effective working relationship with associated energy service providers; and
•Serve on the ERMC.
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7 3.4GWP ENERGY RISK MANAGEMENT COMMITTEE (ERMC)
The GWP ERMC has the responsibility for managing the target energy risk profiles and leading GWP’s energy risk management efforts on a path of continuous improvement. The GWP ERMC will provide direction and oversight to GWP concerning power supply planning, transacting, hedging, reporting, and related internal controls; and the development and implementation of policies and procedures consistent with this Policy.
The GWP ERMC establishes a forum for discussion of GWP’s significant energy risks and must develop guidelines required to implement an appropriate energy risk management control infrastructure; this includes implementation and monitoring of compliance with GWP’s energy risk management-related policies, as defined in Section 5. The GWP ERMC executes its energy risk management responsibilities through direct oversight and prudent delegation of its responsibilities to the independent energy risk management function, as well as to other GWP and City of Glendale (CoG) personnel.
3.4.1GWP Energy Risk Management Committee Structure
Voting Membership:
The GWP ERMC shall be composed of voting members and non-voting members.
The voting members are:
1. City Manager;
2. GWP General Manager (Chair);
3. GWP Assistant General Manager (Power Management), or as designated by the GWP General Manager;
4. GWP Assistant General Manager (Finance & Risk Management ) or as designated by the GWP General Manager;
5. GWP Utility Risk Manager; and
6. CoG Director of Finance.
Non-voting members shall include, but not limited to:
1. GWP Assistant General Manager (Support Services);
2. GWP Assistant General Manager (Electric);
3. GWP Integrated Resources Planning Administrator;
4. GWP Energy Trading Manager;
5. GWP Utility Business System Support Administrator;
6. GWP Utility Finance Manager;
7. GWP Power Contracts Manager;
8. CoG Attorney;
9. Power Planning Manager; and
10.CoG Principal Internal Auditor.
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8 3.4.2Meeting Timing, Frequency, and Voting Procedures The GWP ERMC shall meet no less than once per calendar quarter.
Member attendance shall be recorded in the GWP ERMC meeting minutes.
Any voting member of the GWP ERMC can request an emergency meeting of the GWP ERMC to address circumstances or issues that may require immediate attention. In the event a member is unable to attend a GWP ERMC meeting, that member may designate an alternate to attend. The designated alternate, of a voting member, will have voting privileges in the voting member’s absence.
The voting members shall each have a single vote on matters that come before the GWP ERMC and a voting member, or designee, must participate in the GWP ERMC meeting in order to vote and approve a proposed action. If any three of the voting members, or their designees, are not present at a GWP ERMC meeting, a vote on a proposed action cannot take place. The GWP ERMC will make decisions and take actions by a simple majority vote. If the GWP ERMC reaches an impasse that cannot be addressed through a vote or if a tie vote occurs, the GWP General Manager will make the final decision.
3.4.3Member Vacancies
In cases where a committee member vacates the GWP ERMC, the GWP General Manager will resolve the GWP ERMC vacancy by making a discretionary interim appointment.
The GWP General Manager will designate a Secretary to the GWP ERMC to document all meetings and actions taken by the GWP ERMC in meeting minutes that will be distributed to GWP ERMC members for their review and approval. The Secretary need not be a member of the GWP ERMC.
Approved meeting minutes will be distributed by the Secretary to the GWP ERMC members.
3.4.4GWP Energy Risk Management Committee Responsibilities The GWP ERMC is responsible for:
•Aligning energy risk management with City Council approved budgets, rates, policies and transaction authorities;
•Setting a clear strategy and goals for hedging market price risk via the Hedge Policy; reviewing and approving risk management strategies and hedging plans to be implemented by GWP;
•Establishing the scope of energy portfolio and risk management activities, the purpose for engaging in transactions, and the appropriate risk tolerances consistent with strategic direction;
•Establishing the strategic direction and risk threshold for retail load energy needs and wholesale transactions; reviewing and approving 48 of 262
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9 proposed energy risk management strategies for strategic fit, evaluate risk exposure consistent with energy risk tolerances, and reporting and control requirements. The GWP ERMC shall ensure that approved strategies are consistent with GWP’s approved strategic business plan, energy risk management objectives, approved energy risk tolerance guidelines, and compliance with energy risk policies;
•Reviewing reports by the independent energy risk management function concerning policy and procedural compliance and taking appropriate action to mitigate losses or increased risks, if any, as necessary; •Providing oversight and direction for specific projects including new markets, RFP development and review of RFP responses for physical and financial energy, fuel, related transportation transactions, and tools and systems needed to manage the risks of participation in energy markets;
•Discussing elements of energy risk management best practices and developing an GWP ERMC opinion of their specific practicality; •Overseeing the implementation and review of related Standard Operating Procedures and changes to them;
•Conducting other activities relevant to the implementation and oversight of this Policy and related policies, as defined in Section 5, and procedures;
•Recommending to the GWP General Manager the proper organizational structure, separation or consolidation of functional risk management activities;
•At least, annually, review GWP’s energy risk management program and Risk Registry due to changes in business practices, improved procedures, GWP’s philosophy and strategy, or market changes; and ensuring continued compliance with its established guidelines; •Reviewing this Policy and related policies as defined in Section 5, on an annual basis and recommending changes to this Policy to the City Manager for submittal to the City Council for approval; and •Approving and periodically reviewing the related policies defined in Section 5.
•Approving non-binding term sheets (Term Sheet) for power purchase agreements (PPA) for energy from renewable resources which reside exclusively within the GWP electric grid (In-System). Once the ERMC approves the In-System PPA Term Sheet, the General Manager or his designee shall have authority to execute the In-System PPA Term Sheet.
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10 3.5GWP ASSISTANT GENERAL MANAGER (POWER MANAGEMENT)
The GWP Assistant General Manager or designee, as relates to Power Management Services, oversees the “front office,” reports directly to the GWP General Manager, and responsible for GWP’s overall energy supply. The GWP Assistant General Manager (Supply) shall:
•Develop and maintain retail load forecasts and retail fuel and purchase power budgets;
•Assure compliance with this Policy and related policies, as defined in Section 5, by the Energy Trading Manager and Marketers, Analysts and Schedulers, Real-time Traders or Authorized Agents, and the GWP Power Contacts Manager involved in energy risk management activities; •Establish a review and approval process to provide timely responses to issues arising from day-to-day operations;
•Oversee the development of hedge strategies to manage GWP’s energy exposure;
•Recommend hedge strategies to the GWP ERMC that address GWP’s plans to manage its energy exposure;
•Oversee the development of procedures for Energy Marketers, Schedulers, and Real-time Traders as needed;
•Support and assist in the preparation of reports listed in Section 6.1, Reporting Requirements; and
•Serve on the GWP ERMC.
3.6GWP ASSISTANT GENERAL MANAGER (FINANCE & RISK MANAGEMENT) The GWP Assistant General Manager or designee, as relates to Business Services, oversees the “back office,” reports directly to the GWP General Manager, and responsible for GWP’s marketing development and operations activities. The GWP Assistant General Manager (Business Services) shall:
•Oversee the responsibilities of the GWP Utility Finance Manager (Financial) and the Utility Risk Manager;
•Direct, prepare, and monitor GWP budget and overall financial health of the utility;
•Lead the development and implementation of short and long-term strategic financial objectives;
•Direct and review electric and water rate recommendations; •Direct and participate in financial planning, including revenue bond financing and rate determinations;
•Direct the development and implementation of an enterprise risk management program;
•Assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5; and
•Serve on the GWP ERMC.
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11 3.7GWP INTEGRATED RESOURCES PLANNING ADMINISTRATOR
The GWP Integrated Resources Planning Administrator reports directly to the authority under section 3.5 and plans, directs, supervises, and reviews the development, identification, and administration of power resources; plans, directs, supervises and reviews the development, negotiation, monitoring, administration, and settlement of transactions related to power resource contracts; and plans, directs and supervises participation in regulatory, legal and project administration efforts. The GWP Integrated Resources Planning Administrator shall:
•Direct activities related to the preparation of forecasts of energy requirements and peak demands;
•Direct the development of analytical studies related to power supply economics, generation, forecasting, regulatory and legislative impacts; •Direct the City's power supply projects including generation, transmission and marginal costing studies;
•Direct the preparation of utility data to assist in negotiating power marketing agreements and power purchases;
•Direct contract negotiations to fill power supply requirements and to resolve power supply issues;
•Direct the preparation of reports for regulatory agencies; •Direct the development and maintenance of forward wholesale market information systems;
•Direct the development and implementation of forward strategies; •Negotiate and administer joint power resource development projects, regional transmission and power generating projects;
•Analyze proposed litigation settlements and negotiate the settlement of disputes;
•Coordinate the legal review of proposed contractual arrangements; •Evaluate and report performance and compliance of existing power contracts;
•Responsible for the development of the annual budget and long-term power cost forecasts;
•Assist in the development of overall policies, plans, and objectives; and •Prepare comprehensive written and oral reports and presentation recommendations; and
•Participate on the GWP ERMC.
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12 3.8GWP ENERGY TRADING MANAGER
The GWP Energy Trading Manager reports directly to the authority under section
3.5 and exercises technical, administrative, and management responsibility over staff performing energy trading. The GWP Energy Trading Manager shall:
•Represent the “front office” in GWP’s energy risk management organization; The “front office” is responsible for energy trading, operations, portfolio optimization, load forecasting, transaction and scheduling, generating resource optimization, and hedging;
•Assure daily compliance with the Energy Risk Management Policy and related policies, as defined in Section 5, and timely responses to issues arising from day-to-day operations;
•Execute and manage energy transactions (purchases, sales, and hedges) in accordance with approved hedge strategies and within the requirements specified in the Trading Authority Delegation;
•Understand the types of transactions individuals may engage in to manage the energy portfolio;
•Adhere to the transaction approval process;
•Actively acquire and analyze market intelligence and assist in developing hedge strategies;
•Prepare transaction analyses and reports;
•Communicate market intelligence within GWP’s risk management organization; and
•Participate on the GWP ERMC.
3.9GWP POWER PLANNING MANAGER
The GWP Power Planning Manager reports directly to the authority under section
3.5 and supervises the analysis, forecasting and planning activities for the electric utility's integrated resources established by GWP management. The GWP Power Planning Manager represents the “front office” in GWP’s energy risk management organization. The GWP Power Planning Manager shall:
•Evaluate resource needs to meet forecasted loads and load patterns and performs technical and economic analysis of resource options; •Perform modeling, analysis, and forecasting of load patterns and resource utilization;
•Interpret and evaluate economic analyses, planning data, and study results;
•Assist in evaluating opportunities for power supply acquisition and power project participation;
•Assist in negotiating contracts to fill power supply requirements and to resolve power supply issues;
•Evaluate market data and opportunities for power supply acquisition and power project participation;
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13 •Prepare and supervise preparation of technical and administrative reports and recommendations including the annual long-range power supply plan (integrated resource plan) and reports to regulatory bodies; •Develop and recommend policies and procedures to ensure that power planning/marketing activities comply with NERC/WECC requirements and contractual provisions;
•Develop and recommend procedures to effectively carry out optimization of the City's resource, transmission, and load portfolio; •Assist with development of the annual budget;
•Prepare and supervise preparation of reports and graphic displays for use in presentation of study results and recommendations; and •Participate on the GWP ERMC.
3.10GWP UTILITY RISK MANAGER
GWP’s Independent Risk Management Function is led by the GWP Utility Risk Manager. The GWP Utility Risk Manager represents the “middle office” in GWP’s energy risk management organization. The responsibilities of the GWP Utility Risk Manager include ensuring reports covering GWP’s energy portfolio position and credit exposures are prepared and reporting compliance with energy risk management policies and procedures. The GWP Utility Risk Manager also leads the development and review of business processes and internal control improvements throughout the energy transaction lifecycle. The GWP Utility Risk Manager will provide risk assessment input to the hedge planning and transacting activity, but will maintain a strict separation of duties. The GWP Utility Risk Manager will brief the GWP General Manager, as requested, regarding recent GWP energy risk management activities.
The GWP Utility Risk Manager will serve as facilitator of the GWP ERMC and reports directly to the authority under 3.6. In addition, the GWP Utility Risk Manager shall:
•Perform responsibilities delegated by the GWP ERMC;
•Serve, organize and conduct the GWP ERMC meetings;
•Engage the EMRC in discussions regarding emerging risks, events and developments that could expose GWP to potential losses; •Develop, recommend, and administer risk management processes and procedures, including best practice procedures;
•Provide and administer energy risk management education/training to GWP management and staff;
•Review energy risk management activities and risk controls, and recommend modifications of controls to meet changing business needs; •Review adequacy and accuracy of reports, and report any deficiencies to the GWP ERMC. Recommend actions to address deficiencies; •Assess energy risks to GWP in aggregate, by business unit, and by material business activity;
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14 •Ensure compliance, review, and recommend changes to the Energy Risk Management Policy and related policies, as defined in Section 5, and energy risk management procedures, as appropriate;
•Monitor compliance of transactions with GWP’s Trading Authority Policy and Trading Authority Delegation and monitor GWP’s portfolio for compliance with GWP’s Hedge Policy;
•Report to the GWP ERMC and GWP General Manager on GWP’s compliance with its energy risk policies and energy risk management in accordance with policies;
•Manage the counterparty approval, credit, and collateral management processes;
•Manage credit exposure in compliance with the GWP Credit Policy; •Report mark-to-market forward energy transactions for credit exposure purposes;
•Review and evaluate proposed longer-term transactions to be executed by GWP and ensure adequate analysis has been performed with proper assessment and mitigation of any such risk consistent with energy risk management objectives, risk tolerance guidelines, and energy risk management policies, including the financial, legal, credit, regulatory, reliability, and operational impacts;
•Ensure the responsibilities of the GWP ERMC, as outlined in the Policy, are fulfilled;
•Provide advice regarding the effectiveness of tools used or evaluated to assist in energy risk management for measuring, monitoring, and reporting performance;
•Validate the tools and data used throughout GWP to measure, monitor, and report risk;
•Support periodic internal audits of GWP risk control policies, processes and procedures with CoG Internal Audit to ensure overall operational compliance;
•Conduct periodic review and update of the GWP Risk Registry, including status of mitigation plans and risk prioritization, and ensure effective strategies are in place to mitigate the top energy risks; •Review and advise the GWP ERMC and the GWP General Manager of risk exposures in the GWP Risk Registry;
•Ensure Standard Operating Procedures and Allegro Business Process Documents for each of the functional areas that fall under the Policy umbrella are maintained and updated, as necessary;
•Be responsible for the oversight and effectiveness of GWP’s energy risk management policies, procedures, and trading control environment; •Review and recommend, to the GWP ERMC, changes to functional activities, as appropriate, to ensure proper segregation of duties; •Provide a timely summary of GWP ERMC accomplishments for the past year and goals for the upcoming year to the GWP ERMC and GWP General Manager;
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15 •Lead and assist in the preparation of reports listed in Section 6.1, Reporting Requirements;
•Participate, as required, on committees and working groups such as risk management, legislative, regulatory, and cybersecurity; and •Report regularly to the GWP ERMC, the following information, at a minimum, but not limited to:
oPortfolio modeling risk measures (1-60 months);
oPower cost projections and confidence intervals;
oProduction output and operational concerns;
oCredit and contract risk exposures;
oHedging strategies;
oEnergy policy and procedural violations;
oRegulatory and reliability compliance;
oBusiness continuity;
oPhysical and cyber security in coordination with the City’s Information Systems Department;
oUpdates to the GWP Risk Registry; and
oOther Key Performance Indicators that support effective energy risk management
3.11GWP POWER CONTRACTS MANAGER
The GWP Power Contracts Manager reports directly to the authority under section 3.6 and recommends, negotiates, and prepares the City's power resource contracts and agreements in accordance with the direction and goals established by GWP management. The GWP Power Contracts Manager represents the “middle office” in GWP’s energy risk management organization. The GWP Power Contracts Manager shall:
•Actively participate in regulatory, legal, and project administration efforts. •Identify and assist in the negotiation and evaluation of contracts, including resource purchases and sales, transmission, natural gas, transportation, renewables and emissions, settlement, interconnection, interchange, development, participation, operation, and agreements;
•Monitor and support the GWP’s participation in utility industry’s federal, state, and local regulatory authority activities;
•Review, evaluate, revise, and author contracts, regulatory filings, and legal filings related to the GWP's energy resource operations; •Review and ensure the GWP is in compliance with contractual terms and is receiving similar compliance from contracting parties in accordance with prepared task lists, schedules and loss calculations, procedures, and guidelines for administering and evaluating all energy resource related agreements;
•Evaluate existing and proposed contractual arrangements and recommend desirable modifications for the purpose of optimizing the GWP's benefits;
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16 •Analyze and recommend resource-operating strategies and assist in the creation of contractual guidelines for related resource functions; and •Support strategies related to legal disputes.
•Assign appropriate funding based on contract terms and budget; and •Notify GWP Management if it is anticipated that there will be inadequate funds available in the budget to transact;
•Adhere to confirmation process by confirming trades executed under enabling agreements;
•Manage the counterparty approval, credit, and collateral management processes;
•Develop and manage Power Management’s budget for bulk power, gas, transmission, transportation, environmental commodities, and related contractual services;
•Oversee trade capture and validation activities including actualization of trades, etags, generation resource data, and review accuracy, completeness, and timeliness of data in the trading system; •Monitor and manage Renewable Energy Credits as it relates to creation, transfer, and retirement for RPS Compliance;
•Carbon Allowance allocations, offsets, and mandatory greenhouse gas emissions reporting and verification;
•Assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5;
•Serve as “Energy Risk Manager” back-up; and
•Participate on the GWP ERMC.
3.12GWP UTILITY FINANCE MANAGER
The GWP Utility Manager reports directly to the authority under section 3.6 and manages the “back office” in GWP’s energy risk management organization. The Back Office, as part as the GWP Finance, provides settlement services; documents the required accounting treatment of forward transactions; and provides the related valuation of these transactions to enable the preparation of invoices and reporting of forward transactions in GWP’s financial statements in accordance with prevailing accounting rules. The GWP Utility Manager shall:
•Oversee and monitor the back office for transactional analysis and accuracy;
•Develop and apply accounting policies to financial transactions; •Oversee the settlement of transactions (verification, accounts payable/receivable process);
•Correctly classify and report transactions. (Certain transactions may differ in their reporting requirements, depending on whether they qualify as “existing assets, liabilities, and firm commitments” or “anticipated transactions” for hedge accounting. CoG Finance shall determine how transactions are classified for reporting purposes and ensure that hedges 56 of 262
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17 are accounted for in accordance with generally accepted accounting principles.);
•Be responsible for Dodd-Frank compliance;
•Provide appropriate funding. (CoG Finance shall maintain control procedures over electronic funds transfer for payments and collections.
This is intended to ensure that cash payments are properly disbursed and authorized trades are independently confirmed and processed.); and Notify GWP Management and the Power Contracts Manager if GWP Finance anticipates there will be inadequate funds available in the budget to transact.
•Supports CoG Finance in preparing the Comprehensive Annual Financial Report that complies with the accounting requirements promulgated by the Governmental Accounting Standards Board (GASB);
•Participate, as required, on finance committees and working groups; •Assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5; and
•Participate on the GWP ERMC.
Under no circumstances will members of the GWP Finance be given the authority to enter into any energy transactions on behalf of the utility.
3.13GWP UTILITY BUSINESS SYSTEM SUPPORT ADMINISTRATOR
The GWP Business Systems Support Manager reports directly to the authority under section 3.5 and has the responsibility of managing, directing, and coordinating the planning and implementation of major utility technology projects.
GWP’s Business Systems Support Manager shall:
•Manage, support, and maintain the Energy Trading and Risk Management (ETRM) applications, databases, backups, and redundancies; •Conduct quarterly audits of ETRM users access and provide reporting to management as needed;
•Maintain OATI security and certificate management;
•Administer all aspects of IT security with firewall monitoring; •Develops and maintains GWP cybersecurity training, procedures, and policies;
•Participate, as required, on cybersecurity committees and working groups. •Coordinate information technology activities with City’s Information Services;
•Assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5; and
•Participate on the GWP ERMC
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18 3.14CITY OF GLENDALE FINANCE
The Finance Department provides timely, accurate, clear and concise information to the City Council, City Manager, GWP General Manager, GWP ERMC, and various City Departments and is dedicated to managing the City’s resources in a fiscally conservative manner. City of Glendale’s Director of Finance/Information Technology shall:
•Provide support and assistance on GWP financial and budgetary issues; •Provide long range financial planning functions including revenue and operational expense projections;
•Provide recommendations on operations effectiveness measures, and revenue strategies;
•Review existing and proposed ordinances, statues, resolutions, and other documents;
•Direct the City’s energy risk management functions including litigation, insurance, and external auditors;
•Confer on financial policies and procedures;
•Assure compliance with this Policy and related policies, as defined in Section 5; and
•Serve on the GWP ERMC.
3.15CITY OF GLENDALE LEGAL
The City Attorney's Office is committed to providing professional, quality legal services that ultimately protect the interests of the City of Glendale, its departments, and the City Council. City of Glendale’s City Attorney shall:
•Review the Policy and the related policies, as defined in Section 5, and recommend updates as appropriate in compliance with the City Charter and applicable law;
•Negotiate master/enabling agreements with counter-parties as directed by the authority under section 3.5 and GWP Power Contracts Manager; •Assess legal enforceability of contracts with applicable laws and regulations;
•Assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5; and
•Participate on the GWP ERMC.
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19 3.16CITY OF GLENDALE AUDIT
The City of Glendale Internal Audit assists the City in improving operations by providing independent audits and consulting services designed to add value and promote transparency, accountability, efficiency and effectiveness. The City of Glendale’s Principal Internal Auditor shall:
•Verify proper segregation of external and internal reporting, energy risk management, accounting, treasury, and trading duties and maintenance of files;
•Sample and review activities for compliance with related policies and procedures;
•Document and report audit findings to GWP ERMC, including compliance with and discrepancies from this Policy and the related policies, as defined in Section 5, as well as any other irregularity which could expose GWP to financial or operational risk; and
•Participate on the GWP ERMC.
3.17CONFLICT OF INTEREST AND COMPLIANCE
Potential conflict of interest by persons directly affected by this Policy is covered by State law and City of Glendale’s citywide Conflict of Interest Charter Code.
All City of Glendale employees who hold positions mentioned in this Policy or perform functions described herein shall not enter into, or direct others to enter into, any energy transactions or other related transactions other than on behalf of GWP, the City of Glendale, or its authorized agents.
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20 4. SCOPE OF BUSINESS ACTIVITIES GOVERNED BY THIS
POLICY
The scope of this Policy is designed to address the management of the energy risks associated with GWP, as documented in GWP’s Risk Registry. The GWP Risk Registry is a comprehensive list of risks that affect GWP’s short-term business operations and long-term strategic planning and is maintained by the GWP Energy Risk Manager. The GWP Risk Registry is comprised of Tier1, Tier 2, and Tier 3 risks distinguished by business category and prioritized by impact and likelihood. GWP and CoG personnel have been identified as the owners of each risk and are responsible for developing strategies to mitigate each risk. The number of risks may vary dictated by business and market changes. The GWP Risk Registry reporting requirement is outlined in Section 6.1.
5. RELATED POLICIES AND REGISTRY
Supporting risk policies and registry are identified below. Responsibility for their approval, modification, oversight, and compliance shall be consistent with the organization and governance of this Policy (Section 3). * Denoted CoG City Council responsibility for final approval.
•GWP Trading Authority Policy*
•GWP Trading Sanctions Policy
•GWP Credit Policy
•GWP Hedge Policy
•GWP Business Continuity Policy
•GWP Cyber Security Policy and Incident Response Plan
•GWP Risk Registry
•GWP Electric Cash Reserves Policy*
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21 6. REPORTING
Reports required by this Policy communicate the operational, market, and credit risks assumed by GWP, and provide information to evaluate the portfolio performance and the effectiveness of the energy risk management program. The reports should be used as a basis for management discussions to determine future energy transactions and strategy.
6.1REPORTING REQUIREMENTS
Management reporting will act as a formal means of communicating the performance of energy transactions and management decisions. On an ongoing basis, management and staff must also establish sufficient communications among parties with responsibilities relative to this Policy.
The following table identifies the reports that must be generated, their normal frequency, report access or distribution, and the originator of the report:
Table 6.1 – Reporting Requirements
Report Report Access
Normal
Frequency Originator
Load/Resource
Balance
•GWP ERMC Members
•All Transaction Implementation
Staff
Monthly GWP Energy Risk
Management Section
Trade Data Report •GWP ERMC Members
•All Transaction Implementation
Staff
Monthly
(Updated
Daily)
GWP Energy Risk
Management Section
Mark-to-Market
Report (2)
•GWP ERMC Members
•All Transaction Implementation
Staff
Monthly
(Updated
Daily)
GWP Energy Risk
Management Section
Counterparty Credit
Exposure Report
(2)
•GWP ERMC Members
All Transaction
Implementation Staff
Monthly
(Updated
Daily)
GWP Energy Risk
Management Section
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22 Risk Registry and
Risk Mitigation
Activities (1)
•GWP ERMC Members
•All Transaction Implementation
Staff
T1- Monthly
T2- Quarterly
T3 - Annually
GWP Energy Risk
Management
Sectionment
Portfolio Modeling
Report (2)
•GWP ERMC Members
•All Transaction Implementation
Staff
Monthly GWP Energy Risk
Management Section
(1) As required in Section 3.3, GWP General Manager Responsibilities, the GWP General Manager shall report to the City Manager, annually, on the risk profile of the energy portfolio and on the results of energy risk management activities.
(2) The GWP Energy Risk Management Section may request specified reports to be originated and produced by a third party as part of the risk reporting criteria.
7. POLICY REVIEW
Following approval of this Policy, the GWP ERMC shall periodically, no less than annually, review the Policy and the related policies, as defined in Section 5, and recommend updates as appropriate in coordination with the GWP General Manger. Examples of events prompting updates to this Policy and related policies and reviews are changes in regulatory requirements, significant changes in the resource portfolio, significant changes in variable energy prices of alternative resources, changes in regulations, and reliability concerns.
8. PROCEDURES
Standard Operating Procedures (SOP) and Desk Procedures shall be developed for each functional area to provide specific operating criteria and parameters for day-to-day energy risk management activities as needed. The operating criteria and parameters shall be updated as frequently as appropriate to reflect changes in market conditions and staffing levels. All procedures shall be reviewed approved by management and monitored and reviewed by the GWP ERMC. 62 of 262
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ENERGY RISK MANAGEMENT POLICY
TBD, 2025
EXHIBIT 2
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i
TABLE OF CONTENTS
1. POLICY PURPOSE 1
2. RISK MANAGEMENT OBJECTIVES 2
2.1 GWP Business Objectives 2
2.2 GWP Risk Management Objectives 2
3. ORGANIZATION & GOVERNANCE 3
3.1 City Council 5
3.2 City Manager 5
3.3 GWP General Manager 6
3.4 GWP Energy Risk Management Committee (ERMC) 7
3.4.1 Energy Risk Management Committee Structure
3.4.2 Meeting Timing,Frequency, and Voting Procedures
3.4.3 Member Vacancies
3.4.4 Energy Risk Committee Responsibilities
3.5 GWP Chief or Assistant General Manager (Power Management) 10
3.6 GWP Assistant General Manager (Finance & Risk Management Business Services) 10
3.7 GWP Integrated Resources Planning Administrator 11
3.8 GWP Energy Trading Manager 12
3.9 GWP Power Planning Manager 13
3.10 GWP Energy Utiliy Risk Manager 14
3.11 GWP Power Contracts Manager 16
3.12 GWP Utility Finance Manager 17
3.13 GWP Utility Business System Support Administrator 18
3.14 City of Glendale Finance 18
3.15 City of Glendale Legal 19
3.16 City of Glendale Audit 19
3.17 Conflict of Interest and Compliance 20
4. SCOPE OF BUSINESS ACTIVITIES GOVERNED BY THIS 20
POLICY
5. RELATED POLICIES 20
6. REPORTING 21
6.1 Reporting Requirements 21
Table 6.1 Reporting Requirements 21
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7. POLICY REVIEW 22
8. PROCEDURES 22
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1 1. POLICY PURPOSE
Glendale Water & Power (GWP) is in the business of generatesion, transmission, transmits, and distributes ution of electricity for the benefit of the City of Glendale.
One of GWP’s main objectives is to procure reliable and sustainable power for its customers at stable and predictable rates while optimizing existing contracted and local resources. This Energy Risk Management Policy (the Policy) is designed to establish the framework for GWP to manage the risks that are inherent in the wholesale energy operations and markets it participates in.
The purpose of this Policy is to formally establish an energy risk management program and document the organizational structure (Figure 3.1) utilized by GWP to meet the electricity needs of its customers and provide approved guidelines for GWP to plan, execute, and control the management of a variety of risks associated with energy portfolio activities. The purpose of this Policy is also to formalize the policies of GWP regarding managing its energy risks. Accordingly, this Policy will set forth GWP’s:
•risk management objectives;
•risk governance structure and responsibilities;
•scope of business activities governed by this Policy; and •list of associated guidelines, policy documents, and registry.
GWP intends that energy risk management will support the advancement of its strategic business plan and will properly manage its business and financial risks through:
•prudent oversight;
•adequate mitigation of energy risks consistent with GWP’s defined risk registry and tolerance; and
•sufficient internal controls and procedures.
Managing the energy risks of GWP entails the coordination of resources and activities among all departments within GWP and within the City of Glendale (CoG) governance structure.
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2 2. RISK MANAGEMENT OBJECTIVES
2.1GWP BUSINESS OBJECTIVES
An effective energy risk management policy better equips a utility to achieve its energy portfolio objectives. This Policy is focused on helping GWP achieve these business objectives:
•Provide reliable, sustainable power to retail customers; •Manage the energy portfolio to stabilize rates;
•Comply with mandatory renewable and clean energy standards and other regulatory requirements;
•Provide renewable and clean energy while reducing carbon and other emissions;
•Allow for hedging to protect against adverse changes in energy market prices and mitigate the risk to customers of significant rate increases and budget shortfalls;
•Allow for providing price and risk differentiated energy products to customers as appropriate;
•Optimize GWP’s existing energy portfolio resources;
•Engage stakeholders through transparent oversight and communications; and
•Protect GWP’s systems, communications, and data against risks associated with cybersecurity.
2.2GWP RISK MANAGEMENT OBJECTIVES
The primary goal of this Policy and resulting risk management activities is to strengthen GWP’s ability to meet the GWP Business Objectives provide reliable, sustainable power to its retail customers at stable, predictable rates while managing risks and complying with mandatory regulatory requirements. This goal is best achieved by enabling GWP to transact in different energy commodity markets while monitoring, minimizing, and mitigating associated risks.
Other goals of risk management activities are to:
•Maintain risks within desired tolerances for a defined period in the future; •Enhance the value of GWP’s assets/resources;
•Participate in commodity markets and derivative instruments for hedging and not speculative purposes;
•Develop a risk management culture and support GWP’s ongoing strategic planning process;
•Manage a portfolio of physical and financial positions to help stabilize the cost of energy with associated risks while maintaining reliable energy supplies for customers and meeting regulatory requirements; 67 of 262
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3 •Identify, quantify, and monitor existing and new market and regulatory risks;
•Monitor trading activity to identify and report if policy violations occur and if authority limits are exceeded without proper approval;
•Work within the existing organizational structure to implement the Policy; •Remain flexible to accommodate changing needs of GWP’s energy portfolio while maintaining control of the overall risk position; and •Operate a disciplined program to manage budget, cash flows, margining, and transaction execution.
3. ORGANIZATION & GOVERNANCE
Risk governance will follow a top-down approach whereby the GWP Energy Risk Management Committee (ERMC) identifies GWP’s energy risk management objectives and provides energy risk management oversight, consistent with the rates, annual budget, policies, and transaction authorities that are all periodically adopted by the City Council. Supporting controls, policies, and procedures will be implemented and aligned throughout the risk governance structure, with distinct roles and responsibilities that result in an energy risk controlled environment. Governance and controls include the organizational structure, policies, reporting processes, and procedures that support GWP’s business models, risk tolerances, energy supply objectives, and appropriately segregated responsibilities.
The following sections identify and describe the levels within the organization with oversight and direct responsibility for the implementation of this Policy and the resulting program.
ASSIGNMENT OF RESPONSIBILITIES
The following organizational chart illustrates the roles and functions responsible for the implementation of risk management activities within this Policy. Also, it identifies the appropriate segregation of duties within GWP for the primary functions that manage energy commodities:
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5 3.1CITY COUNCIL
The City of Glendale City Council shall:
•Adopt an electric utility annual budget;
•Review and approve retail electric customer rate changes; •Review and approve changes to the GWP Electric System Cash Reserve Policy;
•Approve transaction authorities for the City Manager and the GWP General Manager established according to the Trading Authority Policy; •Approve recommended changes to the Energy Risk Management Policy that establishes an overall framework for evaluation, management, and control of energy risk for GWP.
3.2CITY MANAGER
The City Manager is responsible for providing the oversight of and support for GWP’s energy risk management philosophies and principles. The City Manager shall:
•Establish scope and frequency of any GWP management reporting to the City Council;
•Periodically review energy risk exposures and compliance with policies and procedures;
•Discuss GWP’s energy risk exposures and the steps GWP management has taken or will take to mitigate, control, and monitor such exposures, as documented in GWP’s Risk Registry;
•Require adequate management involvement, financial controls, and systems to monitor, report, and ensure the integrity of this Policy at all levels;
•Periodically review this Policy and the related policies as defined in Section 5, and recommend changes proposed by the GWP ERMC to the City Council and/or such other changes as the City Manager deems advisable; and
•Approve a Trading Authority Delegation reflecting delegation of trading authority and limits. Periodically review the Trading Authority Delegation and recommend proposed revisions, as needed; and
•Serve on the ERMC.
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6 3.3GWP GENERAL MANAGER
The GWP General Manager is responsible for the overall direction, structure, conduct, control, mitigation, reporting, and enforcement of GWP’s risk management activities. The GWP General Manager shall:
•Establish a risk management culture throughout the organization; •Periodically assess the adequacy and functioning of the system of controls over market, credit, and operational risks;
•Ensure that all energy risk control activities (e.g., position monitoring, portfolio assessment, credit) are independent of energy purchases and sales;
•Approve a Trading Authority Delegation reflecting delegation of trading authority and limits. At a minimum, annually review the Trading Authority Delegation and revise, as needed;
•Report to the City Manager on GWP’s energy risk management activities, achievements, and goals;
•Annually review with the ERMC and assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5; •Review with the GWP ERMC on GWP’s compliance with its energy risk policies and energy risk management in accordance with the policies; •Periodically report, to the City Manager, the risk profile of GWP’s energy portfolio and on the results of energy risk management activities; •Have authority to transact within the limits set by the City Council in the Trading Authority Policy;
•Approve proper organization, separation, or consolidation of functional activities;
•Ensure that the identification and quantification of energy risks and related energy risk mitigation strategies, as documented in GWP’s Risk Registry, are integrated into the GWP strategic planning process; and •Establish and maintain an effective working relationship with associated energy service providers; and
•Serve on the ERMC.
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7 3.4GWP ENERGY RISK MANAGEMENT COMMITTEE (ERMC)
The GWP ERMC has the responsibility for managing the target energy risk profiles and leading GWP’s energy risk management efforts on a path of continuous improvement. The GWP ERMC will provide direction and oversight to GWP concerning power supply planning, transacting, hedging, reporting, and related internal controls; and the development and implementation of policies and procedures consistent with this Policy.
The GWP ERMC establishes a forum for discussion of GWP’s significant energy risks and must develop guidelines required to implement an appropriate energy risk management control infrastructure; this includes implementation and monitoring of compliance with GWP’s energy risk management-related policies, as defined in Section 5. The GWP ERMC executes its energy risk management responsibilities through direct oversight and prudent delegation of its responsibilities to the independent energy risk management function, as well as to other GWP and City of Glendale (CoG) personnel.
3.4.1GWP Energy Risk Management Committee Structure
Voting Membership:
The GWP ERMC shall be comprised composed of six voting members and seven non-voting members.
The six voting members are:
1. City Manager;
2. GWP General Manager (Chair);
3. GWP Chief or Assistant General Manager (Power Management), or as designated by the GWP General Manager;
4. GWP Assistant General Manager (Finance & Risk Management Business Services) or as designated by the GWP General Manager;
5. GWP Energy Utility Risk Manager; and
6. CoG Director of Finance/Information Technology.
Non-voting membersparticipants shall include, but not limited to:
1. GWP Assistant General Manager (Support Services);
2. GWP Assistant General Manager (Electric);
1.3. GWP Integrated Resources Planning Administrator;
2.4. GWP Energy Trading Manager;
3.5. GWP Utility Business System Support Administrator;
6. GWP Utility Finance Manager;
4.7. GWP Power Contracts Manager;
5.8. CoG Attorney;
6.9. Power Planning Manager; and
7.10. CoG Principal Internal Auditor Manager.
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8 3.4.2Meeting Timing, Frequency, and Voting Procedures The GWP ERMC shall meet no less than once per calendar quarter.
Member attendance shall be recorded in the GWP ERMC meeting minutes.
Any voting member of the GWP ERMC can request an emergency meeting of the GWP ERMC to address circumstances or issues that may require immediate attention. In the event any member or participant is unable to attend a GWP ERMC meeting, that member or participant may designate an alternate to attend. The designated alternate, of a voting member, will have voting privileges and vote, if a voting member, in his or her in the voting member’s absence.
The six voting members shall each have a single vote on matters that come before the GWP ERMC and a voting member, or designee, must participate in the GWP ERMC meeting in order to vote and approve a proposed action. If any three of the voting members, or their designees, are not present at a GWP ERMC meeting, a vote on a proposed action cannot take place. The GWP ERMC will make decisions and take actions by a simple majority vote. If the GWP ERMC reaches an impasse that cannot be addressed through a vote or if a tie vote occurs, the GWP General Manager will make thea final decision.
3.4.3Member Vacancies
In cases where a committee member vacates the GWP ERMC, the GWP General Manager will resolve the GWP ERMC vacancy by making a discretionary interim appointment.
The GWP General Manager will designate a Secretary to the GWP ERMC to document all meetings and actions taken by the GWP ERMC in meeting minutes that will be distributed to GWP ERMC members for their review and approval. The Secretary need not be a member of the GWP ERMC.
Approved meeting minutes will be distributed by the Secretary to the GWP ERMC members.
3.4.4GWP Energy Risk Management Committee Responsibilities The GWP ERMC is responsible for:
•Aligning energy risk management with City Council approved budgets, rates, policies and transaction authorities;
•Setting a clear strategy and goals for hedging market price risk via the Hedge Policy; reviewing and approving risk management strategies and hedging plans to be implemented by GWP;
•Establishing the scope of energy portfolio and risk management activities, the purpose for engaging in transactions, and the appropriate risk tolerances consistent with strategic direction;
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9 •Establishing the strategic direction and risk threshold for retail load energy needs and wholesale transactions; reviewing and approving proposed energy risk management strategies for strategic fit, evaluate risk exposure consistent with energy risk tolerances, and reporting and control requirements. The GWP ERMC shall ensure that approved strategies are consistent with GWP’s approved strategic business plan, energy risk management objectives, approved energy risk tolerance guidelines, and compliance with energy risk policies;
•Reviewing reports by the independent energy risk management function concerning policy and procedural compliance and taking appropriate action to mitigate losses or increased risks, if any, as necessary; •Providing oversight and direction for specific projects including new markets, RFP development and review of RFP responses for physical and financial energy, fuel, related transportation transactions, and tools and systems needed to manage the risks of participation in energy markets;
•Discussing elements of energy risk management best practices and developing an GWP ERMC opinion of their specific practicality; •Overseeing the implementation and review of related Standard Operating Procedures and changes to them;
•Conducting other activities relevant to the implementation and oversight of this Policy and related policies, as defined in Section 5, and procedures;
•Recommending to the GWP General Manager the proper organizational structure, separation or consolidation of functional risk management activities;
•At least, annually, review GWP’s energy risk management program and Risk Registry due to changes in business practices, improved procedures, GWP’s philosophy and strategy, or market changes; and ensuring continued compliance with its established guidelines; •Reviewing this Policy and related policies as defined in Section 5, on an annual basis and recommending changes to this Policy to the City Manager for submittal to the City Council for approval; and •Approving and periodically reviewing the related policies defined in Section 5.
•Approving non-binding term sheets (Term Sheet) for power purchase agreements (PPA) for energy from renewable resources which reside exclusively within the GWP electric grid (In-System). Once the ERMC approves the In-System PPA Term Sheet, the General Manager or his designee shall have authority to execute the In-System PPA Term Sheet.
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10 3.5GWP CHIEF OR ASSISTANT GENERAL MANAGER (POWER MANAGEMENT) The GWP Assistant General Manager or designee, as relates to Power Management Services, oversees the “front office,” reports directly to the GWP General Manager, and responsible for GWP’s overall energy supply. The GWP Assistant General Manager (Supply) shall:
•Develop and maintain retail load forecasts and retail fuel and purchase power budgets;
•Assure compliance with this Policy and related policies, as defined in Section 5, by the Energy Trading Manager and Marketers, Analysts and Schedulers, Real-time Traders or Authorized Agents, and the GWP Power Contacts Manager involved in energy risk management activities; •Establish a review and approval process to provide timely responses to issues arising from day-to-day operations;
•Oversee the development of hedge strategies to manage GWP’s energy exposure;
•Recommend hedge strategies to the GWP ERMC that address GWP’s plans to manage its energy exposure;
•Oversee the development of procedures for Energy Marketers, Schedulers, and Real-time Traders as needed;
•Support and assist in the preparation of reports listed in Section 6.1, Reporting Requirements; and
•Serve on the GWP ERMC.
3.6GWP ASSISTANT GENERAL MANAGER (FINANCE & RISK MANAGEMENT
BUSINESS SERVICES)
The GWP Assistant General Manager or designee, as relates to Business Services, oversees the “back office,” reports directly to the GWP General Manager, and responsible for GWP’s marketing development and operations activities. The GWP Assistant General Manager (Business Services) shall:
•Oversee the responsibilities of the GWP Utility Finance Manager (Financial) and GWP Business Systems Support the Utility Risk Manager; •Provide management oversight for the direction and coordination of customer service activities with other sections of the utility; •Direct marketing and public information activities of the utility. Oversee the development, implementation, promotion, evaluation, and modification of GWP customer relations, marketing, demand-side management, utility conservation, renewable energy, and revenue enhancing programs across all customer segments;
•Direct the activities of support service functions for the utility; •Prepare written reports and correspondence, and recommend procedural changes to improve efficient operation of the section;
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11 •Direct, pPrepare, and monitor GWP budget and overall financial health of the utility;
•Lead the utility wide change management effort with respect to smart grid and related innovation. Responsible for the development and implementation of short and long-term strategic and technology work plansfinancial objectives;
•Direct personnel and activities in the development of distributed resources, dynamicand review electric and water rates recommendations, including time of use, critical peak, and real time pricing, demand response, smart appliance, consumer device, advanced storage, peak-shaving, new web based services, and other smart grid program options for empowering consumers;
•Direct and participate in financial planning, including revenue bond financing and rate determinations;
•Direct the development and implementation of an enterprise risk management program;
•Assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5; and
•Serve on the GWP ERMC.
3.7GWP INTEGRATED RESOURCES PLANNING ADMINISTRATOR
The GWP Integrated Resources Planning Administrator reports directly to the authority under section 3.5 and plans, directs, supervises, and reviews the development, identification, and administration of power resources; plans, directs, supervises and reviews the development, negotiation, monitoring, administration, and settlement of transactions related to power resource contracts; and plans, directs and supervises participation in regulatory, legal and project administration efforts. The GWP Integrated Resources Planning Administrator shall:
•Direct activities related to the preparation of forecasts of energy requirements and peak demands;
•Direct the development of analytical studies related to power supply economics, generation, forecasting, regulatory and legislative impacts; •Direct the City's power supply projects including generation, transmission and marginal costing studies;
•Direct the preparation of utility data to assist in negotiating power marketing agreements and power purchases;
•Direct contract negotiations to fill power supply requirements and to resolve power supply issues;
•Direct the preparation of reports for regulatory agencies; •Direct the development and maintenance of forward wholesale market information systems;
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12 •Negotiate and administer joint power resource development projects, regional transmission and power generating projects;
•Analyze proposed litigation settlements and negotiate the settlement of disputes;
•Coordinate the legal review of proposed contractual arrangements; •Evaluate and report performance and compliance of existing power contracts;
•Responsible for the development of the annual budget and long-term power cost forecasts;
•Assist in the development of overall policies, plans, and objectives; and •Prepare comprehensive written and oral reports and presentation recommendations; and
•Participate on the GWP ERMC.
3.8GWP ENERGY TRADING MANAGER
The GWP Energy Trading Manager reports directly to the authority under section
3.5 and exercises technical, administrative, and management responsibility over staff performing energy trading. The GWP Energy Trading Manager shall:
•Represent the “front office” in GWP’s energy risk management organization; The “front office” is responsible for energy trading, operations, portfolio optimization, load forecasting, transaction and scheduling, generating resource optimization, and hedging;
•Assure daily compliance with the Energy Risk Management Policy and related policies, as defined in Section 5, and timely responses to issues arising from day-to-day operations;
•Execute and manage energy transactions (purchases, sales, and hedges) in accordance with approved hedge strategies and within the requirements specified in the Trading Authority Delegation;
•Understand the types of transactions individuals may engage in to manage the energy portfolio;
•Adhere to the transaction approval process;
•Actively acquire and analyze market intelligence and assist in developing hedge strategies;
•Prepare transaction analyses and reports;
•Communicate market intelligence within GWP’s risk management organization; and
•Participate on the GWP ERMC.
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13 3.9GWP POWER PLANNING MANAGER
The GWP Power Planning Manager reports directly to the authority under section
3.5 and supervises the analysis, forecasting and planning activities for the electric utility's integrated resources established by GWP management. The GWP Power Planning Manager represents the “front office” in GWP’s energy risk management organization. The GWP Power Planning Manager shall:
•Evaluate resource needs to meet forecasted loads and load patterns and performs technical and economic analysis of resource options; •Perform modeling, analysis, and forecasting of load patterns and resource utilization;
•Interpret and evaluate economic analyses, planning data, and study results;
•Assist in evaluating opportunities for power supply acquisition and power project participation;
•Assist in negotiating contracts to fill power supply requirements and to resolve power supply issues;
•Evaluate market data and opportunities for power supply acquisition and power project participation;
•Prepare and supervise preparation of technical and administrative reports and recommendations including the annual long-range power supply plan (integrated resource plan) and reports to regulatory bodies; •Develop and recommend policies and procedures to ensure that power planning/marketing activities comply with NERC/WECC requirements and contractual provisions;
•Develop and recommend procedures to effectively carry out optimization of the City's resource, transmission, and load portfolio; •Assist with development of the annual budget;
•Prepare and supervise preparation of reports and graphic displays for use in presentation of study results and recommendations; and •Participate on the GWP ERMC.
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14 3.10GWP ENERGY UTILITY RISK MANAGER
GWP’s Independent Risk Management Function is led by the GWP Energy Utility Risk Manager. The GWP Energy Utility Risk Manager represents the “middle office” in GWP’s energy risk management organization. The responsibilities of the GWP Energy Utility Risk Manager include ensuring reports covering GWP’s energy portfolio position and credit exposures are prepared and reporting compliance with energy risk management policies and procedures. The GWP Energy Utility Risk Manager also leads the development and review of business processes and internal control improvements throughout the energy transaction lifecycle. The GWP Energy Utility Risk Manager will provide risk assessment input to the hedge planning and transacting activity, but will maintain a strict separation of duties. The GWP Energy Utility Risk Manager will brief the GWP General Manager, as requested, regarding recent GWP energy risk management activities.
The GWP Energy Utility Risk Manager will serve as facilitator of the GWP ERMC and reports directly to the GWP General Managerauthority under 3.6. In addition, the GWP Energy Utility Risk Manager shall:
•Perform responsibilities delegated by the GWP ERMC;
•Serve, organize and conduct the GWP ERMC meetings;
•Engage the EMRC in discussions regarding emerging risks, events and developments that could expose GWP to potential losses; •Develop, recommend, and administer risk management processes and procedures, including best practice procedures;
•Provide and administer energy risk management education/training to GWP management and staff;
•Review energy risk management activities and risk controls, and recommend modifications of controls to meet changing business needs; •Review adequacy and accuracy of reports, and report any deficiencies to the GWP ERMC. Recommend actions to address deficiencies; •Assess energy risks to GWP in aggregate, by business unit, and by material business activity;
•Ensure compliance, review, and recommend changes to the Energy Risk Management Policy and related policies, as defined in Section 5, and energy risk management procedures, as appropriate;
•Monitor compliance of transactions with GWP’s Trading Authority Policy and Trading Authority Delegation and monitor GWP’s portfolio for compliance with GWP’s Hedge Policy;
•Report to the GWP ERMC and GWP General Manager on GWP’s compliance with its energy risk policies and energy risk management in accordance with policies;
•Manage the counterparty approval, credit, and collateral management processes;
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15 •Report mark-to-market forward energy transactions for credit exposure purposes;
•Review and evaluate proposed longer-term transactions to be executed by GWP and ensure adequate analysis has been performed with proper assessment and mitigation of any such risk consistent with energy risk management objectives, risk tolerance guidelines, and energy risk management policies, including the financial, legal, credit, regulatory, reliability, and operational impacts;
•Ensure the responsibilities of the GWP ERMC, as outlined in the Policy, are fulfilled;
•Provide advice regarding the effectiveness of tools used or evaluated to assist in energy risk management for measuring, monitoring, and reporting performance;
•Validate the tools and data used throughout GWP to measure, monitor, and report risk;
•Support periodic internal audits of GWP risk control policies, processes and procedures with CoG Internal Audit to ensure overall operational compliance;
•Conduct periodic review and update of the GWP Risk Registry, including status of mitigation plans and risk prioritization, and ensure effective strategies are in place to mitigate the top energy risks; •Review and advise the GWP ERMC and the GWP General Manager of risk exposures in the GWP Risk Registry;
•Ensure Standard Operating Procedures and Allegro Business Process Documents for each of the functional areas that fall under the Policy umbrella are maintained and updated, as necessary;
•Be responsible for the oversight and effectiveness of GWP’s energy risk management policies, procedures, and trading control environment; •Review and recommend, to the GWP ERMC, changes to functional activities, as appropriate, to ensure proper segregation of duties; •Provide a timely summary of GWP ERMC accomplishments for the past year and goals for the upcoming year to the GWP ERMC and GWP General Manager;
•Lead and assist in the preparation of reports listed in Section 6.1, Reporting Requirements;
•Participate, as required, on committees and working groups such as risk management, legislative, regulatory, and cybersecurity; and •Report regularly to the GWP ERMC, the following information, at a minimum, but not limited to:
oPortfolio modeling risk measures (1-60 months);
oPower cost projections and confidence intervals;
oProduction output and operational concerns;
oCredit and contract risk exposures;
oHedging strategies;
oEnergy policy and procedural violations;
oRegulatory and reliability compliance;
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16 oBusiness continuity;
oPhysical and cyber security in coordination with the City’s Information Systems Department;
oUpdates to the GWP Risk Registry; and
oOther Key Performance Indicators that support effective energy risk management
3.11GWP POWER CONTRACTS MANAGER
The GWP Power Contracts Manager reports directly to the authority under section 3.5 6 and recommends, negotiates, and prepares the City's power resource contracts and agreements in accordance with the direction and goals established by GWP management. The GWP Power Contracts Manager represents the “middle office” in GWP’s energy risk management organization.
The GWP Power Contracts Manager shall:
•Actively participate in regulatory, legal, and project administration efforts. •Identify and assist in the negotiation and evaluation of contracts, including resource purchases and sales, transmission, natural gas, transportation, renewables and emissions, settlement, interconnection, interchange, development, participation, operation, and agreements;
•Monitor and support the GWP’s participation in utility industry’s federal, state, and local regulatory authority activities;
•Review, evaluate, revise, and author contracts, regulatory filings, and legal filings related to the GWP's energy resource operations; •Review and ensure the GWP is in compliance with contractual terms and is receiving similar compliance from contracting parties in accordance with prepared task lists, schedules and loss calculations, procedures, and guidelines for administering and evaluating all energy resource related agreements;
•Evaluate existing and proposed contractual arrangements and recommend desirable modifications for the purpose of optimizing the GWP's benefits;
•Analyze and recommend resource-operating strategies and assist in the creation of contractual guidelines for related resource functions; and •Support strategies related to legal disputes.
•Assign appropriate funding based on contract terms and budget; and •Notify GWP Management if it is anticipated that there will be inadequate funds available in the budget to transact;
•Adhere to confirmation process by confirming trades executed under enabling agreements;
•Manage the counterparty approval, credit, and collateral management processes;
•Develop and manage Power Management’s budget for bulk power, gas, transmission, transportation, environmental commodities, and related contractual services;
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17 •Oversee trade capture and validation activities including actualization of trades, etags, generation resource data, and review accuracy, completeness, and timeliness of data in the trading system; •Monitor and manage Renewable Energy Credits as it relates to creation, transfer, and retirement for RPS Compliance;
•Carbon Allowance allocations, offsets, and mandatory greenhouse gas emissions reporting and verification;
•Assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5;
•Serve as “Energy Risk Manager” back-up; and
•Participate on the GWP ERMC.
3.12GWP UTILITY FINANCE MANAGER
The GWP Utility Manager reports directly to the authority under section 3.6 and manages the “back office” in GWP’s energy risk management organization. The Back Office, as part as the GWP Finance, provides settlement services; documents the required accounting treatment of forward transactions; and provides the related valuation of these transactions to enable the preparation of invoices and reporting of forward transactions in GWP’s financial statements in accordance with prevailing accounting rules. The GWP Utility Manager shall:
•Oversee and monitor the back office for transactional analysis and accuracy;
•Develop and apply accounting policies to financial transactions; •Oversee the settlement of transactions (verification, accounts payable/receivable process);
•Manage the counterparty approval, credit, and collateral management processes;
•Correctly classify and report transactions. (Certain transactions may differ in their reporting requirements, depending on whether they qualify as “existing assets, liabilities, and firm commitments” or “anticipated transactions” for hedge accounting. CoG Finance shall determine how transactions are classified for reporting purposes and ensure that hedges are accounted for in accordance with generally accepted accounting principles.);
•Be responsible for Dodd-Frank compliance;
•Provide appropriate funding. (CoG Finance shall maintain control procedures over electronic funds transfer for payments and collections.
This is intended to ensure that cash payments are properly disbursed and authorized trades are independently confirmed and processed.); and Notify GWP Management and the Power Contracts Manager if GWP Finance anticipates there will be inadequate funds available in the budget to transact.
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18 •Supports CoG Finance in preparing the Comprehensive Annual Financial Report that complies with the accounting requirements promulgated by the Governmental Accounting Standards Board (GASB);
•Participate, as required, on finance committees and working groups; •Assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5; and
•Participate on the GWP ERMC.
Under no circumstances will members of the GWP Finance be given the authority to enter into any energy transactions on behalf of the utility.
3.13GWP UTILITY BUSINESS SYSTEM SUPPORT ADMINISTRATOR
The GWP Business Systems Support Manager reports directly to the authority under section 3.6 5 and has the responsibility of managing, directing, and coordinating the planning and implementation of major utility technology projects.
GWP’s Business Systems Support Manager shall:
•Manage, support, and maintain the Energy Trading and Risk Management (ETRM) applications, databases, backups, and redundancies; •Conduct quarterly audits of ETRM users access and provide reporting to management as needed;
•Maintain OATI security and certificate management;
•Administer all aspects of IT security with firewall monitoring; •Develops and maintains GWP cybersecurity training, procedures, and policies;
•Participate, as required, on cybersecurity committees and working groups. •Coordinate information technology activities with City’s Information Services;
•Assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5; and
•Participate on the GWP ERMC
3.14CITY OF GLENDALE FINANCE
The Finance Department provides timely, accurate, clear and concise information to the City Council, City Manager, GWP General Manager, GWP ERMC, and various City Departments and is dedicated to managing the City’s resources in a fiscally conservative manner. City of Glendale’s Director of Finance/Information Technology shall:
•Provide support and assistance on GWP financial and budgetary issues; •Provide long range financial planning functions including revenue and operational expense projections;
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19 •Provide recommendations on operations effectiveness measures, and revenue strategies;
•Review existing and proposed ordinances, statues, resolutions, and other documents;
•Direct the City’s energy risk management functions including litigation, insurance, and external auditors;
•Confer on financial policies and procedures;
•Assure compliance with this Policy and related policies, as defined in Section 5; and
•Serve on the GWP ERMC.
3.15CITY OF GLENDALE LEGAL
The City Attorney's Office is committed to providing professional, quality legal services that ultimately protect the interests of the City of Glendale, its departments, and the City Council. City of Glendale’s City Attorney shall:
•Review the Policy and the related policies, as defined in Section 5, and recommend updates as appropriate in compliance with the City Charter and applicable law;
•Negotiate master/enabling agreements with counter-parties as directed by the authority under section 3.5 and GWP Power Contracts Manager; •Assess legal enforceability of contracts with applicable laws and regulations;
•Assure compliance with the Energy Risk Management Policy and related policies, as defined in Section 5; and
•Participate on the GWP ERMC.
3.16CITY OF GLENDALE AUDIT
The City of Glendale Internal Audit assists the City in improving operations by providing independent audits and consulting services designed to add value and promote transparency, accountability, efficiency and effectiveness. The City of Glendale’s Principal Internal Auditor Manager shall:
•Verify proper segregation of external and internal reporting, energy risk management, accounting, treasury, and trading duties and maintenance of files;
•Sample and review activities for compliance with related policies and procedures;
•Document and report audit findings to GWP ERMC, including compliance with and discrepancies from this Policy and the related policies, as defined in Section 5, as well as any other irregularity which could expose GWP to financial or operational risk; and
•Participate on the GWP ERMC.
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20 3.17CONFLICT OF INTEREST AND COMPLIANCE
Potential conflict of interest by persons directly affected by this Policy is covered by State law and City of Glendale’s citywide Conflict of Interest Charter Code.
All City of Glendale employees who hold positions mentioned in this Policy or perform functions described herein shall not enter into, or direct others to enter into, any energy transactions or other related transactions other than on behalf of GWP, the City of Glendale, or its authorized agents.
4. SCOPE OF BUSINESS ACTIVITIES GOVERNED BY THIS
POLICY
The scope of this Policy is designed to address the management of the energy risks associated with GWP, as documented in GWP’s Risk Registry. The GWP Risk Registry is a comprehensive list of risks that affect GWP’s short-term business operations and long-term strategic planning and is maintained by the GWP Energy Risk Manager. The GWP Risk Registry is comprised of Tier1, Tier 2, and Tier 3 risks distinguished by business category and prioritized by impact and likelihood. GWP and CoG personnel have been identified as the owners of each risk and are responsible for developing strategies to mitigate each risk. The number of risks may vary dictated by business and market changes. The GWP Risk Registry reporting requirement is outlined in Section 6.1.
5. RELATED POLICIES AND REGISTRY
Supporting related risk policies and registry are identified below. Responsibility for their approval, modification, oversight, and compliance shall be consistent with the organization and governance of this Policy (Section 3). * Denoted CoG City Council responsibility for final approval.
•GWP Trading Authority Policy*
•GWP Trading Sanctions Policy
•GWP Credit Policy
•GWP Hedge Policy
•GWP Business Continuity Policy
•GWP Cyber Security Policy and Incident Response Plan
•GWP Risk Registry
•GWP Electric Cash Reserves Policy*
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21 6. REPORTING
Reports required by this Policy communicate the operational, market, and credit risks assumed by GWP, and provide information to evaluate the portfolio performance and the effectiveness of the energy risk management program. The reports should be used as a basis for management discussions to determine future energy transactions and strategy.
6.1REPORTING REQUIREMENTS
Management reporting will act as a formal means of communicating the performance of energy transactions and management decisions. On an ongoing basis, management and staff must also establish sufficient communications among parties with responsibilities relative to this Policy.
The following table identifies the reports that must be generated, their normal frequency, report access or distribution, and the originator of the report:
Table 6.1 – Reporting Requirements
Report Report Access
Normal
Frequency Originator
Load/Resource
Balance
•GWP ERMC Members and
Participants
•All Transaction Implementation
Staff
Monthly GWP Energy Risk
ManagerManagement
Section
Trade Data Report •GWP ERMC Members and
Participants
•All Transaction Implementation
Staff
Monthly
(Updated
Daily)
GWP Energy Risk
Management Section
Mark-to-Market
Report (2)
•GWP ERMC Members and
Participants
•All Transaction Implementation
Staff
Monthly
(Updated
Daily)
GWP Energy Risk
Management Section
Counterparty Credit
Exposure Report
(2)
•GWP ERMC Members and
Participants
All Transaction
Implementation Staff
Monthly
(Updated
Daily)
GWP Energy Risk
Management Section
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22 Risk Registry and
Risk Mitigation
Activities (1)
•GWP ERMC Members and
Participants
•All Transaction Implementation
Staff
T1- Monthly
T2- Quarterly
T3 - Annually
GWP Energy Risk
Management
Sectionrment
Portfolio Modeling
Report (2)
•GWP ERMC Members and
Participants
•All Transaction Implementation
Staff
Monthly GWP Energy Risk
Management Section
(1) As required in Section 3.3, GWP General Manager Responsibilities, the GWP General Manager shall report to the City Manager, annually, on the risk profile of the energy portfolio and on the results of energy risk management activities.
(1)(2) The GWP Energy Risk Management Section may request specified reports to be originated and produced by a third party as part of the risk reporting criteria.
7. POLICY REVIEW
Following approval of this Policy, the GWP ERMC shall periodically, no less than annually, review the Policy and the related policies, as defined in Section 5, and recommend updates as appropriate in coordination with the GWP General Manger. Examples of events prompting updates to this Policy and related policies and reviews are changes in regulatory requirements, significant changes in the resource portfolio, significant changes in variable energy prices of alternative resources, changes in regulations, and reliability concerns.
8. PROCEDURES
Standard Operating Procedures (SOP) and Desk Procedures shall be developed for each functional area to provide specific operating criteria and parameters for day-to-day energy risk management activities as needed. The operating criteria and parameters shall be updated as frequently as appropriate to reflect changes in market conditions and staffing levels. All procedures shall be reviewed approved by management and monitored and reviewed by the GWP ERMC. 87 of 262
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TRADING AUTHORITY POLICY
TBD, 2025
EXHIBIT 3
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i
TABLE OF CONTENTS
1. POLICY PURPOSE 1
2. TRADING AUTHORITY POLICY OBJECTIVES 1
3. PROCEDURAL REQUIREMENTS 1
3.1 EXECUTION AUTHORITY 1
3.2 CONTRACT REQUIREMENTS 2
3.3 CREDIT REQUIREMENTS 4
3.4 TRADING ON AND OFF PREMISES 5
3.5 DEAL CAPTURE 5
3.6 SPECULATION 5
3.7 NON-STANDARD COMMODITIES 5
3.8 APPROVAL FOR NEW COMMODITIES, NEW PRODUCTS AND
NEW MARKETS 5
4. TRADING AUTHORITY MATRICES 7
4.1 BILATERAL ELECTRIC POWER AND TRANSMISSION
TRANSACTON LIMITS 7
4.2 CAISO TRANSACTION LIMITS 9
4.3 GAS TRANSACTION LIMITS 11
4.4 EMISSION ALLOWANCE AND EMISSION REDUCTION CREDIT
TRANSACTION LIMITS 13
4.5 RENEWABLE ENERGY CREDIT TRANSACTION LIMITS 14
4.6 CARBON ALLOWANCE AND CARBON EMISSION OFFSET
TRANSACTION LIMITS 15
4.7 LOW CARBON FUEL STANDARD TRANSACTION LIMITS 16
5. ACKNOWLEDGEMENTS 17
5.1 CLEAR AUTHORITY 17
5.2 VIOLATIONS AND SANCTIONS 17
5.3 SANCTIONS FOR OPERATIONAL/SCHEDULING/TAGGING/
TRANSMISSION ERRORS 17
5.4 POLICY EFFECTIVE 17
6. APPENDICIES 18
APPENDIX A - ACKNOWLEDGEMENT OF TRADING AUTHORITY 18
APPENDIX B - INSTRUMENT OF TRADING AUTHORITY DELEGATION 19 89 of 262
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1 1. POLICY PURPOSE
The purpose of this Trading Authority Policy is to define the authority granted by the Glendale City Council to the City Manager and the Glendale Water and Power (GWP) General Manager to execute energy-related transactions and to delegate trading functions to Glendale Water and Power staff within the limits defined in this policy. This Authority Policy is intended to supplement and complement the GWP Energy Risk Management Policy.
2. TRADING AUTHORITY POLICY OBJECTIVES
The objective of this Trading Authority Policy is to define:
•The commodities and products that can be transacted,
•The authorized lead time and term for each transaction, •The authorized maximum price and volume,
•Counterparty contract and credit requirements,
•The process for approving new commodities, products or locations, •The City Council’s intentions regarding hedging and speculating, and •Other relevant factors associated with due diligence in authorizing transactions to be executed.
3. PROCEDURAL REQUIREMENTS
The following defines procedural requirements that apply to all commodities and products transacted upon this Trading Authority Policy.
3.1Execution Authority
The Glendale City Charter (the Charter), Article VI, Section 9, generally requires competitive bidding for contracts for the purchase of materials or products equal to or greater than $50,000. However, where the City Council determines it is in the best interest of the City, it may dispense with competitive bidding by resolution setting forth the reason for such action. It is in the City's best interest to dispense with competitive bidding for wholesale energy transactions as they must be completed in a rapidly changing market that is not structured to accommodate public entity bidding requirements. Wholesale energy transactions are related to energy supplied by one producer/marketer/utility to another for eventual resale to consumers.
On an annual basis, the General Manager requests that the City Council authorize the City Manager, or designee, to dispense with competitive bidding for wholesale energy transactions on the grounds that it is in the City’s best interest.
Such wholesale energy transactions include electrical energy and capacity, ancillary services, transmission, renewable energy attributes, carbon allowances 90 of 262
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2 and carbon emission offsets, emission allowances and emission reduction credits, low carbon fuel standard credits, gas, transportation, imbalance and storage. This resolution includes any GWP gas scheduling services managed for GWP by a third party(ies).
This policy identifies the City Council authorized levels for the City Manager and GWP General Manager and explicitly gives the City Manager and GWP General Manager the authority to delegate authority levels to others. This will be done via a Trading Authority Delegation. The City Manager and GWP General Manager have the authority to modify authority levels set within the Trading Authority Delegation at their sole discretion as long as the delegated authority does not exceed their own authority per this Trading Authority Policy. A form of Trading Authority Delegation is attached to this Policy as Appendix B.
Execution Authority of the City Manager and the GWP General Manager is outlined by commodity in the authority matrix sections found below. The trading limits, with the exception of pricing, apply to both purchases and sales. Price limits apply to only purchases. Per Trading Day and Aggregate Limits, as applicable, are applied to gross amounts transacted in total, and not to buys and sells netted together.
Glendale Municipal Code Section 1.04.080 states: “Whenever a power is granted to or a duty is imposed upon a city officer by this code or any other ordinance of the city, the power may be exercised or the duty performed by an assistant or a deputy of the officer or by a person authorized pursuant to law by the officer, unless this code expressly provides otherwise.”
3.2Contract Requirements
Transactions with counterparties shall only be permitted if GWP has:
•An active, valid, and executed agreement enabling such trading activity with that counterparty approved as to form by the City Attorney, or his or her designee.
•Long-form confirmations may be used as a valid agreement in lieu of a permanent agreement, when necessary, if approved by the City Manager or GWP General Manager and approved as to form by the City Attorney. A long-form confirmation is a confirmation that is used to confirm a transaction when no underlying enabling agreement exists between the parties. In addition to confirming the transaction details, the long-form confirmation may incorporate by reference the terms and conditions of the underlying enabling agreement to be executed. For example, a long-form confirmation for a physical power transaction may incorporate by reference the terms and conditions of the WSPP agreement.
Under this provision,
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3 City Attorney review/ stamp/ approval as to form is NOT required where:
(1) the transaction is less than 5 years in duration; and (2) the transaction is not one that requires City Manager or City Council approval under the Energy Risk Management Policy, Trading Authority Policy and Trading Authority Delegation; and
(3) one or more of the following situations applies:
(a)For Agreements under the WSPP:
•Both parties are WSPP members, the parties execute a standard Confirmation agreement, and no modifications to the WSPP are made; or
•Both parties are WSPP members, the parties execute a standard Confirmation agreement, and any modifications to the WSPP are set forth in a valid, active, current agreement that has been previously approved as to form by the City Attorney’s Office within the last 3 years;
(b) For Agreements under the NAESB:
•Both parties execute a standard Confirmation agreement; the parties have already entered into a NAESB Base Contract that was previously approved as to form by the City Attorney’s Office; and any modifications to the NAESB are set forth in a valid, active, current agreement that has been previously approved as to form by the City Attorney’s Office within the last 3 years.
(c) For Agreements under previous approval of the agreement format by the City Attorney’s Office:
•Both parties execute a standard Confirmation agreement; the parties have already entered into a base contract that was previously approved as to form by the City Attorney’s Office within the last 3 years; and any modifications are only to the commercial terms of the agreement
Because the WSPP Agreement and NAESB Agreement are posted, FERC- approved, industry standard agreements, the WSPP and NAESB form agreements do not require approval as to form by the City Attorney’s Office.
However, the WSPP and NAESB cover sheet and any modifications to the WSPP and NAESB terms and conditions must be reviewed and approved as to form by the City Attorney’s Office. If the enabling agreement, other than the standard form WSPP or NAESB, has not been reviewed in over 3 years, the City Attorney’s Office must review the agreement to ensure the provisions are still valid/ active/ enforceable.
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4 City Attorney review/ stamp/ approval as to form IS required in any one of the following situations:
•The agreement does not fall under the WSPP or NAESB;
•In the case of a WSPP Agreement, one of the parties is not WSPP- enabled;
•If the agreement is a WSPP Agreement, the agreement includes modifications to WSPP standard form agreement. These modifications could be included in a long-form confirmation, a “Master Confirmation” document, a “Special Conditions” document, exhibits, addendums, amendments, and such;
•If the agreement is a NAESB Contract, the agreement includes modifications to the NAESB standard form contracts. These modifications could be included in a long-form confirmation, a “Master Confirmation” document, a “Special Conditions” document, exhibits, addendums, amendments, and such; The confirmation adds legal terms and conditions (beyond the confirm standard form, which would typically only include the specifics of the deal such as counterparties, price, product, delivery point, term, etc.);
•If the agreement previously approved as to form by the City Attorney’s office was not within the last 3 years;
•There are questions or concerns regarding the legal terms and conditions, signatory or levels of authority required, or any questions whether the deal falls within the Trading Authority Policy.
3.3Credit Requirements
Counterparty trading credit limits, trading restrictions, and other Credit Policy provisions shall not be intentionally exceeded or violated. (Note: Since credit exposures are a function of not only positions traded, but also a function of market pricing and volatility, credit exposure to a counterparty may unintentionally exceed a credit limit purely due to changes in the forward market.) Entering into transactions with a counterparty that has total credit exposure greater than or equal to its open line of credit and the total of any security currently provided will not be allowed unless approved by the City Manager, the GWP General Manager, or the Energy Risk Management Committee (ERMC).
Entering into transactions with a counterparty that violate current trading restrictions will not be allowed unless approved by the City Manager, the GWP General Manager, or the ERMC.
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5 3.4Trading On and Off Premises
All bilateral trades must be executed via a recorded communication method such as a voice recorded communication line, instant messaging (IM) application, or an online broker account that is maintained and controlled by personnel who are independent of the trading function. Email confirmations can serve as a permitted communication recording method. Off-premise bilateral trading is permitted, following the City of Glendale hybrid work policy, but trades must be executed through an approved recorded communication method.
3.5Deal Capture
Any transaction(s) executed by GWP employee or agent must be accurately and timely captured in the corresponding Energy Trading Risk Management system to facilitate the nightly import and export process. Excessive deal capture violations will be reported to the ERMC.
3.6Speculation
No speculative trading activities shall be permitted, and no speculative trading positions shall be initiated. Speculation is the opposite of hedging. A speculator holds no offsetting position(s) in the spot market and deliberately initiates price risk in order to reap potential rewards.
3.7Non-Standard Commodities
The City Council must approve any transaction that involves commodities not listed in this Trading Authority Policy.
3.8Approval for New Commodities, Related Products and Offerings, and Approved Transaction Types
The purpose of defining a process for the introduction of a new commodity is to ensure that the associated exposures are thoroughly reviewed and understood by the ERMC, GWP management, and GWP Staff. The ERMC must review and approve the use of all new commodities and recommend any such commodity for approval by City Council before the execution of any such transaction.
Products, methods of purchase or marketplaces that package commodities in commercial offerings such as those that include varied timing, guarantees, and online exchange formats; broker, merchant or commodity services and fees, including “futures commission merchants”; ancillary or related necessary or advisable services; asset management and agency agreements; or otherwise related offerings are permitted under this Trading Authority Policy as long as the underlying commodity itself is authorized and the cost of the offerings are 94 of 262
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6 commercially reasonable as determined by GWP. Such costs may include flat fees, commissions, volumetric or per transaction pricing, cost sharing or any other reasonable pricing methodology.
The following transaction types are not new to GWP and therefore do not require the review and approvals described within this Section 3.8: (1) a physical spot or forward bilateral capacity, energy, ancillary service or transmission transaction; (2) a physical spot or forward gas, including but not limited to natural gas, biogas, and hydrogen that can be used as fuel for gas-fired generation facilities, imbalance, storage or transportation transaction, related gas scheduling services, asset management agreements and agency agreements; (3) an over-the-counter (OTC) physical option (calls or puts); (4) a CAISO authorized pool transaction, as noted in Section 4.2; (5) emission allowance and emission reduction credit transaction, as noted in Section 4.4; (6) a renewable energy credit transaction; (7) a carbon allowance or carbon emission offset transaction; (8) a low carbon fuel standard credit transaction; (9) an over-the-counter (OTC) financial transaction; or (10) an exchange-traded transaction, including brokerage and related services for any allowed commodity or product, as well as futures commission merchants and related or similar services. Such transactions may take place on commercially reasonable terms if specific price and other transaction features are not set forth in an applicable commodity matrix, provided that any transaction in the underlying commodity itself is in accordance with this Trading Authority Policy.
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7 4. TRADING AUTHORITY MATRICES
A vital control element in the management of risk is the development of and adherence to transaction limits. Limits ensure that trading and hedging activity is appropriate and controlled at various levels of position aggregation and duration of transactions. The limits are established in consideration of overall portfolio strategies, market conditions, and risk tolerance levels. The product offerings and transaction types set forth in Section 3.8, above, apply to all commodities herein, in addition to the specific examples listed in each commodity matrix.
In addition to the term limits specified in the below commodity matrices, for transactions executed through or utilizing a Southern California Public Power Authority (SCPPA) project competitive bidding process or procurement (inclusive of competitive, sole source or other methods), the term of the transaction under City Manager or GWP General Manager approval authority under all matrices may exceed 5 years to be consistent with the respective SCPPA project related procurement cycle, up to a 7 year maximum.
4.1 BILATERAL ELECTRIC POWER AND TRANSMISSION TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for power and transmission transactions.
Per Transaction Limits Per Trading Day
Limits Aggregate Limits
Title Product Term Lead
Time
MW
Size
$/
MWH
Total
MWH
Total
$
Total
MWH Total $
City
Council
Electric
Power
and
Trans
No
Limit
No
Limit
No
Max.
No
Max. No Max. No
Max. No Max. No
Max.
> 2
Years
< 5
Years
100 $100City
Manager
and GWP
General
Manager
Electric
Power
and
Trans < 2
Years
< 5
Years
No
Max.
No
Max.
2,190,000 $150
Million 4,380,000 $300
Million
4.1.1 Bilateral Electric Power and Transmission Transaction Limits Matrix Explanations
•Transaction Limits represent the MW volume per hour and dollars/MWH for each transaction executed.
•Per Trading Day Limits represent the total MWh volume and dollars for all transactions executed in a trading day.
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8 •Aggregate Limits represent the sum total MWh volume and dollars for all open forward transactions with all counterparties.
•Lead time represents the time period from the date a trade is executed to the start of the trade.
•The dollar limits are based upon electric power only and do not include transmission, however, the Term, Lead Time, and Quantity limits do apply to transmission.
•To the extent the transaction price can be identified separately for energy and renewable energy attributes, the energy portion of any bundled (energy and renewable energy attribute) transaction must be monitored against the limits above, while the renewable energy attribute portion of any bundled transaction must be monitored against the renewable energy credits authority matrix.
•Authorized products include spot and forward electric power and transmission, including both physical and financial derivatives, as well as bilateral capacity and bilateral ancillary services. Financial derivatives may be OTC or exchange traded products.
4.1.2 Authorized Delivery Locations
Trading at delivery locations that are normal to the daily course of business for GWP to the extent transmission is available, is authorized as follows:
Unrestricted Delivery Locations
•WECC including CAISO
Trading at any other delivery locations shall be prohibited unless approved by the City Manager, GWP General Manager, or GWP ERMC.
4.1.3 Firmness of Power
The product firmness of all transactions must be provided for in an executed agreement between GWP and the appropriate counterparty. Sales commitments must never be more “firm” than the supply source, including the purchase side of back-to-back sales, swaps or spreads, unless the sale can be resupplied by GWP generating resources or sufficient and timely reserves that are exclusive of reserves for the single largest contingency. Transaction(s) cannot reduce system reliability and must be logged in detail including specific resupply resource(s). The City Manager or GWP General Manager can provide pre- approved authority to sell power that is more “firm” than the supply source without sufficient and timely reserves.
4.1.4 Transmission Service Firmness and Volume
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9 Transmission purchase(s) must be at least of “equal” firmness to the energy component of the associated transmission purchase(s). If firm transmission is unavailable, less-firm transmission can be used as long as there are sufficient reserve resources to supplement curtailed schedule(s) caused by transmission priority. Utilization of less-firm transmission cannot reduce system reliability and must be logged in detail including specific reserve resource(s). The City Manager or GWP General Manager can provide pre- approved authority to purchase power that is more “firm” than the associated transmission without sufficient reserve resources.
When a transmission purchase is related to a fixed-volume energy transaction, the volume of the transmission purchase shall not exceed the energy component of the associated transmission purchase.
4.2 CAISO Transaction Limits
The following sets transaction limits, definitions, and procedural requirements for CAISO transactions.
CAISO Per Transaction Limits (up to)
Title Product Delivery
Lead Time Term MW
Size $/MWh
City
Council All CAISO Products No Limit No Limit No
Max No Max
Imports/Exports
As required
by CAISO < 1 Week No
Max No Max
Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC Energy
Transactions
Generation Awards
Demand Awards
Virtual Transaction
Awards
None None None None
City
Manager
and
General
Manager
Congestion Revenue
Rights
As required
by CAISO < 1 Year No
Max No Max
4.2.1 CAISO Transaction Limits Matrix Explanations
•Generation Award Limits are per generating unit. A Generation Award is defined as the amount of energy a market participant is required to generate within the market after submitting a generation offer for the supply of Energy and/or Ancillary Services, including Self Schedules, 98 of 262
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10 submitted by Scheduling Coordinators for generating resources, conveyed through a three-part offer to either the DA or RT CAISO Markets. •Demand Award Limits are per each load location. A Demand Award is defined as the energy awarded to a market participant according to the amount submitted in the DA market via a demand bid that indicates the MWh of Energy the Scheduling Coordinator is willing to purchase, the price at which it is willing to purchase the specified Energy, and the applicable Trading Hours for which the energy will be purchased. •Import and Exports are by location and are each monitored separately.
Imports are defined as energy located outside the ISO Controlled Grid that is imported into the CAISO Controlled Grid via an energy award and electronic tag. Exports are defined as energy located within the ISO Controlled Grid that is exported out of the CAISO Controlled Grid via an energy award and electronic tag.
•An Inter SC Energy Transaction is an energy quantity traded from one SC to another SC for a specific hour and location. Inter SC Trades may be submitted to the ISO but are not monitored as they are a direct result of the bilateral trade executed between the SC’s. The bilateral transaction will only be monitored in accordance with the Bilateral Electric Power and Transmission Matrix.
•Limits for Ancillary Service Awards apply to the Regulation and Operating (Spinning and Non-Spinning) Reserve Market. Ancillary Services are defined as Regulation, Spinning Reserve, Non-Spinning Reserve, Replacement Reserve, Voltage Support and Black Start together with such other interconnected operation services as the ISO may develop in cooperation with Market Participants to support the transmission of Energy from Generation resources to Loads while maintaining reliable operation of the ISO Controlled Grid in accordance with Good Utility Practice. •Only Congestion Revenue Rights that are bought and sold via the long- term, annual, and monthly auctions or in the secondary market are monitored per the limits above. This excludes congestion revenue rights allocated in the Annual Allocation.
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11 4.3 GAS TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for gas and gas transportation transactions.
Per Transaction Limits Aggregate Limits
Revenue Share
to Counterparty
Limit
Title Product Term Lead
Time
Daily
MMBtu
Volume
$/
MMBtu
Total
MMBtu Total $ %
Share $ Limit
Gas &
Transport N/A N/A
City
Council Asset
Management
& Agency
Agreements
No Limit No
Limit
No
Max.
No
Max. No Max. No
Max. No
Limit
No
Limit
> 2 Years
< 5 Years 10,000 $10
Gas &
Transport < 2
Years
No
Max.
No
Max.
6,000,000 N/A N/ACity
Manager
and
GWP
General
Manager
Asset
Management
& Agency
Agreements
< 5 Yrs.
< 5
Yrs.
No
Max.
No
Max. No Max.
$24
Million
25% $5
Million
4.3.1 Gas Transaction Limits Matrix Explanations
•Transaction Limits represent the MMBtu volume per day and dollars/MMBtu for each transaction executed.
•Aggregate Limits represent the total MMBtu volume and dollars for all forward transactions.
•Lead time represents the time period from the date a trade is executed to the start of the trade.
•The dollar limits are based upon gas only and do not include transportation, however, the Term, Lead Time, and Quantity limits do apply to transportation.
•Authorized products include physical gas, including but not limited to natural gas, biogas, and hydrogen, imbalance, transportation, scheduling, and storage, as well as financial gas derivatives, including financial basis transactions, asset management agreements and agency agreements.
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12 4.3.2 Authorized Delivery Locations
Physical -gas transactions may only be executed for delivery at GWP facilities or at delivery locations in which an approved transportation agreement is in place to transport the gas to GWP facilities.
Financial gas transactions may only be executed at the following locations:
•Henry Hub
•SoCal Border
•San Juan Basin
•Permian Basin
•AECO
•SoCal Citygate
•PG&E Citygate
Trading at any other locations shall be prohibited unless transportation is available in the event physical delivery is deemed necessary.
4.3.3 Gas Firmness
The product firmness of all trades must be provided for in an executed agreement between GWP and the appropriate counterparty. Sales commitments must never be more firm than the supply source unless pre-approved by the City Manager or GWP General Manager.
4.3.4 Transportation Firmness
The City Manager or GWP General Manager must pre-approve firm gas purchases or sales transported on non-firm transportation.
4.3.5 Asset Management and Agency Agreement Criteria
In situations where GWP has idle capacity or usage rights on owned or contracted gas transmission lines, and it does not have the internal resources or expertise to manage the excess capacity efficiently, GWP may enter into asset management or agency agreements, as applicable, to optimize and manage its share of capacity to generate revenue for GWP
Asset Management and Agency Agreements will only be entered into if it is determined to be in GWP’s best interest to execute such agreements. The income received by GWP may be based on a value/revenue sharing percentage, fixed-rate, or other reasonable methodology and meet the following requirements:
•The terms of the agreement must be commercially reasonable as determined by the City Manager, GWP General Manager or designee; and 101 of 262
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13 •The additional income received by GWP must exceed expenses incurred under the agreement.
•The percentage of revenue sharing (if any) with the counterparties to such agreements may not exceed 25% to such entities; any greater percentage must be approved by the City Council.
•The absolute amount of revenue to be received by such counterparties shall not exceed $5,000,000, unless approved by the City Council.
4.4 EMISSION ALLOWANCE AND EMISSION REDUCTION CREDIT TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for Emission Allowance and Emission Reduction Credit (ERC) transactions.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
Allowances $/Allowance Total
Allowances
Total $
City
Council
SO2 and
NOx
Emission
Allowances
No Limit No Limit No Max No Max No Max No Max
City
Manager
and
General
Manager
SO2 and
NOx
Emission
Allowances
As
Required
As
Required As Required Market As Required As
Required
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
Credits $/Credit Total
Credits
Total $
City
Council
Emission
Reduction
Credits
No Limit No Limit No Max No Max No Max No Max
City
Manager
and
General
Manager
Emission
Reduction
Credits
As
Required
As
Required
As
Required Market As
Required
As
Required
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14 4.4.1 Emission Allowance and Emission Reduction Credit Transaction Limits Matrix Explanations
•Under the Acid Rain Program, one allowance is equivalent to one ton of SO2 or NOx. Under the ERC, one credit can be equivalent to one pound of pollutant reduction per day or one ton of pollutant reduction per year.
Under SCAQMD Reclaim program, SO2 or NOx may be purchased and sold by dollars per pound.
•Per Transaction represent the total quantity in allowances or credits and dollars/allowance or dollars/credit for each transaction executed. •Aggregate Limits represent the sum total quantity in allowances or credits and dollars for all forward transactions.
•Lead time represents the time period from the date a trade is executed until actual transfer of the certified emission allowance(s) or credit(s) confirmed in the Allowance Management System (AMS).
•Maximum trading limits (As Required) and market execution prices (Market) will be based on meeting emission compliance requirements for the Grayson Power Plant or other GWP emitting resources as reflected in the Transaction Limits Matrix.
•Authorized emission allowances and credits include Particles Oxidation Catalysts (POC), Volcano Smog (VOG), Volatile Organic Compound (VOC), Reactive Organic Gas (ROG), Particulate Matter (PM2.5 & PM10), Sulfur Dioxide (SO2), and Nitrogen Oxide (NOx).
•Participation in the Emission Auction is not governed or limited by the Trading Authority Policy. Due to varying compliance needs and market complexities, auction strategies will be reviewed by the ERMC and approved in writing by GWP management.
4.5 RENEWABLE ENERGY CREDIT TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for renewable energy credit (REC) transactions.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
REC
Units
$/
REC
Unit
Total
REC
Units
Total $
City
Council RECs No
Limit
No
Limit No Max. No Max. No
Max. No Max.
> 2
Years
< 5
Years
876,000 $50City
Manager
and
General
Manager
RECs
< 2
Years
< 5
Years
No Max No Max
2,190,000 $50 Million
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15 4.5.1 Renewable Energy Credits Transaction Limits Matrix Explanations •The matrix above addresses authority for REC transactions that are stand- alone transactions (from power), or where the price of such RECs is unbundled from the price of power. Bilateral power trades with renewable energy attributes bundled in the power price will be monitored against the bilateral power matrix.
•Per Transaction Limits represent the total units and dollars/unit for each REC transaction executed.
•Aggregate Limits represent the sum total units and dollars for all open forward transactions with all counterparties and on all trading venues. •Lead time represents the time period from the date a trade is executed until:
othe start of the delivery obligation in the case of forward RECs to be generated, or
othe actual transfer of standalone RECs occurs in WREGIS for certified RECs that have been banked or generated.
4.6 CARBON ALLOWANCE AND CARBON EMISSION OFFSET TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for carbon (CO2e) allowances and carbon emission offsets.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
CO2e
$/
CO2e
Total
CO2e Total $
City
Council CO2e No
Limit
No
Limit No Max. No Max. No Max. No Max.
> 2
Years
< 5
Years
1,000,000 $50City
Manager
and
General
Manager
CO2e
< 2
Years
< 5
Years
No Max No Max
3,000,000 $50 Million
4.6.1 Carbon Allowances and Carbon Emission Offsets Transaction Limits Matrix Explanations
•The matrix above addresses authority for Carbon Allowances and Carbon Emission Offsets such as CCA, GCCO, CCO3, and CCO8.
•Per Transaction Limits represent the total allowance/offset volume and dollars/CO2e for each Carbon Allowance or Carbon Emission Offset transaction executed.
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16 •Aggregate Limits represent the total allowance/offset volume and dollars for all forward Carbon Allowance or Carbon Emission Offset transactions. •Lead time represents the time period from the date a trade is executed until the actual transfer of the certified Carbon Allowances or Carbon Emission Offsets occur in CITSS.
•Participation in the Carbon Auction is not governed or limited by the Trading Authority Policy. Due to varying compliance needs and market complexities, auction strategies will be reviewed by the ERMC and approved in writing by GWP management.
4.7 LOW CARBON FUEL STANDARD (LCFS) CREDIT TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for Low Carbon Fuel Standard (LCFS) Credit transactions.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
LCFS
Credits
$/
LCFS
Credit
Total
LCFS
Credits
Total $
City
Council LCFS No Limit No
Limit No Max No Max No Max No Max
> 2 Years
< 5 Years 50,000 $1000City
Manager
and
General
Manager
LCFS
< 2 Years
< 5
Years No Max No Max
300,000 $100
Million
4.7.1 Low Carbon Fuel Standard (LCFS) Credit Transaction Limits Matrix Explanations
•The matrix above addresses authority for Low Carbon Fuel Standard Credits
•Per Transaction Limits represent the total credits and dollars/credit for each Low Carbon Fuel Standard Credit transaction executed. •Aggregate Limits represent the total credits and dollars for all forward transactions.
•Lead time represents the time period from the date a trade is executed until actual transfer of the certified LCFS credit(s) confirmed in the LCFS Reporting Tool (LRT).
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17 5. ACKNOWLEDGEMENTS
5.1 Clear Authority
Any situation where authority is in question from a “clearly authorized” standpoint should be reviewed and authorized by the City Manager or GWP General Manager. In situations where after a review by the City Manager or GWP General Manager has been performed and clear authority is still in question, the matter will be presented to the City Council for authorization.
5.2 Violations and Sanctions
Violations of this Trading Authority Policy must not occur. Should it be deemed that non-compliant incidents did occur, the Utility Risk Manager will report such incidents to the Energy Risk Management Committee. Should the Energy Risk Management Committee deem that a violation has occurred, the GWP General Manager, at his or her discretion, will report incident(s) and responsible party(ies) according to the GWP Trading Sanctions Policy.
5.3 Sanctions for Operational/Scheduling/Tagging/Transmission Errors Errors made while performing operational, scheduling or transmission responsibilities may result in disciplinary action according to the guidelines outlined in the GWP Trading Sanctions Policy.
5.4 Policy Effectiveness
This Trading Authority Policy is in effect upon the City Council’s approval and shall remain in effect until a replacement policy has been approved by the City Council superseding this Trading Authority Policy.
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18 APPENDIX A
ACKNOWLEDGEMENT OF TRADING AUTHORITY POLICY
Compliance Statement
I hereby acknowledge receipt and review of GWP’s Trading Authority Policy and Appendix B: Instrument of Trading Authority Delegation dated TBD, 2025.
I further acknowledge that this Trading Authority Policy defines the standards of GWP’s energy risk management efforts that I am required to comply with.
If I become aware of non-compliance with the Trading Authority Policy, I will report such non-compliance to the Utility Risk Manager, GWP Management, or any member of the ERMC.
_____________________________________
Signature
_____________________________________
Type or Print Name
_____________________________________
Title
_____________________________________
Date
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19 APPENDIX B
INSTRUMENT OF TRADING AUTHORITY DELEGATION
1. DELEGATION PURPOSE
The purpose of this Trading Authority Delegation is to define the authority granted by the Glendale City Manager and the Glendale Water and Power (GWP) General Manager to GWP Operations staff and to ACES (and/or other City consultant, if not ACES). This Trading Authority Delegation is intended to supplement and complement the GWP Trading Authority Policy.
2. DELEGATION OBJECTIVES
The objective of this Trading Authority Delegation is to define:
•The commodities and products that can be transacted,
•The authorized lead time and term for each transaction, •The authorized maximum price and volume,
•Counterparty contract and credit requirements,
•The process for approving new commodities, products or locations, •GWP’s intentions regarding hedging and speculating, and •Other relevant factors associated with due diligence in authorizing transactions to be executed.
3. PROCEDURAL REQUIREMENTS
The following defines procedural requirements that apply to all commodities and products transacted upon this Trading Authority Delegation.
3.1 Execution Authority
This Trading Authority Delegation identifies the authorized levels for the City Manager and GWP General Manager and the authority delegated by the City Manager and GWP General Manager to GWP Operations staff and to ACES (and/or other City consultant, if not ACES). The City Manager and GWP General Manager have the authority to modify authority levels set within this Trading Authority Delegation at their sole discretion as long as the delegated authority does not exceed their own authority per the Trading Authority Policy.
Execution Authority is outlined by commodity in the authority matrix sections found below. The trading limits, with the exception of pricing, apply to both purchases and sales. Price limits apply to only purchases. Per Trading Day and 108 of 262
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20 Aggregate Limits, as applicable, are applied to gross amounts transacted in total, and not to buys and sells netted together.
3.2 Contract Requirements
Transactions with counterparties shall only be permitted if GWP has:
•An active, valid, and executed agreement enabling such trading activity with that counterparty and approved as to form by the City Attorney, or his or her designee.
•Long-form confirmations may be used as a valid agreement in lieu of a permanent agreement, when necessary, if approved in writing by the City Manager or GWP General Manager and approved as to form by the City Attorney, or his or her designee. A long-form confirmation is a confirmation that is used to confirm a transaction when no underlying enabling agreement exists between the parties. In addition to confirming the transactions details, the long-form confirmation may incorporate by reference the terms and conditions of the underlying enabling agreement to be executed. For example, a long-form confirmation for a physical power transaction may incorporate by reference the terms and conditions of the WSPP agreement.
Under this provision,
City Attorney review/ stamp/ approval as to form is NOT required where:
(1) the transaction is less than 5 years in duration; and (2) the transaction is not one that requires City Manager or City Council approval under the Energy Risk Management Policy, Trading Authority Policy and Trading Authority Delegation; and
(3) one or more of the following situations applies:
(a)For Agreements under the WSPP:
•Both parties are WSPP members, the parties execute a standard Confirmation agreement, and no modifications to the WSPP are made; or
•Both parties are WSPP members, the parties execute a standard Confirmation agreement, and any modifications to the WSPP are set forth in a valid, active, current agreement that has been previously approved as to form by the City Attorney’s Office within the last 3 years;
(b) For Agreements under the NAESB:
•Both parties execute a standard Confirmation agreement; the parties have already entered into a NAESB Base Contract that was previously approved as to form by the City Attorney’s Office; and any modifications to the NAESB are set forth in a valid, active, 109 of 262
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21 current agreement that has been previously approved as to form by the City Attorney’s Office within the last 3 years.
(c) For Agreements under previous approval of the agreement format by the City Attorney’s Office:
•Both parties execute a standard Confirmation agreement; the parties have already entered into a base contract that was previously approved as to form by the City Attorney’s Office within the last 3 years; and any modifications are only to the commercial terms of the agreement
Because the WSPP Agreement and NAESB Agreement are posted, FERC- approved, industry standard agreements, the WSPP and NAESB form agreements do not require approval as to form by the City Attorney’s Office.
However, the WSPP and NAESB cover sheet and any modifications to the WSPP and NAESB terms and conditions must be reviewed and approved as to form by the City Attorney’s Office. If the enabling agreement, other than the standard form WSPP or NAESB, has not been reviewed in over 3 years, the City Attorney’s Office must review the agreement to ensure the provisions are still valid/ active/ enforceable.
City Attorney review/ stamp/ approval as to form IS required in any one of the following situations:
•The agreement does not fall under the WSPP or NAESB;
•In the case of a WSPP Agreement, one of the parties is not WSPP- enabled;
•If the agreement is a WSPP Agreement, the agreement includes modifications to WSPP standard form agreement. These modifications could be included in a long-form confirmation, a “Master Confirmation” document, a “Special Conditions” document, exhibits, addendums, amendments, and such;
•If the agreement is a NAESB Contract, the agreement includes modifications to the NAESB standard form contracts. These modifications could be included in a long-form confirmation, a “Master Confirmation” document, a “Special Conditions” document, exhibits, addendums, amendments, and such; The confirmation adds legal terms and conditions (beyond the confirm standard form, which would typically only include the specifics of the deal such as counterparties, price, product, delivery point, term, etc.);
•If the agreement previously approved as to form by the City Attorney’s office was not within the last 3 years;
•There are questions or concerns regarding the legal terms and conditions, signatory or levels of authority required, or any questions whether the deal falls within the Trading Authority Policy.
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22 3.3Credit Requirements
Counterparty trading credit limits, trading restrictions, and other Credit Policy provisions shall not be intentionally exceeded or violated. (Note: Since credit exposures are a function of not only positions traded, but also a function of market pricing and volatility, credit exposure to a counterparty may unintentionally exceed a credit limit purely due to changes in the forward market.) Entering into transactions with a counterparty that has total credit exposure greater than or equal to its open line of credit and the total of any security currently provided will not be allowed unless approved by the City Manager, the GWP General Manager, or the ERMC.
Entering into transactions with a counterparty that violate current trading restrictions will not be allowed unless approved by the City Manager, the GWP General Manager, or the ERMC.
3.4Trading On and Off Premises
All bilateral trades must be executed via a recorded communication method such as a voice recorded communication line, instant messaging (IM) application, or an online broker account that is maintained and controlled by personnel who are independent of the trading function. Email confirmations can serve as a permitted communication recording method. Off-premise bilateral trading is permitted, following the City of Glendale hybrid work policy, but trades must be executed through an approved recorded communication method.
3.5Deal Capture
Any transaction(s) executed by GWP employee or agent must be accurately and timely captured in the corresponding Energy Trading Risk Management system to facilitate the nightly import and export process. Excessive deal capture violations will be reported to the ERMC.
3.6Speculation
No speculative trading activities shall be permitted, and no speculative trading positions shall be initiated. Speculation is the opposite of hedging. A speculator holds no offsetting position(s) in the spot market and deliberately initiates price risk in order to reap potential rewards.
3.7Non-Standard Commodities
The City Council must approve any transaction that involves commodities not listed in this Trading Authority Delegation.
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23 3.8Approval for New Commodities, Related Products and Offerings, and Approved Transaction Types
The purpose of defining a process for the introduction of a new commodity is to ensure that the associated exposures are thoroughly reviewed and understood by the ERMC, GWP management, and GWP Staff. The ERMC must review and approve the use of all new commodities and recommend any such commodity for approval by City Council before the execution of any such transaction.
Products, methods of purchase or marketplaces that package commodities in commercial offerings such as those that include varied timing, guarantees, and online exchange formats; broker, merchant or commodity services and fees, including “futures commission merchants”; ancillary or related necessary or advisable services; asset management and agency agreements; or otherwise related offerings are permitted under this Trading Authority Policy as long as the underlying commodity itself is authorized and the cost of the offerings are commercially reasonable as determined by GWP. Such costs may include flat fees, commissions, volumetric or per transaction pricing, cost sharing or any other reasonable pricing methodology.
The following transaction types are not new to GWP and therefore do not require the review and approvals described within this Section 3.8: (1) a physical spot or forward bilateral capacity, energy, ancillary service or transmission transaction; (2) a physical spot or forward gas, including natural gas, biogas, and hydrogen that can be used as fuel for gas-fired generation facilities, imbalance, storage or transportation transaction, or related gas scheduling services, asset management agreements and agency agreements; (3) an over-the-counter (OTC) physical option (calls or puts); (4) a CAISO authorized pool transaction as noted in Section 4.2; (5) emission allowance and emission reduction credit transaction, as noted in Section 4.4; (6) a renewable energy credit transaction; (7) a carbon allowance or carbon emission offset transaction; (8) a low carbon fuel standard credit transaction; (9) an over-the-counter (OTC) financial transaction; (10) an exchange-traded transaction, including brokerage and related services for any allowed commodity or product, as well as futures commission merchants and related or similar services. Such transactions may take place on commercially reasonable terms if specific price and other transaction features are not set forth in an applicable commodity matrix, provided that any transaction in the underlying commodity itself is in accordance with this Trading Authority Policy.
4. TRADING AUTHORITY MATRICES
A vital control element in the management of risk is the development of and adherence to transaction limits. Limits ensure that trading and hedging activity is 112 of 262
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24 appropriate and controlled at various levels of position aggregation and duration of transactions. The limits are established in consideration of overall portfolio strategies, market conditions, and risk tolerance levels. The product offerings and transaction types set forth in Section 3.8, above, apply to all commodities herein, in addition to the specific examples listed in each commodity matrix.
In addition to the term limits specified in the below commodity matrices, for transactions executed through or utilizing a Southern California Public Power Authority (SCPPA) project competitive bidding process or procurement (inclusive of competitive, sole source or other methods), the term of the transaction under City Manager or GWP General Manager approval authority under all matrices may exceed 5 years to be consistent with the respective SCPPA project related procurement cycle, up to a 7 year maximum.
4.1 BILATERAL ELECTRIC POWER AND TRANSMISSION TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for power and transmission transactions.
Per Transaction Limits Per Trading Day
Limits Aggregate Limits
Title Product Term Lead
Time
MW
Size
$/
MWH
Total
MWH
Total
$
Total
MWH Total $
> 2 Years
< 5 Years 100 $100City Manager
and General
Manager
Electric
Power
and
Trans < 2
Years
< 5
Years No
Max.
No
Max.
2,190,000 $150
Million 4,380,000 $300
Million
> 1 Year
< 2 Years 100 $150
Chief or
Assistant
General
Manager
(Power
Management)
and Integrated
Resource
Planning
Administrator
Electric
Power
and
Trans < 1 Year
< 3
Years No
Max.
No
Max.
876,000 $80
Million 1,752,000 $160
Million
> 1 Week
< 1 Year
< 1
Year 100 $150Energy
Trading
Manager
Electric
Power
and
Trans < 1
Week
< 1
Month 100 $1000
438,000 $40
Million 876,000 $80
Million
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25 > 1 Week
< 3
Months
< 1
Year 50 $100Energy
Marketer/
Trader
Electric
Power
and
Trans
< 1 Week < 1
Month 75 $250
74,400 $10
Million 219,000 $30
Million
Physical
Electric
Power
and
Trans
< 1 Day < 1
Day
100 $1000
(1) 12,000 $4
Million 24,000 $8
Million
ACES
Financial
Electric
Power
None
(1) The dollar limit may only be exceeded without pre-approval of the GWP Deputy General Manager (Power Management) or the GWP General Manager in order to “Keep the Lights On” (KLO).
(2) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
“Keep the Lights On” (KLO) Procedure
KLO trades are defined as trades executed during Emergency Alert(s) that exceed approved MWh dollar limits. An Emergency Alert is defined as the BA or ISO taking mitigating actions during a contingency event and may no longer able to supply its expected energy requirements. When a trade is executed to “Keep the Lights On,” the trader must perform and log an event analysis. The analysis must include:
1) Generation assets,
2) Transmission,
3) Ancillaries,
4) Gas Delivery Conditions, and
5) Forecast Methodology (Snapshot of Load and PRT)
The trading staff must log the event within 24 hours of occurrence and notify the GWP Energy Trading Manager for review. If feasible, trading staff should notify GWP that a KLO Procedure may occur, but notification is not required to perform the KLO Procedure.
4.1.1Bilateral Electric Power and Transmission Transaction Limits Matrix Explanations
•Transaction Limits represent the MW volume per hour and dollars/MWH for each transaction executed.
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26 •Per Trading Day Limits represent the total MWh volume and dollars for all transactions executed in a trading day.
•Aggregate Limits represent the sum total MWh volume and dollars for all open forward transactions with all counterparties.
•Lead time represents the time period from the date a trade is executed to the start of the trade.
•The dollar limits are based upon electric power only and do not include transmission, however, the Term, Lead Time, and Quantity limits do apply to transmission.
•To the extent the transaction price can be identified separately for energy and renewable energy attributes, the energy portion of any bundled (energy and renewable energy attribute) transaction must be monitored against the limits above, while the renewable energy attribute portion of any bundled transaction must be monitored against the renewable energy credits authority matrix.
•Authorized products include spot and forward electric power and transmission, including both physical and financial derivatives, as well as bilateral capacity and bilateral ancillary services. Financial derivatives may be OTC or exchange traded products.
•The transaction term limit for ACES (and/or other City consultant, if not ACES) of < 1 Day covers individual daily transactions as well as executed transactions for more than one day to accommodate weekends or holidays, which could have terms up to 3 days for a normal weekend and up to 5 days to cover a holiday weekend.
•Energy Marketer/ Trader limits will be delegated to ACES (and/or other City consultant, if not ACES) only while performing Day-ahead services.
4.1.2 Authorized Delivery Locations
Trading at delivery locations that are normal to the daily course of business for GWP to the extent transmission is available, is authorized as follows:
Unrestricted Delivery Locations
•WECC including CAISO
Trading at any other delivery locations shall be prohibited unless approved by the City Manager, GWP General Manager, or GWP ERMC.
4.1.3 Firmness of Power
The product firmness of all transactions must be provided for in an executed agreement between GWP and the appropriate counterparty. Sales commitments must never be more “firm” than the supply source, including the purchase side of 115 of 262
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27 back-to-back sales, swaps or spreads, unless the sale can be resupplied by GWP generating resources or sufficient and timely reserves that are exclusive of reserves for the single largest contingency. Transaction(s) cannot reduce system reliability and must be logged in detail including specific resupply resource(s). The City Manager or GWP General Manager can provide pre- approved authority to sell power that is more “firm” than the supply source without sufficient and timely reserves.
4.1.4 Transmission Service Firmness and Volume
Transmission purchase(s) must be at least of “equal” firmness to the energy component of the associated transmission purchase(s). If firm transmission is unavailable, less-firm transmission can be used as long as there are sufficient reserve resources to supplement curtailed schedule(s) caused by transmission priority. Utilization of less-firm transmission cannot reduce system reliability and must be logged in detail including specific reserve resource(s). The City Manager or GWP General Manager can provide pre- approved authority to purchase power that is more “firm” than the associated transmission without sufficient reserve resources.
When a transmission purchase is related to a fixed-volume energy transaction, the volume of the transmission purchase shall not exceed the energy component of the associated transmission purchase.
4.2 CAISO TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for CAISO transactions.
CAISO Per Transaction Limits
Title Product Delivery
Lead Time Term MW
Size $/MWh
Imports/Exports As required
by CAISO < 1 Week No Max No Max
Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC
Energy Transactions
Congestion Revenue Rights As required
by CAISO < 1 Year No Max No Max
City Manager
and General
Manager
All other CAISO Products
(Generation Awards,
Demand Awards, Virtual
Transaction Awards)
None None None None
Chief or
Assistant Imports/Exports As required
by CAISO < 1 Week No Max No Max
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28 Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC
Energy Transactions
General
Manager
(Power
Management)
and Integrated
Resource
Planning
Administrator
All Other CAISO Products
(Generation Awards,
Demand Awards, Virtual
Transaction Awards,
Congestion Revenue
Rights)
None None None None
Imports/Exports As required
by CAISO < 1 Week 100 CAISO Price
Cap
Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC
Energy TransactionsEnergy Trading
Manager All Other CAISO Products
(Generation Awards,
Demand Awards, Virtual
Transaction Awards,
Congestion Revenue
Rights)
None None None None
Imports/Exports As required
by CAISO < 1 Week 75 CAISO Price
Cap
Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC
Energy TransactionsEnergy
Marketer/
Trader
All Other CAISO Products
(Generation Awards,
Demand Awards, Virtual
Transaction Awards,
Congestion Revenue
Rights)
None None None None
Imports/Exports As required
by CAISO < 1 Week 75 CAISO Price
Cap
Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC
Energy Transactions
ACES All Other CAISO Products
(Generation Awards,
Demand Awards, Virtual
Transaction Awards,
Congestion Revenue
Rights)
None None None None
(1) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
4.2.1 CAISO Transaction Limits Matrix Explanations
•Generation Award Limits are per generating unit. A Generation Award is defined as the amount of energy a market participant is required to generate within the market after submitting a generation offer for the supply of Energy and/or Ancillary Services, including Self Schedules, 117 of 262
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29 submitted by Scheduling Coordinators for generating resources, conveyed through a three-part offer to either the DA or RT CAISO Markets. •Demand Award Limits are per each load location. A Demand Award is defined as the energy awarded to a market participant according to the amount submitted in the DA market via a demand bid that indicates the MWh of Energy the Scheduling Coordinator is willing to purchase, the price at which it is willing to purchase the specified Energy, and the applicable Trading Hours for which the energy will be purchased. •Import and Exports are by location and are each monitored separately.
Imports are defined as energy located outside the ISO Controlled Grid that is imported into the CAISO Controlled Grid via an energy award and electronic tag. Exports are defined as energy located within the ISO Controlled Grid that is exported out of the CAISO Controlled Grid via an energy award and electronic tag.
•Inter SC Energy Transaction is an energy quantity traded from one SC to another SC for a specific hour and location. Inter SC Trades may be submitted to the ISO but are not monitored as they are a direct result of the bilateral trade executed between the SC’s. The bilateral transaction will only be monitored in accordance with the Bilateral Electric Power and Transmission Matrix.
•Limits for Ancillary Service Awards apply to the Regulation and Operating (Spinning and Non-Spinning) Reserve Market. Ancillary Services are defined as Regulation, Spinning Reserve, Non-Spinning Reserve, Replacement Reserve, Voltage Support and Black Start together with such other interconnected operation services as the ISO may develop in cooperation with Market Participants to support the transmission of Energy from Generation resources to Loads while maintaining reliable operation of the ISO Controlled Grid in accordance with Good Utility Practice. •Only Congestion Revenue Rights that are bought and sold via the long- term, annual and monthly auctions or in the secondary market are monitored per the limits above. This excludes congestion revenue rights allocated in the Annual Allocation.
•Energy Marketer/ Trader limits will be delegated to ACES (and/or other City consultant, if not ACES) only while performing Day-ahead services. 118 of 262
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30 4.3 GAS TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for gas and gas transportation transactions.
Per Transaction Limits Aggregate Limits
Revenue
Share to
Counterparty
Limit
Title Product Term Lead
Time
Daily
MMBtu
Volume
$/
MMBtu
Total
MMBtu
Total
$
%
Share
$
Limit
> 2
Years
< 5
Years
10,000 $10
Gas &
Transport
< 2
Years No Max. No
Max.
6,000,000 $24
Million N/A N/A
City Manager
and General
Manager Asset
Managem
ent &
Agency
Agreemen
ts
< 5
Years
< 5
Yrs.
No Max. No
Max. No Max. No
Max. 25% $5
Million
> 1
Year
< 2
Years
10,000 $10
Chief or
Assistant
General
Manager
(Power
Management)
and Integrated
Resource
Planning
Administrator
Gas &
Transport
< 1
Year
< 3
Yrs.
No Max. No
Max.
3,000,000 $12
Million N/A N/A
> 3
Month
< 1
Year
10,000 $15
> 1
Week
< 3
Month
10,000 $20
Energy
Trading
Manager
Gas &
Transport
< 1
Week
< 1
Yr.
20,000 $25
1,500,000 $8
Million N/A N/A
> 1
Week
< 3
Month
s
10,000 $15Energy
Marketer/
Trader
Gas &
Transport
< 1
Week
< 6
Mo.
20,000 $20
900,000 $6
Million N/A N/A
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31 ACES Gas &
Transport None None None None None None N/A N/A
(1) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
4.3.1 Gas Transaction Limits Matrix Explanations
•Transaction Limits represent the MMBtu volume per day and dollars/MMBtu for each transaction executed.
•Aggregate Limits represent the total MMBtu volume and dollars for all forward transactions.
•Lead time represents the time period from the date a trade is executed to the start of the trade.
•The dollar limits are based upon gas only and do not include transportation, however, the Term, Lead Time, and Quantity limits do apply to transportation.
•Authorized products include physical gas, including but not limited to natural gas, biogas, and hydrogen, imbalance, transportation, scheduling, and storage, as well as financial gas derivatives, including financial basis transactions, asset management agreements and agency agreements.
Financial gas derivatives may be OTC or exchange traded products. •Energy Marketer/ Trader limits will be delegated to ACES (and/or other City consultant, if not ACES) only while performing Day-ahead services.
4.3.2 Authorized Delivery Locations
Physical gas transactions may only be executed for delivery at GWP facilities or at delivery locations in which an approved transportation agreement is in place to transport the gas to GWP facilities.
Financial gas transactions may only be executed at the following locations:
•Henry Hub
•SoCal Border
•San Juan Basin
•Permian Basin
•AECO
•SoCal Citygate
•PG&E Citygate
Trading at any other locations shall be prohibited unless transportation is available in the event physical delivery is deemed necessary. 120 of 262
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32 4.3.3 Gas Firmness
The product firmness of all trades must be provided for in an executed agreement between GWP and the appropriate counterparty. Sales commitments must never be more firm than the supply source unless pre-approved in writing by the City Manager or GWP General Manager.
4.3.4 Transportation Firmness
The City Manager or GWP General Manager must pre-approve firm gas purchases or sales transported on non-firm transportation.
4.3.5 Asset Management and Agency Agreement Criteria
In situations where GWP has idle capacity or usage rights on owned or contracted gas transmission lines, and it does not have the internal resources or expertise to manage the excess capacity efficiently, GWP intends to enter into asset management or agency agreements, as applicable, to optimize and manage its share of capacity to generate revenue for GWP Asset Management and Agency Agreements will only be entered into if it is determined to be in GWP’s best interest to execute such agreements. The income received by GWP may be based on a value/revenue sharing percentage, fixed-rate, or other reasonable methodology and meet the following requirements:
•The terms of the agreement must be commercially reasonable as determined by the City Manager, GWP General Manager or designee; and •The additional income received by GWP must exceed expenses incurred under the agreement.
•The percentage of revenue sharing (if any) with the counterparties to such agreements may not exceed 25% to such entities; any greater percentage must be approved by the City Council.
•The absolute amount of revenue to be received by such counterparties shall not exceed $5,000,000, unless approved by the City Council. 121 of 262
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33 4.4 EMISSION ALLOWANCE AND EMISSION REDUCTION CREDIT TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for Emission Allowance and Emission Reduction Credit (ERC) transactions.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
Allowances
$/
Allowance
Total
Allowances Total $
City Council
SO2 and NOx
Emission
Allowances
No Limit No Limit No Max Market No Max No Max
City Manager
and General
Manager
SO2 and NOx
Emission
Allowances
As
Required
As
Required As Required Market As Required Market
Chief or
Assistant
General
Manager
(Power
Management)
and Integrated
Resource
Planning
Administrator
SO2 and NOx
Emission
Allowances
As
Required
As
Required As Required Market As Required Market
Energy
Trading
Manager
SO2 and NOx
Emission
Allowances
As
Required
As
Required As Required Market As Required Market
Energy
Marketer/
Trader
SO2 and NOx
Emission
Allowances
As
Required
As
Required As Required Market As Required Market
ACES
SO2 and NOx
Emission
Allowances
None None None None None None
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
Credits $/ Credit Total
Credit Total $
City Council
Emission
Reduction
Credit
No Limit No Limit No Max Market No Max No Max
City Manager
and General
Manager
Emission
Reduction
Credit
As
Required
As
Required As Required Market As Required Market
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34 Chief or
Assistant
General
Manger
(Power
Management)
and
Integrated
Resource
Planning
Administrator
Emission
Reduction
Credit
As
Required
As
Required As Required Market As Required Market
Energy
Trading
Manager
Emission
Reduction
Credit
As
Required
As
Required As Required Market As Required Market
Energy
Marketer/
Trader
Emission
Reduction
Credit
As
Required
As
Required As Required Market As Required Market
ACES
Emission
Reduction
Credit
None None None None None None
(1) Referrals to “ACES” in the above matrices apply to other City consultants, if not ACES.
4.4.1 Emission Allowance and Emission Reduction Credit Transaction Limits Matrix Explanations
•Under the Acid Rain Program, one allowance is equivalent to one ton of SO2 or NOx. Under the ERC, one credit can be equivalent to one pound of pollutant reduction per day or one ton of pollutant reduction per year.
Under SCAQMD Reclaim program, SO2 or NOx are purchased and sold by dollars per pound.
•Per Transaction represent the total quantity in allowances or credits and dollars/allowance or dollars/credit for each transaction executed. •Aggregate Limits represent the sum total quantity in allowances or credits and dollars for all forward transactions.
•Lead time represents the time period from the date a trade is executed until actual transfer of the certified emission allowance(s) or credit(s) confirmed in the Allowance Management System (AMS).
•Maximum trading limits (As Required) and market execution prices (Market) will be based on meeting emission compliance requirements for the Grayson Power Plant or other GWP emitting resources as reflected in the Transaction Limits Matrix.
•Authorized emission allowances and credits include Particles Oxidation Catalysts (POC), Volcano Smog (VOG), Volatile Organic Compound (VOC)Reactive Organic Gas (ROG), Particulate Matter (PM2.5 & PM10), Sulfur Dioxide (SO2), and Nitrogen Oxide (NOx).
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35 •Participation in the Emission Auction is not governed or limited by the Trading Authority Policy. Due to varying compliance needs and market complexities, auction strategies will be reviewed by the ERMC and approved in writing by GWP management.
4.5 RENEWABLE ENERGY CREDIT TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for Renewable Energy Credit (REC) transactions.
Per Transaction Limits Aggregate Limits
Title Produc
t Term Lead
Time
Total REC
Units
$/
REC Unit
Total REC
Units Total $
> 2
Years
< 5
Years
876,000 $50City Manager
and General
Manager
RECs
< 2
Years
< 5
Years
No Max No Max
2,190,000 $50 Million
> 1
Years
< 2
Years
438,000 $50
Chief or
Assistant
General
Manager
(Power
Management
) and
Integrated
Resource
Planning
Administrator
RECs
< 1
Year
<3
Years
No Max No Max
876,000 $25 Million
Energy
Trading
Manager
RECs < 1
Year
< 1
Year 219,000 $50 438,000 $10 Million
Energy
Marketer/
Trader
RECs < 3
Month
< 6
Month 74,400 $50 219,000 $5 Million
ACES RECs None None None None None None
(1) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
4.5.1 Renewable Energy Credits Transaction Limits Matrix Explanations •The matrix above addresses authority for REC transactions that are stand- alone transactions (from power), or where the price of such RECs is unbundled from the price of power. Bilateral power trades with renewable 124 of 262
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36 energy attributes bundled in the power price will be monitored against the bilateral power matrix.
•Per Transaction Limits represent the total units and dollars/unit for each REC transaction executed.
•Aggregate Limits represent the sum total units and dollars for all open forward transactions with all counterparties and on all trading venues. •Lead time represents the time period from the date a trade is executed until:
othe start of the delivery obligation in the case of forward RECs to be generated, or
othe actual transfer of standalone RECs occurs in WREGIS for certified RECs that have been banked or generated.
4.6 CARBON ALLOWANCE AND CARBON EMISSION OFFSET TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for carbon (CO2e) allowances and carbon emission offsets.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
CO2e
$/
CO2e
Total
Co2e
Total
$
> 2
Years
< 5
Years
1,000,000 $50City Manager and General
Manager CO2e
< 2
Years
< 5
Years
No Max No
Max
3,000,000 $50
Million
> 1
Year
< 2
Years
500,000 $50
Chief or Assistant General
Manager (Power
Management) and Integrated
Resource Planning
Administrator
CO2e
< 1
Year
< 3
Years
No Max No
Max
1,500,000 $25
Million
Energy Trading Manager CO2e < 1
Year
< 1
Year 250,000 $50 750,000 $10
Million
Energy Marketer/ Trader CO2e < 3
Month
< 6
Month 25,000 $50 100,000 $2
Million
ACES CO2e None None None None None None
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37 (1) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
4.6.1 Carbon Allowances and Carbon Emission Offsets Transaction Limits Matrix Explanations
•The matrix above addresses authority for Carbon Allowances and Carbon Emission Offsets such as CCA, GCCO, CCO3, and CCO8.
•Per Transaction Limits represent the total allowance/offset volume and dollars/CO2e for each Carbon Allowance or Carbon Emission Offset transaction executed.
•Aggregate Limits represent the total allowance/offset volume and dollars for all forward Carbon Allowance or Carbon Emission Offset transactions. •Lead time represents the time period from the date a trade is executed until the actual transfer of the certified Carbon Allowances or Carbon Emission Offsets occur in CITSS.
•Participation in the Carbon Auction is not governed or limited by the Trading Authority Policy. Due to varying compliance needs and market complexities, auction strategies will be reviewed by the ERMC and approved in writing by GWP management.
4.7 LOW CARBON FUEL STANDARD (LCFS) CREDIT TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for Low Carbon Fuel Standard (LCFS) Credits transactions.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
LCSF
Credits
$ per
LCFS
Credit
Total
LCFS
Credits
Total $
City Council LCFS No
Limit
No
Limit No Max No Max No Max No Max
> 2
Years
< 5
Years
50,000 $1000City Manager and
General Manager LCFS
< 2
Years
< 5
Years
No Max No
Max
300,000 $50
Million
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38 Chief or Assistant
General Manager
(Power Management)
and Integrated
Resource Planning
Administrator
LCFS < 2
Years
< 3
Years 50,000 $750 150,000 $30
Million
Energy Trading
Manager LCFS < 1 Year < 1
Year 25,000 $500 75,000 $15
Million
Energy Marketer/
Trader LCFS < 3
Month
< 6
Month 10,000 $300 25,000 $5 Million
ACES LCFS None None None None None None
(1) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
4.7.1 Low Carbon Fuel Standard (LCF) Credit Transaction Limits Matrix Explanations
•The matrix above addresses authority for Low Carbon Fuel Standard Credits
•Per Transaction Limits represent the total credits and dollars/credit for each Low Carbon Fuel Standard Credit transaction executed. •Aggregate Limits represent the total credits and dollars for all forward transactions.
•Lead time represents the time period from the date a trade is executed until actual transfer of the certified LCFS credit(s) confirmed in the LCFS Reporting Tool (LRT).
5. ACKNOWLEDGEMENTS
5.1 Clear Authority
Any situation where authority is in question from a “clearly authorized” standpoint should be reviewed and authorized by the City Manager or GWP General Manager. In situations where after a review by the City Manager or GWP General Manager has been performed and clear authority is still in question, the matter will be presented to the City Council for authorization.
5.2 Violations and Sanctions
Violations of this Trading Authority Delegation must not occur. Should it be deemed that non-compliant incidents did occur; the Risk Manager will report 127 of 262
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39 such incidents to the ERMC for evaluation according to the GWP Trading Sanctions Policy.
5.3 Sanctions for Operational/Scheduling/Tagging/Transmission Errors Errors made while performing operational, scheduling or transmission responsibilities may result in disciplinary action according to the guidelines outlined in the GWP Trading Sanctions Policy.
5.4 Delegation Effectiveness
This Trading Authority Delegation is in effect upon approval of the City Manager and GWP General Manager and shall remain in effect until a replacement delegation has been approved.
5.5 Authority Delegation Acknowledgement
____________________________ ________________
Roubik Golanian Date
City Manager
City of Glendale
____________________________ ________________
Scott K. Mellon, P.E. Date
Acting General Manager
Glendale Water & Power
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EXHIBIT 4
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i
TABLE OF CONTENTS
1. POLICY PURPOSE 1
2. TRADING AUTHORITY POLICY OBJECTIVES 1
3. PROCEDURAL REQUIREMENTS 1
3.1 EXECUTION AUTHORITY 1
3.2 CONTRACT REQUIREMENTS 2
3.3 CREDIT REQUIREMENTS 4
3.4 TRADING ON AND OFF PREMISES 54
3.5 DEAL CAPTURE 5
3.6 SPECULATION 5
3.7 NON-STANDARD COMMODITIES 5
3.8 APPROVAL FOR NEW COMMODITIES, NEW PRODUCTS AND
NEW MARKETS 5
4. TRADING AUTHORITY MATRICES 67
4.1 BILATERAL ELECTRIC POWER AND TRANSMISSION
TRANSACTON LIMITS 67
4.2 CAISO TRANSACTION LIMITS 89
4.3 NATURAL GAS TRANSACTION LIMITS 910
4.4 EMISSION ALLOWANCE AND EMISSION REDUCTION CREDIT
TRANSACTION LIMITS 1112
4.5 RENEWABLE ENERGY CREDIT TRANSACTION LIMITS 1214
4.6 CARBON ALLOWANCE AND CARBON EMISSION OFFSET
TRANSACTION LIMITS 1315
4.7 LOW CARBON FUEL STANDARD TRANSACTION LIMITS 1415
5. ACKNOWLEDGEMENTS 1517
5.1 CLEAR AUTHORITY 1517
5.2 VIOLATIONS AND SANCTIONS 1517
5.3 SANCTIONS FOR OPERATIONAL/SCHEDULING/TAGGING/
TRANSMISSION ERRORS 1517
5.4 POLICY EFFECTIVE 1517
6. APPENDICIES 1618
APPENDIX A - ACKNOWLEDGEMENT OF TRADING AUTHORITY 1618
APPENDIX B - INSTRUMENT OF TRADING AUTHORITY DELEGATION 1719 130 of 262
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1 1. POLICY PURPOSE
The purpose of this Trading Authority Policy is to define the authority granted by the Glendale City Council to the City Manager and the Glendale Water and Power (GWP) General Manager to execute energy-related transactions and to delegate trading functions to Glendale Water and Power staff within the limits defined in this policy. This Authority Policy is intended to supplement and complement the GWP Energy Risk Management Policy.
2. TRADING AUTHORITY POLICY OBJECTIVES
The objective of this Trading Authority Policy is to define:
•The commodities and products that can be transacted,
•The authorized lead time and term for each transaction, •The authorized maximum price and volume,
•Counterparty contract and credit requirements,
•The process for approving new commodities, products or locations, •The City Council’s intentions regarding hedging and speculating, and •Other relevant factors associated with due diligence in authorizing transactions to be executed.
3. PROCEDURAL REQUIREMENTS
The following defines procedural requirements that apply to all commodities and products transacted upon this Trading Authority Policy.
3.1Execution Authority
The Glendale City Charter (the Charter), Article VI, Section 9, generally requires competitive bidding for contracts for the purchase of materials or products equal to or greater than $50,000. However, Article VI, Section 9 of the Charter authorizes the City to dispense with competitive bidding where the City Council determines it is in the best interest of the City, it may dispense with competitive bidding to do so and acts by resolution setting forth the reason for such action. It is in the City's best interest to dispense with competitive bidding for wholesale energy transactions as they must be completed in a rapidly changing market that is not structured to accommodate public entity bidding requirements. Wholesale energy transactions are related to energy supplied by one producer/marketer/utility to another for eventual resale to consumers.
On an annual basis, the General Manager requests that the City Council authorize the City Manager, or designee, to dispense with competitive bidding for wholesale energy transactions on the grounds that it is in the City’s best interest. in accordance with Article VI, Section 9 of the Charter. Such wholesale energy 131 of 262
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2 transactions include electrical energy and capacity, ancillary services, transmission, renewable energy attributes, carbon allowances and carbon emission offsets, emission allowances and emission reduction credits, low carbon fuel standard credits, natural gas, transportation, imbalance and storage.
This resolution includes any GWP gas scheduling services managed for GWP by a third party(ies).
This policy identifies the City Council authorized levels for the City Manager and GWP General Manager and explicitly gives the City Manager and GWP General Manager the authority to delegate authority levels to others. This will be done via a Trading Authority Delegation. The City Manager and GWP General Manager have the authority to modify authority levels set within the Trading Authority Delegation at their sole discretion as long as the delegated authority does not exceed their own authority per this Trading Authority Policy. A form of Trading Authority Delegation is attached to this Policy as Appendix B.
Execution Authority of the City Manager and the GWP General Manager is outlined by commodity in the authority matrix sections found below. The trading limits, with the exception of pricing, apply to both purchases and sales. Price limits apply to only purchases. Per Trading Day and Aggregate Limits, as applicable, are applied to gross amounts transacted in total, and not to buys and sells netted together.
Glendale Municipal Code Section 1.04.080 states: “Whenever a power is granted to or a duty is imposed upon a city officer by this code or any other ordinance of the city, the power may be exercised or the duty performed by an assistant or a deputy of the officer or by a person authorized pursuant to law by the officer, unless this code expressly provides otherwise.”
3.2Contract Requirements
Transactions with counterparties shall only be permitted if GWP has:
•An active, valid, and executed agreement enabling such trading activity with that counterparty approved as to form by the City Attorney, or his or her designee.
•Long-form confirmations may be used as a valid agreement in lieu of a permanent agreement, when necessary, if approved by the City Manager or GWP General Manager and approved as to form by the City Attorney. A long-form confirmation is a confirmation that is used to confirm a transaction when no underlying enabling agreement exists between the parties. In addition to confirming the transaction details, the long-form confirmation may incorporate by reference the terms and conditions of the underlying enabling agreement to be executed. For example, a long-form confirmation for a physical power transaction may incorporate by reference the terms and conditions of the WSPP agreement.
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3 Under this provision,
City Attorney review/ stamp/ approval as to form is NOT required where:
(1) the transaction is less than 5 years in duration; and (2) the transaction is not one that requires City Manager or City Council approval under the Energy Risk Management Policy, Trading Authority Policy and Trading Authority Delegation; and
(3) one or more of the following situations applies:
(a)For Agreements under the WSPP:
•Both parties are WSPP members, the parties execute a standard Confirmation agreement, and no modifications to the WSPP are made; or
•Both parties are WSPP members, the parties execute a standard Confirmation agreement, and any modifications to the WSPP are set forth in a valid, active, current agreement that has been previously approved as to form by the City Attorney’s Office within the last 3 years;
(b) For Agreements under the NAESB:
•Both parties execute a standard Confirmation agreement; the parties have already entered into a NAESB Base Contract that was previously approved as to form by the City Attorney’s Office; and any modifications to the NAESB are set forth in a valid, active, current agreement that has been previously approved as to form by the City Attorney’s Office within the last 3 years.
(c) For Agreements under previous approval of the agreement format by the City Attorney’s Office:
•Both parties execute a standard Confirmation agreement; the parties have already entered into a base contract that was previously approved as to form by the City Attorney’s Office within the last 3 years; and any modifications are only to the commercial terms of the agreement
Because the WSPP Agreement and NAESB Agreement are posted, FERC- approved, industry standard agreements, the WSPP and NAESB form agreements do not require approval as to form by the City Attorney’s Office.
However, the WSPP and NAESB cover sheet and any modifications to the WSPP and NAESB terms and conditions must be reviewed and approved as to form by the City Attorney’s Office. If the enabling agreement, other than the standard form WSPP or NAESB, has not been reviewed in over 3 years, the City 133 of 262
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4 Attorney’s Office must review the agreement to ensure the provisions are still valid/ active/ enforceable.
City Attorney review/ stamp/ approval as to form IS required in any one of the following situations:
•The agreement does not fall under the WSPP or NAESB;
•In the case of a WSPP Agreement, one of the parties is not WSPP- enabled;
•If the agreement is a WSPP Agreement, the agreement includes modifications to WSPP standard form agreement. These modifications could be included in a long-form confirmation, a “Master Confirmation” document, a “Special Conditions” document, exhibits, addendums, amendments, and such;
•If the agreement is a NAESB Contract, the agreement includes modifications to the NAESB standard form contracts. These modifications could be included in a long-form confirmation, a “Master Confirmation” document, a “Special Conditions” document, exhibits, addendums, amendments, and such; The confirmation adds legal terms and conditions (beyond the confirm standard form, which would typically only include the specifics of the deal such as counterparties, price, product, delivery point, term, etc.);
•If the agreement previously approved as to form by the City Attorney’s office was not within the last 3 years;
•There are questions or concerns regarding the legal terms and conditions, signatory or levels of authority required, or any questions whether the deal falls within the Risk ManagementTrading Authority Policy.
3.3Credit Requirements
Counterparty trading credit limits, trading restrictions, and other Credit Policy provisions shall not be intentionally exceeded or violated. (Note: Since credit exposures are a function of not only positions traded, but also a function of market pricing and volatility, credit exposure to a counterparty may unintentionally exceed a credit limit purely due to changes in the forward market.) Entering into transactions with a counterparty that has total credit exposure greater than or equal to its open line of credit and the total of any security currently provided will not be allowed unless approved by the City Manager, the GWP General Manager, or the Energy Risk Management Committee (ERMC).
Entering into transactions with a counterparty that violate current trading restrictions will not be allowed unless approved by the City Manager, the GWP General Manager, or the ERMC.
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5 3.4Trading On and Off Premises
All bilateral trades must be executed via a recorded communication method such as a voice recorded communication line, instant messaging (IM) application, or an online broker account that is maintained and controlled by personnel who are independent of the trading function. Email confirmations can serve as a permitted communication recording method. Off-premise bilateral trading is permitted, following the City of Glendale hybrid work policy, but trades must be executed through an approved recorded communication method.
3.5Deal Capture
Any transaction(s) executed by GWP employee or agent must be accurately and timely captured in the corresponding Allegro Energy Trading Risk Management system, the same working day or shift, to facilitate the nightly import and export process. Excessive deal capture violations will be reported to the ERMC.
3.6Speculation
No speculative trading activities shall be permitted, and no speculative trading positions shall be initiated. Speculation is the opposite of hedging. A speculator holds no offsetting position(s) in the spot market and deliberately initiates price risk in order to reap potential rewards.
3.7Non-Standard Commodities
The City Council must approve any transaction that involves commodities not listed in this Trading Authority Policy.
3.8Approval for New Commodities, NewRelated Products and New MarketsOfferings, and Approved Transaction Types
The purpose of defining a process for the introduction of a new commodity, new product, or new market is to ensure that the associated exposures are thoroughly reviewed and understood by the ERMC, GWP management, and GWP Staff.
Within the commodities that have been approved by City Council, theThe ERMC must review and approve the use of all new products or the entry into new commodity markets (e.g. trading venues) before the execution of any such transaction. For new commodities, the ERMC mustcommodities and recommend any such commodity for approval by City Council before the execution of any such transaction.
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6 Products, methods of purchase or marketplaces that package commodities in commercial offerings such as those that include varied timing, guarantees, and online exchange formats; broker, merchant or commodity services and fees, including “futures commission merchants”; ancillary or related necessary or advisable services; asset management and agency agreements; or otherwise related offerings are permitted under this Trading Authority Policy as long as the underlying commodity itself is authorized and the cost of the offerings are commercially reasonable as determined by GWP. Such costs may include flat fees, commissions, volumetric or per transaction pricing, cost sharing or any other reasonable pricing methodology.
The following transaction types are not new to GWP and therefore do not require the review and approvals described within this Section 3.8 if they are bilateral or within previously used trading venues: (1) a physical spot or forward bilateral capacity, energy, ancillary service or transmission transaction; (2) a physical spot or forward natural gas, including but not limited to natural gas, biogas, and hydrogen that can be used as fuel for gas-fired generation facilities, imbalance, storage or transportation transaction, or related gas scheduling services, asset management agreements and agency agreements; (3) an over-the-counter (OTC) physical option (calls or puts); (4) a CAISO authorized pool transaction, as noted in Section 4.2; (5) emission allowance and emission reduction credit transaction, as noted in Section 4.4; (6) a renewable energy credit transaction; (7) a carbon allowance or carbon emission offset transaction; (8) a low carbon fuel standard credit transaction; (98) an over-the-counter (OTC) financial transaction; or (109) an exchange-traded transaction; or (10) a low carbon fuel standard credit transaction, including brokerage and related services for any allowed commodity or product, as well as futures commission merchants and related or similar services. Such transactions may take place on commercially reasonable terms if specific price and other transaction features are not set forth in an applicable commodity matrix, provided that any transaction in the underlying commodity itself is in accordance with this Trading Authority Policy, . 136 of 262
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7 4. TRADING AUTHORITY MATRICES
A vital control element in the management of risk is the development of and adherence to transaction limits. Limits ensure that trading and hedging activity is appropriate and controlled at various levels of position aggregation and duration of transactions. The limits are established in consideration of overall portfolio strategies, market conditions, and risk tolerance levels. The product offerings and transaction types set forth in Section 3.8, above, apply to all commodities herein, in addition to the specific examples listed in each commodity matrix.
In addition to the term limits specified in the below commodity matrices, for transactions executed through or utilizing a Southern California Public Power Authority (SCPPA) project competitive bidding process or procurement (inclusive of competitive, sole source or other methods), the term of the transaction under City Manager or GWP General Manager approval authority under all matrices may exceed 5 -years to be consistent with the respective SCPPA project related procurement cycle, up to a 7 year maximum.
4.1 BILATERAL ELECTRIC POWER AND TRANSMISSION TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for power and transmission transactions.
Per Transaction Limits Per Trading Day
Limits Aggregate Limits
Title Product Term Lead
Time
MW
Size
$/
MWH
Total
MWH
Total
$
Total
MWH Total $
City
Council
Electric
Power
and
Trans
No
Limit
No
Limit
No
Max.
No
Max. No Max. No
Max. No Max. No
Max.
> 2
Years
< 5
Years
100 $100City
Manager
and GWP
General
Manager
Electric
Power
and
Trans < 2
Years
< 5
Years
No
Max.
No
Max.
2,190,000 $150
Million 4,380,000 $300
Million
4.1.1 Bilateral Electric Power and Transmission Transaction Limits Matrix Explanations
•Transaction Limits represent the MW volume per hour and dollars/MWH for each transaction executed.
•Per Trading Day Limits represent the total MWh volume and dollars for all transactions executed in a trading day.
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8 •Aggregate Limits represent the sum total MWh volume and dollars for all open forward transactions with all counterparties.
•Lead time represents the time period from the date a trade is executed to the start of the trade.
•The dollar limits are based upon electric power only and do not include transmission, however, the Term, Lead Time, and Quantity limits do apply to transmission.
•To the extent the transaction price can be identified separately for energy and renewable energy attributes, the energy portion of any bundled (energy and renewable energy attribute) transaction must be monitored against the limits above, while the renewable energy attribute portion of any bundled transaction must be monitored against the renewable energy credits authority matrix.
•Authorized products include spot and forward electric power and transmission, including both physical and financial derivatives, as well as bilateral capacity and bilateral ancillary services. Financial derivatives may be OTC or exchange traded products.
4.1.2 Authorized Delivery Locations
Trading at delivery locations that are normal to the daily course of business for GWP to the extent transmission is available, is authorized as follows:
Unrestricted Delivery Locations
•WECC including CAISO
Trading at any other delivery locations shall be prohibited unless approved by the City Manager, GWP General Manager, or GWP ERMC.
4.1.3 Firmness of Power
The product firmness of all transactions must be provided for in an executed agreement between GWP and the appropriate counterparty. Sales commitments must never be more “firm” than the supply source, including the purchase side of back-to-back sales, swaps or spreads, unless the sale can be resupplied by GWP generating resources or sufficient and timely reserves that are exclusive of reserves for the single largest contingency. Transaction(s) cannot reduce system reliability and must be logged in detail including specific resupply resource(s). The City Manager or GWP General Manager can provide pre- approved authority to sell power that is more “firm” than the supply source without sufficient and timely reserves.
4.1.4 Transmission Service Firmness and Volume
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9 Transmission purchase(s) must be at least of “equal” firmness to the energy component of the associated transmission purchase(s). If firm transmission is unavailable, less-firm transmission can be used as long as there are sufficient reserve resources to supplement curtailed schedule(s) caused by transmission priority. Utilization of less-firm transmission cannot reduce system reliability and must be logged in detail including specific reserve resource(s). The City Manager or GWP General Manager can provide pre- approved authority to purchase power that is more “firm” than the associated transmission without sufficient reserve resources.
When a transmission purchase is related to a fixed-volume energy transaction, the volume of the transmission purchase shall not exceed the energy component of the associated transmission purchase.
4.2 CAISO Transaction Limits
The following sets transaction limits, definitions, and procedural requirements for CAISO transactions.
CAISO Per Transaction Limits (up to)
Title Product Delivery
Lead Time Term MW
Size $/MWh
City
Council All CAISO Products No Limit No Limit No
Max No Max
Imports/Exports
As required
by CAISO < 1 Week No
Max No Max
Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC Energy
Transactions
Generation Awards
Demand Awards
Virtual Transaction
Awards
None None None None
City
Manager
and
General
Manager
Congestion Revenue
Rights
As required
by CAISO < 1 Year No
Max No Max
4.2.1 CAISO Transaction Limits Matrix Explanations
•Generation Award Limits are per generating unit. A Generation Award is defined as the amount of energy a market participant is required to generate within the market after submitting a generation offer for the supply of Energy and/or Ancillary Services, including Self Schedules, 139 of 262
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10 submitted by Scheduling Coordinators for generating resources, conveyed through a three -part offer to either the DA or RT CAISO Markets. •Demand Award Limits are per each load location. A Demand Award is defined as the energy awarded to a market participant according to the amount submitted in the DA market via a demand bid that indicates the MWh of Energy the Scheduling Coordinator is willing to purchase, the price at which it is willing to purchase the specified Energy, and the applicable Trading Hours for which the energy will be purchased. •Import and Exports are by location and are each monitored separately.
Imports are defined as energy located outside the ISO Controlled Grid that is imported in tointo the CAISO Controlled Grid via an energy award and electronic tag. Exports are defined as energy located within the ISO Controlled Grid that is exported out of the CAISO Controlled Grid via an energy award and electronic tag.
•An Inter SC Energy Transaction is an energy quantity traded from one SC to another SC for a specific hour and location. Inter SC Trades may be submitted to the ISO but are not monitored as they are a direct result of the bilateral trade executed between the SC’s. The bilateral transaction will only be monitored in accordance with the Bilateral Electric Power and Transmission Matrix.
•Limits for Ancillary Service Awards apply to the Regulation and Operating (Spinning and Non-Spinning) Reserve Market. Ancillary Services are defined as Regulation, Spinning Reserve, Non-Spinning Reserve, Replacement Reserve, Voltage Support and Black Start together with such other interconnected operation services as the ISO may develop in cooperation with Market Participants to support the transmission of Energy from Generation resources to Loads while maintaining reliable operation of the ISO Controlled Grid in accordance with Good Utility Practice. •Only Congestion Revenue Rights that are bought and sold via the long- term, annual, and monthly auctions or in the secondary market are monitored per the limits above. This excludes congestion revenue rights allocated in the Annual Allocation.
4.3 NATURAL GAS TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for natural gas and gas transportation transactions.
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11 Per Transaction Limits Aggregate Limits
Revenue Share
to Counterparty
Limit
Title Product Term Lead
Time
Daily
MMBtu
Volume
$/
MMBtu
Total
MMBtu Total $ %
Share $ Limit
Natural Gas
& Transport N/A N/A
City
Council Asset
Management
& Agency
Agreements
No Limit No
Limit
No
Max.
No
Max. No Max. No
Max. No
Limit
No
Limit
> 2 Years
< 5 Years 10,000 $10 N/A N/A
Natural Gas
& Transport < 2
Years
No
Max.
No
Max.
6,000,000City
Manager
and
GWP
General
Manager
Asset
Management
& Agency
Agreements
< 5 Yrs.
< 5
Yrs.
No
Max.
No
Max. No Max.
$24
Million
25% $5
Million
4.3.1 Natural Gas Transaction Limits Matrix Explanations •Transaction Limits represent the MMBtu volume per day and dollars/MMBtu for each transaction executed.
•Aggregate Limits represent the total MMBtu volume and dollars for all forward transactions.
•Lead time represents the time period from the date a trade is executed to the start of the trade.
•The dollar limits are based upon natural gas only and do not include transportation, however, the Term, Lead Time, and Quantity limits do apply to transportation.
•Authorized products include physical natural gas, including but not limited to natural gas, biogas, and hydrogen, imbalance, transportation, scheduling, and storage, as well as financial natural gas derivatives, including financial basis transactions, asset management agreements and agency agreements. Financial natural gas derivatives may be OTC or exchange traded products.
4.3.2 Authorized Delivery Locations
Physical natural -gas transactions may only be executed for delivery at GWP facilities or at delivery locations in which an approved transportation agreement is in place to transport the natural gas to GWP facilities. 141 of 262
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12 Financial natural gas transactions may only be executed at the following locations:
•Henry Hub
•SoCal Border
•San Juan Basin
•Permian Basin
•AECO
•SoCal Citygate
•PG&E Citygate
Trading at any other locations shall be prohibited unless transportation is available in the event physical delivery is deemed necessary.
4.3.3 Natural -Gas Firmness
The product firmness of all trades must be provided for in an executed agreement between GWP and the appropriate counterparty. Sales commitments must never be more firm than the supply source unless pre-approved by the City Manager or GWP General Manager.
4.3.4 Transportation Firmness
The City Manager or GWP General Manager must pre-approve firm natural gas purchases or sales transported on non-firm transportation.
4.3.5 Asset Management and Agency Agreement Criteria
In situations where GWP has idle capacity or usage rights on owned or contracted gas transmission lines, and it does not have the internal resources or expertise to manage the excess capacity efficiently, GWP intends tomay enter into asset management or agency agreements, as applicable, to optimize and manage its share of capacity to generate revenue for GWP Asset Management and Agency Agreements will only be entered into if it is determined to be in GWP’s best interest to execute such agreements. The income received by GWP may be based on a value/revenue sharing percentage, fixed-rate, or other reasonable methodology and meet the following requirements:
•The terms of the agreement must be commercially reasonable as determined by the City Manager, GWP General Manager or designee; and •The additional income received by GWP must exceed expenses incurred under the agreement.
•The percentage of revenue sharing (if any) with the counterparties to such agreements may not exceed 25% to such entities; any greater percentage must be approved by the City Council.
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13 •The absolute amount of revenue to be received by such counterparties shall not exceed $5,000,000, unless approved by the City Council.
4.4 EMISSION ALLOWANCE AND EMISSION REDUCTION CREDIT TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for Emission Allowance and Emission Reduction Credit (ERC) transactions.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
Allowances $/Allowance Total
Allowances
Total $
City
Council
SO2 and
NOx
Emission
Allowances
No Limit No Limit No Max No Max No Max No Max
City
Manager
and
General
Manager
SO2 and
NOx
Emission
Allowances
As
Required
As
Required As Required Market As Required As
Required
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
Credits $/Credit Total
Credits
Total $
City
Council
Emission
Reduction
Credits
No Limit No Limit No Max No Max No Max No Max
City
Manager
and
General
Manager
Emission
Reduction
Credits
As
Required
As
Required
As
Required Market As
Required
As
Required
4.4.1 Emission Allowance and Emission Reduction Credit Transaction Limits Matrix Explanations
•Under the Acid Rain Program, one allowance is equivalent to one ton of SO2 or NOx. Under the ERC, one credit can be equivalent to one pound 143 of 262
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14 of pollutant reduction per day or one ton of pollutant reduction per year.
Under SCAQMD Reclaim program, SO2 or NOx may be purchased and sold by dollars per pound.
•Per Transaction represent the total quantity in allowances or credits and dollars/allowance or dollars/credit for each transaction executed. •Aggregate Limits represent the sum total quantity in allowances or credits and dollars for all forward transactions.
•Lead time represents the time period from the date a trade is executed until actual transfer of the certified emission allowance(s) or credit(s) confirmed in the Allowance Management System (AMS).
•Maximum trading limits (As Required) and market execution prices (Market) will be based on meeting emission compliance requirements for the Grayson Power Plant or other GWP emitting resources as reflected in the Transaction Limits Matrix.
•Authorized emission allowances and credits include Particles Oxidation Catalysts (POC), Volcano Smog (VOG), Volatile Organic Compound (VOC), Reactive Organic Gas (ROG), Particulate Matter (PM2.5 & PM10), Sulfur Dioxide (SO2), and Nitrogen Oxide (NOx).
•Participation in the Emission Auction is not governed or limited by the Trading Authority Policy. Due to varying compliance needs and market complexities, auction strategies will be reviewed by the ERMC and approved in writing by GWP management.
4.5 RENEWABLE ENERGY CREDIT TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for renewable energy credit (REC) transactions.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
REC
Units
$/
REC
Unit
Total
REC
Units
Total $
City
Council RECs No
Limit
No
Limit No Max. No Max. No
Max. No Max.
> 2
Years
< 5
Years
876,000 $50City
Manager
and
General
Manager
RECs
< 2
Years
< 5
Years
No Max No Max
2,190,000 $50 Million
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15 4.5.1 Renewable Energy Credits Transaction Limits Matrix Explanations •The matrix above addresses authority for REC transactions that are stand- alone transactions (from power), or where the price of such RECs areis unbundled from the price of power. Bilateral power trades with renewable energy attributes bundled in the power price will be monitored against the bilateral power matrix.
•Per Transaction Limits represent the total units and dollars/unit for each REC transaction executed.
•Aggregate Limits represent the sum total units and dollars for all open forward transactions with all counterparties and on all trading venues. •Lead time represents the time period from the date a trade is executed until:
othe start of the delivery obligation in the case of forward RECs to be generated, or
othe actual transfer of standalone RECs occurs in WREGIS for certified RECs that have been banked or generated.
4.6 CARBON ALLOWANCE AND CARBON EMISSION OFFSET TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for carbon (CO2e) allowances and carbon emission offsets.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
CO2e
$/
CO2e
Total
CO2e Total $
City
Council CO2e No
Limit
No
Limit No Max. No Max. No Max. No Max.
> 2
Years
< 5
Years
1,000,000 $50City
Manager
and
General
Manager
CO2e
< 2
Years
< 5
Years
No Max No Max
3,000,000 $50 Million
4.6.1 Carbon Allowances and Carbon Emission Offsets Transaction Limits Matrix Explanations
•The matrix above addresses authority for Carbon Allowances and Carbon Emission Offsets such as CCA, GCCO, CCO3, and CCO8.
•Per Transaction Limits represent the total allowance/offset volume and dollars/CO2e for each Carbon Allowance or Carbon Emission Offset transaction executed.
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16 •Aggregate Limits represent the total allowance/offset volume and dollars for all forward Carbon Allowance or Carbon Emission Offset transactions. •Lead time represents the time period from the date a trade is executed until the actual transfer of the certified Carbon Allowances or Carbon Emission Offsets occur in CITSS.
•Participation in the Carbon Auction is not governed or limited by the Trading Authority Policy. Due to varying compliance needs and market complexities, auction strategies will be reviewed by the ERMC and approved in writing by GWP management.
4.7 LOW CARBON FUEL STANDARD (LCFS) CREDIT TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for Low Carbon Fuel Standard (LCFS) Credit transactions.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
LCFS
Credits
$/
LCFS
Credit
Total
LCFS
Credits
Total $
City
Council LCFS No Limit No
Limit No Max No Max No Max No Max
> 2 Years
< 5 Years 50,000 $1000City
Manager
and
General
Manager
LCFS
< 2 Years
< 5
Years No Max No Max
300,000 $100
Million
4.7.1 Low Carbon Fuel Standard (LCFS) Credit Transaction Limits Matrix Explanations
•The matrix above addresses authority for Low Carbon Fuel Standard Credits
•Per Transaction Limits represent the total credits and dollars/credit for each Low Carbon Fuel Standard Credit transaction executed. •Aggregate Limits represent the total credits and dollars for all forward transactions.
•Lead time represents the time period from the date a trade is executed until actual transfer of the certified LCFS credit(s) confirmed in the LCFS Reporting Tool (LRT).
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17 5. ACKNOWLEDGEMENTS
5.1 Clear Authority
Any situation where authority is in question from a “clearly authorized” standpoint should be reviewed and authorized by the City Council City Manager or GWP General Manager. In situations where after a review by the City Manager or GWP General Manager has been performed and clear authority is still in question, the matter will be presented to the City Council for authorization.
5.2 Violations and Sanctions
Violations of this Trading Authority Policy must not occur. Should it be deemed that non-compliant incidents did occur; the Energy Utility Risk Manager will report such incidents to the Energy Risk Management Committee. Should the Energy Risk Management Committee deem that a violation has occurred, the GWP General Manager, at his or her discretion, will report incident(s) and responsible party(ies) according to the GWP Trading Sanctions Policy.
5.3 Sanctions for Operational/Scheduling/Tagging/Transmission Errors Errors made while performing operational, scheduling or transmission responsibilities may result in disciplinary action according to the guidelines outlined in the GWP Trading Sanctions Policy.
5.4 Policy Effectiveness
This Trading Authority Policy is in effect upon the City Council’s approval and shall remain in effect until a replacement policy has been approved by the City Council superseding this Trading Authority Policy.
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18 APPENDIX A
ACKNOWLEDGEMENT OF TRADING AUTHORITY POLICY
Compliance Statement
I hereby acknowledge receipt and review of GWP’s Trading Authority Policy and Appendix B: Instrument of Trading Authority Delegation dated TBD, 2025 August 9, 2022.
I further acknowledge that this Trading Authority Policy defines the standards of GWP’s energy risk management efforts that I am required to comply with.
If I become aware of non-compliance with the Trading Authority Policy, I will report such non-compliance to the Energy Utility Risk Manager, GWP Management, or any member of the ERMC.
_____________________________________
Signature
_____________________________________
Type or Print Name
_____________________________________
Title
_____________________________________
Date
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19 APPENDIX B
INSTRUMENT OF TRADING AUTHORITY DELEGATION
1. DELEGATION PURPOSE
The purpose of this Trading Authority Delegation is to define the authority granted by the Glendale City Manager and the Glendale Water and Power (GWP) General Manager to GWP Operations staff and to ACES (and/or other City consultant, if not ACES). This Trading Authority Delegation is intended to supplement and complement the GWP Trading Authority Policy.
2. DELEGATION OBJECTIVES
The objective of this Trading Authority Delegation is to define:
•The commodities and products that can be transacted,
•The authorized lead time and term for each transaction, •The authorized maximum price and volume,
•Counterparty contract and credit requirements,
•The process for approving new commodities, products or locations, •GWP’s intentions regarding hedging and speculating, and •Other relevant factors associated with due diligence in authorizing transactions to be executed.
3. PROCEDURAL REQUIREMENTS
The following defines procedural requirements that apply to all commodities and products transacted upon this Trading Authority Delegation.
3.1 Execution Authority
This Trading Authority Delegation identifies the authorized levels for the City Manager and GWP General Manager and the authority delegated by the City Manager and GWP General Manager to GWP Operations staff and to ACES (and/or other City consultant, if not ACES). The City Manager and GWP General Manager have the authority to modify authority levels set within this Trading Authority Delegation at their sole discretion as long as the delegated authority does not exceed their own authority per the Trading Authority Policy.
Execution Authority is outlined by commodity in the authority matrix sections found below. The trading limits, with the exception of pricing, apply to both purchases and sales. Price limits apply to only purchases. Per Trading Day and 149 of 262
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20 Aggregate Limits, as applicable, are applied to gross amounts transacted in total, and not to buys and sells netted together.
3.2 Contract Requirements
Transactions with counterparties shall only be permitted if GWP has:
•An active, valid, and executed agreement enabling such trading activity with that counterparty and approved as to form by the City Attorney, or his or her designee.
•Long-form confirmations may be used as a valid agreement in lieu of a permanent agreement, when necessary, if approved in writing by the City Manager or GWP General Manager and approved as to form by the City Attorney, or his or her designee. A long-form confirmation is a confirmation that is used to confirm a transaction when no underlying enabling agreement exists between the parties. In addition to confirming the transactions details, the long-form confirmation may incorporate by reference the terms and conditions of the underlying enabling agreement to be executed. For example, a long-form confirmation for a physical power transaction may incorporate by reference the terms and conditions of the WSPP agreement.
Under this provision,
City Attorney review/ stamp/ approval as to form is NOT required where:
(1) the transaction is less than 5 years in duration; and (2) the transaction is not one that requires City Manager or City Council approval under the Energy Risk Management Policy, Trading Authority Policy and Trading Authority Delegation; and
(3) one or more of the following situations applies:
(a)For Agreements under the WSPP:
•Both parties are WSPP members, the parties execute a standard Confirmation agreement, and no modifications to the WSPP are made; or
•Both parties are WSPP members, the parties execute a standard Confirmation agreement, and any modifications to the WSPP are set forth in a valid, active, current agreement that has been previously approved as to form by the City Attorney’s Office within the last 3 years;
(b) For Agreements under the NAESB:
•Both parties execute a standard Confirmation agreement; the parties have already entered into a NAESB Base Contract that was previously approved as to form by the City Attorney’s Office; and any modifications to the NAESB are set forth in a valid, active, 150 of 262
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21 current agreement that has been previously approved as to form by the City Attorney’s Office within the last 3 years.
(c) For Agreements under previous approval of the agreement format by the City Attorney’s Office:
•Both parties execute a standard Confirmation agreement; the parties have already entered into a base contract that was previously approved as to form by the City Attorney’s Office within the last 3 years; and any modifications are only to the commercial terms of the agreement
Because the WSPP Agreement and NAESB Agreement are posted, FERC- approved, industry standard agreements, the WSPP and NAESB form agreements do not require approval as to form by the City Attorney’s Office.
However, the WSPP and NAESB cover sheet and any modifications to the WSPP and NAESB terms and conditions must be reviewed and approved as to form by the City Attorney’s Office. If the enabling agreement, other than the standard form WSPP or NAESB, has not been reviewed in over 3 years, the City Attorney’s Office must review the agreement to ensure the provisions are still valid/ active/ enforceable.
City Attorney review/ stamp/ approval as to form IS required in any one of the following situations:
•The agreement does not fall under the WSPP or NAESB;
•In the case of a WSPP Agreement, one of the parties is not WSPP- enabled;
•If the agreement is a WSPP Agreement, the agreement includes modifications to WSPP standard form agreement. These modifications could be included in a long-form confirmation, a “Master Confirmation” document, a “Special Conditions” document, exhibits, addendums, amendments, and such;
•If the agreement is a NAESB Contract, the agreement includes modifications to the NAESB standard form contracts. These modifications could be included in a long-form confirmation, a “Master Confirmation” document, a “Special Conditions” document, exhibits, addendums, amendments, and such; The confirmation adds legal terms and conditions (beyond the confirm standard form, which would typically only include the specifics of the deal such as counterparties, price, product, delivery point, term, etc.);
•If the agreement previously approved as to form by the City Attorney’s office was not within the last 3 years;
•There are questions or concerns regarding the legal terms and conditions, signatory or levels of authority required, or any questions whether the deal falls within the Risk ManagementTrading Authority Policy. 151 of 262
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22 3.3Credit Requirements
Counterparty trading credit limits, trading restrictions, and other Credit Policy provisions shall not be intentionally exceeded or violated. (Note: Since credit exposures are a function of not only positions traded, but also a function of market pricing and volatility, credit exposure to a counterparty may unintentionally exceed a credit limit purely due to changes in the forward market.) Entering into transactions with a counterparty that has total credit exposure greater than or equal to its open line of credit and the total of any security currently provided will not be allowed unless approved by the City Manager, the GWP General Manager, or the ERMC.
Entering into transactions with a counterparty that violate current trading restrictions will not be allowed unless approved by the City Manager, the GWP General Manager, or the ERMC.
3.4Trading On and Off Premises
All bilateral trades must be executed via a recorded communication method such as a voice recorded communication line, instant messaging (IM) application, or an online broker account that is maintained and controlled by personnel who are independent of the trading function. Email confirmations can serve as a permitted communication recording method. Off-premise bilateral trading is permitted, following the City of Glendale hybrid work policy, but trades must be executed through an approved recorded communication method.
3.5Deal Capture
Any transaction(s) executed by GWP employee or agent must be accurately and timely captured in the corresponding Allegro Energy Trading Risk Management system, the same working day or shift, to facilitate the nightly import and export process. Excessive deal capture violations will be reported to the ERMC.
3.6Speculation
No speculative trading activities shall be permitted, and no speculative trading positions shall be initiated. Speculation is the opposite of hedging. A speculator holds no offsetting position(s) in the spot market and deliberately initiates price risk in order to reap potential rewards.
3.7Non-Standard Commodities
The City Council must approve any transaction that involves commodities not listed in this Trading Authority Delegation.
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23 3.8Approval for New Commodities, NewRelated Products and New MarketsOfferings, and Approved Transaction Types
The purpose of defining a process for the introduction of a new commodity, new product or new market is to ensure that the associated exposures are thoroughly reviewed and understood by the ERMC, GWP Managementmanagement, and GWP Staff. Within the commodities that have been approved by City Council, the The ERMC must review and approve the use of all new products or the entry into new commodity markets (e.g. trading venues) before the execution of any such transaction. For new commodities, the ERMC mustcommodities and recommend any such commodity for approval by City Council before the execution of any such transaction.
Products, methods of purchase or marketplaces that package commodities in commercial offerings such as those that include varied timing, guarantees, and online exchange formats; broker, merchant or commodity services and fees, including “futures commission merchants”; ancillary or related necessary or advisable services; asset management and agency agreements; or otherwise related offerings are permitted under this Trading Authority Policy as long as the underlying commodity itself is authorized and the cost of the offerings are commercially reasonable as determined by GWP. Such costs may include flat fees, commissions, volumetric or per transaction pricing, cost sharing or any other reasonable pricing methodology.
The following transaction types are not new to GWP and therefore do not require the review and approvals described within this Section 3.8 if they are bilateral or within previously used trading venues: (1) a physical spot or forward bilateral capacity, energy, ancillary service or transmission transaction; (2) a physical spot or forward natural gas, including natural gas, biogas, and hydrogen that can be used as fuel for gas-fired generation facilities, imbalance, storage or transportation transaction, or related gas scheduling services, asset management agreements and agency agreements; (3) an over-the-counter (OTC) physical option (calls or puts); (4) a CAISO authorized pool transaction as noted in Section 4.2; (5) emission allowance and emission reduction credit transaction, as noted in Section 4.4; (6) a renewable energy credit transaction; (7) a carbon allowance or carbon emission offset transaction; (8) a low carbon fuel standard credit transaction; (9) an over-the-counter (OTC) financial transaction; (910) an exchange-traded transaction; or (10) a low carbon fuel standard credit transaction, including brokerage and related services for any allowed commodity or product, as well as futures commission merchants and related or similar services. Such transactions may take place on commercially reasonable terms if specific price and other transaction features are not set forth in an applicable commodity matrix, provided that any transaction in the underlying commodity itself is in accordance with this Trading Authority Policy. 153 of 262
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24 4. TRADING AUTHORITY MATRICES
A vital control element in the management of risk is the development of and adherence to transaction limits. Limits ensure that trading and hedging activity is appropriate and controlled at various levels of position aggregation and duration of transactions. The limits are established in consideration of overall portfolio strategies, market conditions, and risk tolerance levels. The product offerings and transaction types set forth in Section 3.8, above, apply to all commodities herein, in addition to the specific examples listed in each commodity matrix.
In addition to the term limits specified in the below commodity matrices, for transactions executed through or utilizing a Southern California Public Power Authority (SCPPA) project competitive bidding process or procurement (inclusive of competitive, sole source or other methods), the term of the transaction under City Manager or GWP General Manager approval authority under all matrices may exceed 5 years to be consistent with the respective SCPPA project related procurement cycle, up to a 7 year maximum.
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25 4.1 BILATERAL ELECTRIC POWER AND TRANSMISSION TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for power and transmission transactions.
Per Transaction Limits Per Trading Day
Limits Aggregate Limits
Title Product Term Lead
Time
MW
Size
$/
MWH
Total
MWH
Total
$
Total
MWH Total $
> 2 Years
< 5 Years 100 $100City Manager
and General
Manager
Electric
Power
and
Trans < 2
Years
< 5
Years No
Max.
No
Max.
2,190,000 $150
Million 4,380,000 $300
Million
> 1 Year
< 2 Years 100 $150
Chief or
Assistant
General
Manager
(Power
Management)
and Integrated
Resource
Planning
Administrator
Electric
Power
and
Trans < 1 Year
< 3
Years No
Max.
No
Max.
876,000 $80
Million 1,752,000 $160
Million
> 1 Week
< 1 Year
< 1
Year 100 $150Energy
Trading
Manager
Electric
Power
and
Trans < 1
Week
< 1
Month 100 $1000
438,000 $40
Million 876,000 $80
Million
> 1 Week
< 3
Months
< 1
Year 50 $100Energy
Marketer/
Trader
Electric
Power
and
Trans
< 1 Week < 1
Month 75 $250
74,400 $10
Million 219,000 $30
Million
Physical
Electric
Power
and
Trans
< 1 Day < 1
Day
100 $1000
(1) 12,000 $4
Million 24,000 $8
Million
ACES
Financial
Electric
Power
None
(1) The dollar limit may only be exceeded without pre-approval of the GWP Deputy General Manager (Power Management) or the GWP General Manager in order to “Keep the Lights On” (KLO).
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26 (1)(2) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
“Keep the Lights On” (KLO) Procedure
KLO trades are defined as trades executed during Stage 2 CAISO Emergency NotificationsAlert(s) that exceed approved MWh dollar limits.
A Stage 2An Emergency Alert is defined as the CAISOBA or ISO taking all mitigating actions during a contingency event and ismay no longer able to providesupply its expected energy requirements. When a trade is executed to “Keep the Lights On,” the trader must perform and log an event analysis. The analysis must include:
1) Generation assets,
2) Transmission,
3) Ancillaries,
4) Natural Gas Delivery Conditions, and
5) Forecast Methodology (Snapshot of Load and PRT)
The trading staff must log the event within 24 hours of occurrence and notify the GWP Energy Trading Manager for review. If feasible, trading staff should notify GWP that a KLO Procedure may occur, but notification is not required to perform the KLO Procedure.
4.1.1Bilateral Electric Power and Transmission Transaction Limits Matrix Explanations
•Transaction Limits represent the MW volume per hour and dollars/MWH for each transaction executed.
•Per Trading Day Limits represent the total MWh volume and dollars for all transactions executed in a trading day.
•Aggregate Limits represent the sum total MWh volume and dollars for all open forward transactions with all counterparties.
•Lead time represents the time period from the date a trade is executed to the start of the trade.
•The dollar limits are based upon electric power only and do not include transmission, however, the Term, Lead Time, and Quantity limits do apply to transmission.
•To the extent the transaction price can be identified separately for energy and renewable energy attributes, the energy portion of any bundled (energy and renewable energy attribute) transaction must be monitored against the limits above, while the renewable energy attribute portion of any bundled transaction must be monitored against the renewable energy credits authority matrix.
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27 •Authorized products include spot and forward electric power and transmission, including both physical and financial derivatives, as well as bilateral capacity and bilateral ancillary services. Financial derivatives may be OTC or exchange traded products.
•The transaction term limit for ACES (and/or other City consultant, if not ACES) of < 1 Day covers individual daily transactions as well as executed transactions for more than one day to accommodate weekends or holidays, which could have terms up to 3 days for a normal weekend and up to 5 days to cover a holiday weekend.
•Energy Marketer/ Trader limits will be delegated to ACES (and/or other City consultant, if not ACES) only while performing Day-ahead services.
4.1.2 Authorized Delivery Locations
Trading at delivery locations that are normal to the daily course of business for GWP to the extent transmission is available, is authorized as follows:
Unrestricted Delivery Locations
•WECC including CAISO
Trading at any other delivery locations shall be prohibited unless approved by the City Manager, GWP General Manager, or GWP ERMC.
4.1.3 Firmness of Power
The product firmness of all transactions must be provided for in an executed agreement between GWP and the appropriate counterparty. Sales commitments must never be more “firm” than the supply source, including the purchase side of back-to-back sales, swaps or spreads, unless the sale can be resupplied by GWP generating resources or sufficient and timely reserves that are exclusive of reserves for the single largest contingency. Transaction(s) cannot reduce system reliability and must be logged in detail including specific resupply resource(s). The City Manager or GWP General Manager can provide pre- approved authority to sell power that is more “firm” than the supply source without sufficient and timely reserves.
4.1.4 Transmission Service Firmness and Volume
Transmission purchase(s) must be at least of “equal” firmness to the energy component of the associated transmission purchase(s). If firm transmission is unavailable, less-firm transmission can be used as long as there are sufficient reserve resources to supplement curtailed schedule(s) caused by transmission priority. Utilization of less-firm transmission cannot reduce system reliability and must be logged in detail including specific reserve 157 of 262
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28 resource(s). The City Manager or GWP General Manager can provide pre- approved authority to purchase power that is more “firm” than the associated transmission without sufficient reserve resources.
When a transmission purchase is related to a fixed-volume energy transaction, the volume of the transmission purchase shall not exceed the energy component of the associated transmission purchase.
4.2 CAISO TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for CAISO transactions.
CAISO Per Transaction Limits
Title Product Delivery
Lead Time Term MW
Size $/MWh
Imports/Exports As required
by CAISO < 1 Week No Max No Max
Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC
Energy Transactions
Congestion Revenue Rights As required
by CAISO < 1 Year No Max No Max
City Manager
and General
Manager
All other CAISO Products
(Generation Awards,
Demand Awards, Virtual
Transaction Awards)
None None None None
Imports/Exports As required
by CAISO < 1 Week No Max No Max
Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC
Energy Transactions
Chief or
Assistant
General
Manager
(Power
Management)
and Integrated
Resource
Planning
Administrator
All Other CAISO Products
(Generation Awards,
Demand Awards, Virtual
Transaction Awards,
Congestion Revenue
Rights)
None None None None
Imports/Exports As required
by CAISO < 1 Week 100 CAISO Price
Cap
Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC
Energy TransactionsEnergy Trading
Manager All Other CAISO Products
(Generation Awards,
Demand Awards, Virtual
Transaction Awards,
Congestion Revenue
Rights)
None None None None
Energy
Marketer/ Imports/Exports As required
by CAISO < 1 Week 75 CAISO Price
Cap
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29 Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC
Energy Transactions
Trader
All Other CAISO Products
(Generation Awards,
Demand Awards, Virtual
Transaction Awards,
Congestion Revenue
Rights)
None None None None
Imports/Exports As required
by CAISO < 1 Week 75 CAISO Price
Cap
Ancillary Service Awards None None None None
Inter SC Energy
Transactions
See matrix explanation below regarding Inter SC
Energy Transactions
ACES All Other CAISO Products
(Generation Awards,
Demand Awards, Virtual
Transaction Awards,
Congestion Revenue
Rights)
None None None None
(1) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
4.2.1 CAISO Transaction Limits Matrix Explanations
•Generation Award Limits are per generating unit. A Generation Award is defined as the amount of energy a market participant is required to generate within the market after submitting a generation offer for the supply of Energy and/or Ancillary Services, including Self Schedules, submitted by Scheduling Coordinators for generating resources, conveyed through a three -part offer to either the DA or RT CAISO Markets. •Demand Award Limits are per each load location. A Demand Award is defined as the energy awarded to a market participant according to the amount submitted in the DA market via a demand bid that indicates the MWh of Energy the Scheduling Coordinator is willing to purchase, the price at which it is willing to purchase the specified Energy, and the applicable Trading Hours for which the energy will be purchased. •Import and Exports are by location and are each monitored separately.
Imports are defined as energy located outside the ISO Controlled Grid that is imported in tointo the CAISO Controlled Grid via an energy award and electronic tag. Exports are defined as energy located within the ISO Controlled Grid that is exported out of the CAISO Controlled Grid via an energy award and electronic tag.
•Inter SC Energy Transaction is an energy quantity traded from one SC to another SC for a specific hour and location. Inter SC Trades may be submitted to the ISO but are not monitored as they are a direct result of the bilateral trade executed between the SC’s. The bilateral transaction will only 159 of 262
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30 be monitored in accordance with the Bilateral Electric Power and Transmission Matrix.
•Limits for Ancillary Service Awards apply to the Regulation and Operating (Spinning and Non-Spinning) Reserve Market. Ancillary Services are defined as Regulation, Spinning Reserve, Non-Spinning Reserve, Replacement Reserve, Voltage Support and Black Start together with such other interconnected operation services as the ISO may develop in cooperation with Market Participants to support the transmission of Energy from Generation resources to Loads while maintaining reliable operation of the ISO Controlled Grid in accordance with Good Utility Practice. •Only Congestion Revenue Rights that are bought and sold via the long- term, annual and monthly auctions or in the secondary market are monitored per the limits above. This excludes congestion revenue rights allocated in the Annual Allocation.
•Energy Marketer/ Trader limits will be delegated to ACES (and/or other City consultant, if not ACES) or other specified agent) only while performing Day-ahead services.
4.3 NATURAL GAS TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for natural gas and gas transportation transactions.
Per Transaction Limits Aggregate Limits
Revenue
Share to
Counterparty
Limit
Title Product Term Lead
Time
Daily
MMBtu
Volume
$/
MMBtu
Total
MMBtu
Total
$
%
Share
$
Limit
> 2
Years
< 5
Years
10,000 $10Natural
Gas &
Transport < 2
Years No Max. No
Max.
6,000,000 $24
Million N/A N/A
City Manager
and General
Manager Asset
Manage
ment &
Agency
Agreeme
nts
< 5
Years
< 5
Yrs.
No Max. No
Max. No Max. No
Max. 25% $5
Million
Chief or
Assistant
General
Manager
Natural
Gas &
Transport
> 1
Year
< 2
Years
< 3
Yrs. 10,000 $10 3,000,000 $12
Million N/A N/A
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31 (Power
Management)
and Integrated
Resource
Planning
Administrator
< 1
Year No Max. No
Max.
> 3
Month
< 1
Year
10,000 $15
> 1
Week
< 3
Month
10,000 $20
Energy
Trading
Manager
Natural
Gas &
Transport
< 1
Week
< 1
Yr.
20,000 $25
1,500,000 $8
Million N/A N/A
> 1
Week
< 3
Month
s
10,000 $15Energy
Marketer/
Trader
Natural
Gas &
Transport
< 1
Week
< 6
Mo.
20,000 $20
900,000 $6
Million N/A N/A
ACES
Natural
Gas &
Transport
None None None None None None N/A N/A
(1) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
4.3.1 Natural Gas Transaction Limits Matrix Explanations •Transaction Limits represent the MMBtu volume per day and dollars/MMBtu for each transaction executed.
•Aggregate Limits represent the total MMBtu volume and dollars for all forward transactions.
•Lead time represents the time period from the date a trade is executed to the start of the trade.
•The dollar limits are based upon natural gas only and do not include transportation, however, the Term, Lead Time, and Quantity limits do apply to transportation.
•Authorized products include physical natural gas, including but not limited to natural gas, biogas, and hydrogen, imbalance, transportation, scheduling, and storage, as well as financial natural gas derivatives, including financial basis transactions, asset management agreements and agency agreements. Financial natural gas derivatives may be OTC or exchange traded products.
•Energy Marketer/ Trader limits will be delegated to ACES (and/or other City consultant, if not ACES) (or other specified agent) only while performing Day-ahead services.
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32 4.3.2 Authorized Delivery Locations
Physical natural gas transactions may only be executed for delivery at GWP facilities or at delivery locations in which an approved transportation agreement is in place to transport the natural gas to GWP facilities.
Financial natural gas transactions may only be executed at the following locations:
•Henry Hub
•SoCal Border
•San Juan Basin
•Permian Basin
•AECO
•SoCal Citygate
•PG&E Citygate
Trading at any other locations shall be prohibited unless transportation is available in the event physical delivery is deemed necessary.
4.3.3 Natural Gas Firmness
The product firmness of all trades must be provided for in an executed agreement between GWP and the appropriate counterparty. Sales commitments must never be more firm than the supply source unless pre-approved in writing by the City Manager or GWP General Manager.
4.3.4 Transportation Firmness
The City Manager or GWP General Manager must pre-approve firm natural gas purchases or sales transported on non-firm transportation.
4.3.5 Asset Management and Agency Agreement Criteria
In situations where GWP has idle capacity or usage rights on owned or contracted gas transmission lines, and it does not have the internal resources or expertise to manage the excess capacity efficiently, GWP intends to enter into asset management or agency agreements, as applicable, to optimize and manage its share of capacity to generate revenue for GWP Asset Management and Agency Agreements will only be entered into if it is determined to be in GWP’s best interest to execute such agreements. The income received by GWP may be based on a value/revenue sharing percentage, fixed-rate, or other reasonable methodology and meet the following requirements:
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33 •The terms of the agreement must be commercially reasonable as determined by the City Manager, GWP General Manager or designee; and •The additional income received by GWP must exceed expenses incurred under the agreement.
•The percentage of revenue sharing (if any) with the counterparties to such agreements may not exceed 25% to such entities; any greater percentage must be approved by the City Council.
•The absolute amount of revenue to be received by such counterparties shall not exceed $5,000,000, unless approved by the City Council.
4.4 EMISSION ALLOWANCE AND EMISSION REDUCTION CREDIT TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for Emission Allowance and Emission Reduction Credit (ERC) transactions.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
Allowances
$/
Allowance
Total
Allowances Total $
City Council
SO2 and NOx
Emission
Allowances
No Limit No Limit No Max Market No Max No Max
City Manager
and General
Manager
SO2 and NOx
Emission
Allowances
As
Required
As
Required As Required Market As Required Market
Chief or
Assistant
General
Manager
(Power
Management)
and Integrated
Resource
Planning
Administrator
SO2 and NOx
Emission
Allowances
As
Required
As
Required As Required Market As Required Market
Energy
Trading
Manager
SO2 and NOx
Emission
Allowances
As
Required
As
Required As Required Market As Required Market
Energy
Marketer/
Trader
SO2 and NOx
Emission
Allowances
As
Required
As
Required As Required Market As Required Market
ACES
SO2 and NOx
Emission
Allowances
None None None None None None
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34 Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
Credits $/ Credit Total
Credit Total $
City Council
Emission
Reduction
Credit
No Limit No Limit No Max Market No Max No Max
City Manager
and General
Manager
Emission
Reduction
Credit
As
Required
As
Required As Required Market As Required Market
Chief or
Assistant
General
Manger
(Power
Management)
and
Integrated
Resource
Planning
Administrator
Emission
Reduction
Credit
As
Required
As
Required As Required Market As Required Market
Energy
Trading
Manager
Emission
Reduction
Credit
As
Required
As
Required As Required Market As Required Market
Energy
Marketer/
Trader
Emission
Reduction
Credit
As
Required
As
Required As Required Market As Required Market
ACES
Emission
Reduction
Credit
None None None None None None
(1) Referrals to “ACES” in the above matrices apply to other City consultants, if not ACES.
4.4.1 Emission Allowance and Emission Reduction Credit Transaction Limits Matrix Explanations
•Under the Acid Rain Program, one allowance is equivalent to one ton of SO2 or NOx. Under the ERC, one credit can be equivalent to one pound of pollutant reduction per day or one ton of pollutant reduction per year.
Under SCAQMD Reclaim program, SO2 or NOx are purchased and sold by dollars per pound.
•Per Transaction represent the total quantity in allowances or credits and dollars/allowance or dollars/credit for each transaction executed. •Aggregate Limits represent the sum total quantity in allowances or credits and dollars for all forward transactions.
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35 •Lead time represents the time period from the date a trade is executed until actual transfer of the certified emission allowance(s) or credit(s) confirmed in the Allowance Management System (AMS).
•Maximum trading limits (As Required) and market execution prices (Market) will be based on meeting emission compliance requirements for the Grayson Power Plant or other GWP emitting resources as reflected in the Transaction Limits Matrix.
•Authorized emission allowances and credits include Particles Oxidation Catalysts (POC), Volcano Smog (VOG), Volatile Organic Compound (VOC)Reactive Organic Gas (ROG), Particulate Matter (PM2.5 & PM10), Sulfur Dioxide (SO2), and Nitrogen Oxide (NOx).
•Participation in the Emission Auction is not governed or limited by the Trading Authority Policy. Due to varying compliance needs and market complexities, auction strategies will be reviewed by the ERMC and approved in writing by GWP management.
4.5 RENEWABLE ENERGY CREDIT TRANSACTION LIMITS
The following sets transaction limits, definitions, and procedural requirements for Renewable Energy Credit (REC) transactions.
Per Transaction Limits Aggregate Limits
Title Produc
t Term Lead
Time
Total REC
Units
$/
REC Unit
Total REC
Units Total $
> 2
Years
< 5
Years
876,000 $50City Manager
and General
Manager
RECs
< 2
Years
< 5
Years
No Max No Max
2,190,000 $50 Million
> 1
Years
< 2
Years
438,000 $50
Chief or
Assistant
General
Manager
(Power
Management
) and
Integrated
Resource
Planning
Administrator
RECs
< 1
Year
<3
Years
No Max No Max
876,000 $25 Million
Energy
Trading
Manager
RECs < 1
Year
< 1
Year 219,000 $50 438,000 $10 Million
Energy
Marketer/
Trader
RECs < 3
Month
< 6
Month 74,400 $50 219,000 $5 Million
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36 ACES RECs None None None None None None
(1) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
4.5.1 Renewable Energy Credits Transaction Limits Matrix Explanations •The matrix above addresses authority for REC transactions that are stand- alone transactions (from power), or where the price of such RECs areis unbundled from the price of power. Bilateral power trades with renewable energy attributes bundled in the power price will be monitored against the bilateral power matrix.
•Per Transaction Limits represent the total units and dollars/unit for each REC transaction executed.
•Aggregate Limits represent the sum total units and dollars for all open forward transactions with all counterparties and on all trading venues. •Lead time represents the time period from the date a trade is executed until:
othe start of the delivery obligation in the case of forward RECs to be generated, or
othe actual transfer of standalone RECs occurs in WREGIS for certified RECs that have been banked or generated.
4.6 CARBON ALLOWANCE AND CARBON EMISSION OFFSET TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for carbon (CO2e) allowances and carbon emission offsets.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
CO2e
$/
CO2e
Total
Co2e
Total
$
> 2
Years
< 5
Years
1,000,000 $50City Manager and General
Manager CO2e
< 2
Years
< 5
Years
No Max No
Max
3,000,000 $50
Million
> 1
Year
< 2
Years
500,000 $50
Chief or Assistant General
Manager (Power
Management) and Integrated
Resource Planning
Administrator
CO2e
< 1
Year
< 3
Years
No Max No
Max
1,500,000 $25
Million
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37 Energy Trading Manager CO2e < 1
Year
< 1
Year 250,000 $50 750,000 $10
Million
Energy Marketer/ Trader CO2e < 3
Month
< 6
Month 25,000 $50 100,000 $2
Million
ACES CO2e None None None None None None
(1) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
4.6.1 Carbon Allowances and Carbon Emission Offsets Transaction Limits Matrix Explanations
•The matrix above addresses authority for Carbon Allowances and Carbon Emission Offsets such as CCA, GCCO, CCO3, and CCO8.
•Per Transaction Limits represent the total allowance/offset volume and dollars/CO2e for each Carbon Allowance or Carbon Emission Offset transaction executed.
•Aggregate Limits represent the total allowance/offset volume and dollars for all forward Carbon Allowance or Carbon Emission Offset transactions. •Lead time represents the time period from the date a trade is executed until the actual transfer of the certified Carbon Allowances or Carbon Emission Offsets occur in CITSS.
•Participation in the Carbon Auction is not governed or limited by the Trading Authority Policy. Due to varying compliance needs and market complexities, auction strategies will be reviewed by the ERMC and approved in writing by GWP management.
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38 4.7 LOW CARBON FUEL STANDARD (LCFS) CREDIT TRANSACTION LIMITS The following sets transaction limits, definitions, and procedural requirements for Low Carbon Fuel Standard (LCFS) Credits transactions.
Per Transaction Limits Aggregate Limits
Title Product Term Lead
Time
Total
LCSF
Credits
$ per
LCFS
Credit
Total
LCFS
Credits
Total $
City Council LCFS No
Limit
No
Limit No Max No Max No Max No Max
> 2
Years
< 5
Years
50,000 $1000City Manager and
General Manager LCFS
< 2
Years
< 5
Years
No Max No
Max
300,000 $50
Million
Chief or Assistant
General Manager
(Power Management)
and Integrated
Resource Planning
Administrator
LCFS < 2
Years
< 3
Years 50,000 $750 150,000 $30
Million
Energy Trading
Manager LCFS < 1 Year < 1
Year 25,000 $500 75,000 $15
Million
Energy Marketer/
Trader LCFS < 3
Month
< 6
Month 10,000 $300 25,000 $5 Million
ACES LCFS None None None None None None
(1) Referrals to “ACES” in the above matrix apply to other City consultants, if not ACES.
4.7.1 Low Carbon Fuel Standard (LCF) Credit Transaction Limits Matrix Explanations
•The matrix above addresses authority for Low Carbon Fuel Standard Credits
•Per Transaction Limits represent the total credits and dollars/credit for each Low Carbon Fuel Standard Credit transaction executed. •Aggregate Limits represent the total credits and dollars for all forward transactions.
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39 •Lead time represents the time period from the date a trade is executed until actual transfer of the certified LCFS credit(s) confirmed in the LCFS Reporting Tool (LRT).
5. ACKNOWLEDGEMENTS
5.1 Clear Authority
Any situation where authority is in question from a “clearly authorized” standpoint should be reviewed and authorized by the City Manager or GWP General Manager. In situations where after a review by the City Manager or GWP General Manager has been performed and clear authority is still in question, the matter will be presented to the City Council for authorization.
5.2 Violations and Sanctions
Violations of this Trading Authority Delegation must not occur. Should it be deemed that non-compliant incidents did occur; the Risk Manager will report such incidents to the ERMC for evaluation according to the GWP Trading Sanctions Policy.
5.3 Sanctions for Operational/Scheduling/Tagging/Transmission Errors Errors made while performing operational, scheduling or transmission responsibilities may result in disciplinary action according to the guidelines outlined in the GWP Trading Sanctions Policy.
5.4 Delegation Effectiveness
This Trading Authority Delegation is in effect upon approval of the City Manager and GWP General Manager and shall remain in effect until a replacement delegation has been approved.
5.5 Authority Delegation Acknowledgement
____________________________ ________________
Roubik Golanian Date
City Manager
City of Glendale
____________________________ ________________
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Trading Authority Policy
Glendale Water & Power TBD
40 Mark YoungScott K. Mellon, P.E. Date
InterimActing General Manager
Glendale Water & Power
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CITY OF GLENDALE, CALIFORNIA
REPORT TO THE CITY COUNCIL
AGENDA ITEM
Report: Glendale Water and Power Water Master Plan Communications and Outreach Plan
1. Motion to Note and File Glendale Water and Power’s Water Master Plan Communications and Outreach Plan.
COUNCIL ACTION
Item Type: Action Calendar
Approved for May 13, 2025 calendar
EXECUTIVE SUMMARY
In 2024, Glendale Water and Power (GWP) entered into a Professional Services Agreement (PSA) with Arcadis U.S., Inc. to develop a comprehensive Water Master Plan (WMP). This plan is a critical step towards improving and maintaining the City’s water infrastructure and enhancing Glendale’s water reliability and sustainability by reducing dependence on imported water. To support the WMP, GWP developed an Outreach Plan (see Exhibit 1) designed to educate residents, engage stakeholders, and foster public trust in recycled water initiatives. By prioritizing strategic communication and proactive community involvement, the outreach plan aligns with the City’s long-term goals of equitable service, infrastructure investment, and environmental stewardship.
RECOMMENDATION
Note and file the herein report regarding GWP’s Water Master Plan Communication and Outreach Plan.
ANALYSIS
The outreach plan aims to support the implementation of the WMP by educating the community about the benefits of re-investing into its infrastructure while enhancing local water sources and ensuring long-term water reliability and sustainability. It seeks to build trust and transparency while encouraging public engagement in the planning process.
The key elements of this plan are outlined below:
Audience: The target audience includes Glendale residents, businesses, and stakeholders who rely on GWP’s services. Special emphasis is placed on reaching diverse communities and ensuring equitable access to information and participation. 171 of 262
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Messaging: This focuses on key themes such as water service reliability, sustainability, and emergency preparedness. It highlights the importance of proactive investment in infrastructure and emphasizes the safety, and reliability of recycled water as a critical resource for Glendale’s future.
Research: The plan proposes conducting formal public opinion surveys to gauge community priorities, awareness, and concerns about recycled water. Feedback from surveys and stakeholder interviews will guide the development of outreach materials and strategies to ensure they resonate with the community.
Content Development: Informational materials such as fact sheets, infographics, FAQs, and success stories will be created in alignment with GWP branding standards. These materials will be designed to educate the public about recycled water, its benefits, and the planning process, while addressing common concerns such as cost and safety.
Public Outreach: The outreach strategy includes community meetings, virtual sessions, newsletters, social media campaigns, and direct mailings. These efforts will ensure broad participation across Glendale, providing opportunities for residents to engage with the planning process and share feedback.
Media Relations: Traditional and digital media channels will be leveraged to amplify outreach messages. Social media platforms, newsletters, and event materials will be used to promote awareness and provide updates on the progress of the Recycled Water Master Plan.
The effectiveness of the outreach plan will be measured through public feedback, survey results, engagement levels on social media, and participation in community events. These metrics will help refine the strategy and ensure the plan remains responsive to community needs.
The outreach schedule begins this month (May 2025) and will be completed by May 2026. The preliminary tasks for the outreach plan include research and strategic development of outreach platforms to better understand GWP’s communities and stakeholders. These foundational tasks will take place in the first four months and are intended to inform the content that will be developed to educate and engage with the community. Community engagement activities will take place from June 2025 until the completion of the Water Master Planning efforts in the first quarter of 2026.
STAKEHOLDERS/OUTREACH
Stakeholders Identified: The outreach plan prioritizes engagement with the following groups:
•Residents: Including homeowners, tenants, and individuals in priority populations such as low-income households and non-English-speaking communities.
•Businesses: Local business owners, major employers (e.g., Americana, DreamWorks, Disney), and commercial water users.
•Community Organizations: Nonprofits, environmental groups, cultural organizations, and advocacy groups (e.g., Glendale Environmental Coalition, 172 of 262
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Armenian National Committee).
•Youth and Educational Groups: Glendale Unified School District (GUSD), Glendale Community College, and youth leadership programs. •Neighborhood Associations: Including property owner associations and tenant unions.
•Regional Water Agencies: Neighboring utilities such as Burbank Water and Power, Pasadena Water and Power and the Los Angeles Department of Water and Power.
Outreach Methods: GWP will use a combination of traditional and modern outreach methods tailored to the needs and preferences of Glendale’s diverse community:
•Community Meetings: Informal, open-house-style meetings will provide residents and stakeholders with opportunities to interact directly with project staff, ask questions, and give feedback.
•Social Media Campaigns: Targeted posts across platforms like Facebook, Instagram, and Nextdoor will amplify outreach efforts and provide regular updates.
•Direct Mail and Email Notifications: Mailers and e-blasts will ensure residents who may not actively follow digital channels are informed about the plan and encouraged to engage.
•Website and Online Resources: A dedicated webpage on the City’s website will serve as a central hub for project updates, downloadable materials, and public input opportunities.
•Pop-Up Outreach: The outreach team will participate in existing city events (e.g., Glendale Farmers Market, Glendale Cruise Night) to meet residents where they are and provide accessible information about the plan. •Stakeholder Advisory Group (STAG): GWP will reconvene and expand its advisory group to include representatives from key stakeholder groups, ensuring consistent input and feedback throughout the process.
Past and Upcoming Engagement Activities:
•Stakeholder List Development: As outlined in Appendix C of the attached outreach plan, a comprehensive list of stakeholders has been identified to ensure broad and equitable engagement.
•Community Input Activities: Initial stakeholder interviews and surveys are planned to assess current community awareness, priorities, and concerns about water services. These activities will guide the development of outreach materials and messaging.
•Future Community Events: Beginning in September, GWP will host several in- person and virtual engagement events, supported by targeted outreach via social media, newsletters, and direct mail.
Impact and Insights: Initial outreach efforts have already highlighted key opportunities to enhance communication and build trust with Glendale’s diverse community. For example, early discussions with community leaders have emphasized the importance of delivering materials in multiple languages and addressing common concerns about the 173 of 262
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safety and cost of recycled water. By prioritizing equitable access to information and actively seeking feedback, GWP aims to ensure the planning process reflects community values and priorities.
FISCAL IMPACT
No new appropriation is being requested at this time. Funds for this item have already been approved as part of the 2025 Recycled Water Master Plan and Water System Master Plan development in the FY 2024-25 budget. The City Council approved funding is outlined below:
Existing Appropriation
Amount Account String Funding Source
$1,316,582 43110-5920-GWP-4700-P0000 Water Works Revenue Fund
ENVIRONMENTAL REVIEW (CEQA/NEPA)
Not Applicable. The action requested herein is to note and file the herein Report and as such is not a project for the purposes of California Environmental Quality Act (CEQA).
CAMPAIGN DISCLOSURE
Not Applicable.
ALTERNATIVES TO STAFF RECOMMENDATION
1: Choose not to note and file the herein report as requested by staff. 2: Consider any other alternative not proposed by staff.
ADMINISTRATIVE ACTION
Submitted by:
Scott K. Mellon, P.E., Acting General Manager - Glendale Water and Power Prepared by:
Chisom Obegolu, Assistant General Manager - Water
Approved by:
Roubik R. Golanian, P.E., City Manager
EXHIBITS/ATTACHMENTS
Exhibit 1: GWP Recycled Water Outreach Plan.
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M O T I O N
Moved by Council Member ________________________________, seconded by Council Member __________________________________, that the City Council hereby notes and files the Report dated May 6, 2025 by the Acting General Manager of Glendale Water and Power Department (GWP) regarding GWP’s Water Master Plan Communications and Outreach Plan.
Vote as follows:
Ayes:
Noes:
Absent:
Abstain:
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Recycled Water Master Plan
Communications and Outreach Plan
Prepared for: City of Glendale Water & Power
April 2025
Prepared by:
EXHIBIT 1
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Contents
1. Objective .............................................................................................................................. 3
2. Audiences ............................................................................................................................ 3
3. Messaging ............................................................................................................................ 3
4. Research .............................................................................................................................. 8
5. Content Development ......................................................................................................... 10
6. Public Outreach .................................................................................................................. 13
7. Media Relations .................................................................................................................. 17
8. Metrics ............................................................................................................................... 18
9. Implementation Schedule ................................................................................................... 19
10. Appendices .................................................................................................................... 20
Tables
Table 1. Key Message #1 Supporting Details .................................................................................. 4 Table 2. Key Message #2 Supporting Details .................................................................................. 5 Table 3. Key Message #3 Supporting Details .................................................................................. 6 Table 4. Key Message #4 Supporting Details.................................................................................. 7 Table 5. Key Message #5 Supporting Details .................................................................................. 8 Table 6. Foundational Informational Materials ............................................................................. 11 Table 7. Visual Explainers and Graphics ...................................................................................... 11 Table 8. Presentation and Event Materials ................................................................................... 12 Table 9. Channel-Specific Adaptations ....................................................................................... 12 Table 10. Multi-Language Materials ............................................................................................. 13
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1. Objective
This Communications and Outreach Plan outlines a strategic approach to inform, educate, and engage Glendale Water & Power (GWP) customers throughout the Water Master Planning process.
The objective is to increase public understanding of the value of water, the importance of long-term planning and the need to invest in local water infrastructure. Through consistent messaging, clear educational materials and inclusive community outreach and engagement, this plan aims to build trust, promote transparency and support informed decision-making that benefits all Glendale residents.
2. Audiences
To ensure meaningful engagement, our outreach will focus on a wide range of audiences in Glendale, including but not limited to:
• Government & Planning Entities
• Water Agencies & Neighboring Utilities
• Environmental & Environmental Justice Organizations
• Tribal Nations
• Community-based organizations (CBOs)
• Advocacy Organizations
• Multicultural Associations & Language Groups
• Education & Youth-Focused Organizations
• Neighborhood Associations
• Labor & Workforce Organizations
• Civic & Service Clubs
• Industry & Business
• Faith-based organizations
See Appendix A for a more detailed audience list, to be incorporated with existing GWP stakeholder lists.
3. Messaging
Key messages serve as the foundation of outreach efforts, ensuring clear and consistent communication. Messages are designed to help inform, educate and build trust with GWP customers by explaining the purpose of the planning effort, the importance of investing in water reliability and the role of recycled water in a sustainable water future.
As the planning process moves forward, messages will be adapted to reflect new information, emerging recommendations and community feedback. This approach ensures that messaging 178 of 262
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remains relevant, transparent and responsive throughout the development of the Recycled Water Master Plan.
Theme: Planning for a Reliable Water Future
Key Message #1: GWP is developing both a Water Master Plan and a Recycled Water Master Plan to identify where investments are needed today to ensure a safe and reliable water system for generations to come.
Table 1. Key Message #1 Supporting Details
Key Message #1 – Supporting Details
Water Supply
Glendale’s water system depends heavily on imported water from outside the region. Imported water is becoming more expensive and less reliable due to extreme supply variability.
Most of our imported water supplies travel through earthquake-prone areas. A major earthquake could cut off access to this water for 3-6 months, putting two-thirds of the city’s total water supply at risk.
The Recycled Water Master Plan will evaluate how to reduce risks on our imported water sources by expanding our local recycled water supply.
By planning now, we’re building a roadmap that supports reliability, resiliency and community needs - both today and in the future Commitment to Service
For over a century, GWP has been committed to protecting the city’s water system. From source to tap, our staff monitor and maintain the safety of our supply every step of the way.
This planning effort is about continuing that legacy and making sure the infrastructure we have and the investments we make next support long- term service and reliability for our customers.
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Theme: Investing in Infrastructure for a Resilient Future Key Message #2: Investing in Glendale’s water infrastructure protects the value of our water supply, ensures reliable service and strengthens the system to meet the needs of a growing community.
Table 2. Key Message #2 Supporting Details
Key Message #2 – Supporting Details
Value of Water
GWP provides water the helps the City of Glendale thrive. Reliable access to safe water is foundational for healthy, happy communities – it is essential for feeding and bathing our families, maintaining our homes and operating local businesses.
Scope of Service
GWP maintains a complex water system that includes nearly 400 miles of pipeline, 16 wells, 28 reservoirs, 28 pump stations and two water treatment plants. Upgrading this infrastructure ensures that safe, reliable water continues to be delivered to GWP’s 191,000 customers 24/7/365.
Need for Investment
Expanding and modernizing our infrastructure, including recycled water pipelines and treatment systems, will create a more resilient system that reduces reliance on imported water and prepares Glendale for the future.
Proactive investments in our infrastructure today will reduce long-term costs, minimize the risk of emergency repairs and ensure that Glendale residents continue to receive reliable, high-quality water service in the years to come.
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Theme: Adapting to a Changing Climate
Key Message #3: The Recycled Water Master Plan is part of GWP’s long-term strategy to adapt to climate change and reduce dependence on unstable water supplies.
Table 3. Key Message #3 Supporting Details
Key Message #3 – Supporting Details
Impact of Climate
Change
Climate extremes like drought, flooding and changing weather patterns have made imported water less predictable and more expensive.
The plan will explore how recycled water can be part of a more balanced and drought-resilient water supply.
Emergency
Preparedness
A reliable water supply is essential in emergencies like wildfires. Parts of Glendale are in a very high fire hazard severity zone, and having accessible, local water sources can make a critical difference in protecting homes and public safety.
Beyond Conservation
Though saving water is important to ensure adequate supplies, this plan will expand beyond conservation to identify smart, forward-thinking ways we can adapt to better protect Glendale’s water future.
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Theme: Expanding Local Water Through Recycled Water
Key Message #4: GWP’s Recycled Water Master Plan will guide how we expand recycled water use as a reliable, cost-effective local water source.
Table 4. Key Message #4 Supporting Details
Key Message #4 – Supporting Details
Increasing Local Water
Sources
Recycled water currently makes up just 5% of Glendale’s supply. The Recycled Water Master Plan will explore opportunities to grow that to 30% by 2045.
The plan will identify where new purple pipe infrastructure and partnerships, like with the City of Los Angeles, can make the most impact.
Potable Reuse
The plan will also assess the potential for future uses of recycled water, including advanced treatment for drinking water, to help stretch our limited supplies.
Purifying recycled water for drinking is tried and true, with water agencies across the world, including many here in Southern California, already using potable reuse to expand local water supplies.
Every year, GWP staff collect thousands of water quality samples and monitor over 2,000 safety valves throughout the system. That same level of care and oversight will apply to any future use of recycled water.
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Theme: Centering Community Needs in the Planning Process Key Message #5: This planning effort is grounded in community input and focused on delivering equitable, transparent and high-quality water service for all.
Table 5. Key Message #5 Supporting Details
Key Message #5 – Supporting Details
Addressing Community
Concerns
The Recycled Water Master Plan will consider water pressure issues, infrastructure gaps and community feedback to shape future investments.
GWP understands concerns about water quality, costs, and growth and will continue to share information openly and invite public input throughout the planning process.
Equal Benefits for All
No matter where you live in Glendale, GWP is committed to delivering clean, safe water. Every drop is tested, monitored, and managed by dedicated professionals working behind the scenes 24/7.
Our goal is to develop a plan that reflects community values and ensures that all Glendale residents benefit from future improvements.
4. Research
Use publicly available data and informal engagement insights to inform outreach approach and ensure messaging aligns with public priorities. Should GWP engage an opinion research firm to conduct service area specific research, this plan will be updated to reflect those findings.
Stakeholder Interviews
Conduct one-on-one interviews with priority stakeholders to gather candid feedback and gauge awareness of GWP operations while helping uncover potential issues, challenges, and opportunities. Utilize insights to inform future outreach and messaging efforts, positioning GWP as receptive and responsive to stakeholder feedback. These one-on-one interviews help us better understand current perceptions of GWP within the Glendale community. The insights gained from these conversations help shape our communication efforts by highlighting the real issues residents are facing. This feedback enables GWP to assess its programs, operations, and communication style from a fresh perspective.
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Additionally, the input gathered can inform the public outreach strategy by identifying key messages that address community concerns, as well as the most effective methods for delivering those messages through outreach and engagement.
One-on-one conversations with third parties can help illuminate the “real issues” with which people outside a program or project are concerned. With this feedback, the project team may be able to look at its own programs, operations and communication style from a different perspective.
The feedback can also help shape the public outreach program including identifying specific messages to address any concerns and questions raised by these community leaders/interested parties and outreach/engagement methods that will distribute those messages effectively.
Up to 15 one-on-one meetings with stakeholders are proposed. The individuals selected for meetings should represent the range of perspectives. K&A will work with GWP to develop a comprehensive list of stakeholders to be interviewed. Individuals and groups will be identified based in part on their known interest, affiliations, experiences and/or their ability to represent a range of community perspectives. These might include business/economic interests, the environmental community, civic groups or organizations, multi-cultural groups or organizations representing these groups, faith-based organizations, the health community, local government, planning, educators, science and academia. A questionnaire will be prepared in advance and approved by GWP. When interviews are complete, a report and/or presentation will be prepared summarizes the results, without attribution to specific groups or individuals.
See Appendix B for the potential interviewee list.
Deliverables:
o Detailed stakeholder interview discussion guide
o 10-15 one-on-one stakeholder interviews
o Post-interview recap and key takeaways report
Opinion Research – Survey and/or Focus Groups (optional, not included in existing scope):
Consider retaining a research firm (such as FM3 or Probolsky Research) to conduct a formal, statistically valid public opinion survey that’s representative of Glendale residents. A survey can be used as a means to gauge and identify community priorities, awareness, and effectiveness of educational messages. The communications and outreach teams can work closely with an opinion research firm to identify research needs, develop a survey instrument and apply findings to our messaging and can inform the city about community priorities.
With current opinion research on hand, specific to Glendale’s demographics, the communications team is able to identify what customers prioritize, levels of awareness, specific community concerns, what messages are effective and can ultimately guide and inform both outreach and decisions.
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We recommend a combination of focus groups and a survey conducted by a professional opinion research firm.
Focus Groups:
A research firm (Katz & Associates partners regularly with Probolsky Research) can offer a variety of qualitative research methodologies to support this project. Focus groups with 10 – 12 participants can be conducted in person or online. Focus groups will allow for the testing/refining of ideas. We often uncover new concerns and opinions – which may not be on the radar for GWP. Focus groups will specifically help to capture group vernacular and tone, helping to match resident language in marketing efforts. These focus groups can be utilized to test message concepts and designs in an in-depth way.
Focus groups may also be particularly useful in engaging with stakeholders in citizen groups, governing bodies, local elected leaders, and environmental activist groups.
In advance of the focus groups, the researchers will develop a discussion guide in collaboration with the project team. Reporting includes analysis, summary report, transcripts, and edited video with participant demographic overlay. The focus group process includes participant recruitment and incentives, discussion guide design, facilities and meals (if conducted in person), audio and video recording, transcription, and reporting and analysis.
Statistically Valid Survey:
A research team will conduct the survey online using a secure, easy-to-use platform which can be accessed from any device. The survey can be conducted in English, Armenian and Spanish to alleviate language barriers and increase reach. Participants can choose their preferred language at the onset of their survey experience. The sample would be representative of Glendale residents matching the gender, age, and ethnicity of the population, etc.
After the surveys are complete, the researchers will conduct comprehensive statistical analyses of the research results. This helps us discover and present statistically significant results – beyond the broad opinions – and understand the specific factors that contribute to the attitudes and beliefs of all residents. Such analyses are crucial in identifying gaps in perception and awareness. Once we have run all analyses on results, cross-tabulations are developed, graphics are generated, and other reporting elements are prepared.
5. Content Development
All outreach materials and graphics developed for the Recycled Water Master Plan outreach will be created in close coordination with GWP’s Public Outreach Group. The group’s input will guide the development process, and all materials will be reviewed and approved by the team before being 185 of 262
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shared with the public. Content will align with existing GWP branding standards to ensure consistency, clarity and credibility across all communications.
Foundational Informational Materials
Table 6. Foundational Informational Materials
Material Description Target Use
Recycled Water Master Plan
Overview Fact Sheet
Summarizes the purpose,
goals and timeline of the
planning effort
Website, social media,
community meetings, event
handouts
Water Reliability in a
Changing Climate Fact Sheet
Explains why GWP is planning
due to climate and seismic
risks
Newsletter, bill insert,
presentation decks
FAQ: Your Questions About
Potable Reuse/Purified
Water
Answers common concerns
about safety, costs and
potential future use
Website, community meeting
packets, customer service
support, event handouts
Recycled Water Success
Stories
Graphic/fact sheet
highlighting the various
potable reuse projects
throughout SoCal and their
benefits
Website, community
meetings, virtual presentation
decks, social media
Visual Explainers and Graphics
Table 7. Visual Explainers and Graphics
Material Description Target Use
Recycled Water 101
Infographic
Visual explainer of how
recycled water is produced
and used
Social media, website,
community event displays
Water Supply Pie Chart
(1991, 2024, 2045)
Compares past, present, and
future supply mix to show
progress and goals
Presentations, newsletters,
posterboards
“From Source to Tap” Water
Quality Graphic
Illustrates the treatment and
distribution process and
GWP’s water safety
commitment
Website, digital newsletter, bill
insert
Planning Process Roadmap
Graphic
Outlines key planning steps
and opportunities for public
input
All outreach materials
including presentations and
web
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Presentation and Event Materials
Table 8. Presentation and Event Materials
Materials Description Target Use
Public Meeting Slide Deck
Template
Branded, flexible presentation
for community and council
updates
Community meetings, council
briefings, virtual sessions
Large-Format Posterboards
Key visuals like the roadmap,
supply mix and recycled water
101 for display
Community events, libraries,
City Hall
Community Event Handout
(One-Pager)
Brief, friendly overview with
QR code linking to the full
project info
Parks, libraries, school events,
outreach booths
Channel-Specific Adaptations
Table 9. Channel-Specific Adaptations
Materials Descriptions Target Use
Website Highlight Page
Central hub for project
updates, downloadable
materials and public input.
Main landing page for all
digital communications
Newsletter Article Series Short, easy-to-read features
on plan goals, water
supply/recycled water and
upcoming outreach
opportunities
Bi-monthly GWP newsletter,
City Connections e-newsletter
and e-bill notifications
Bill Insert or Envelope Snipe Quick call to action linking to more info about the planning
effort
Paper and e-bills across full
billing cycle
Social Media Graphic Series Branded quick facts and
visuals on recycled water and
water supply
Facebook, Instagram,
Nextdoor and digital
newsletter
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Multi-Language Materials
Table 10. Multi-Language Materials
Materials Description Target Audience
Translated Fact Sheets &
FAQs
Key materials are provided in
Glendale’s most spoken
languages
Ethnic media, direct mail, and
community partner
distribution
Media Kit for Local Language
Outlets
Includes press-ready
summaries, visuals and
messaging
Local ethnic newspapers,
radio and TV outlets
6. Public Outreach
Blend traditional stakeholder engagement methods and modern digital outreach tools to reach GWP customers where they are with messages and content that are relevant and meaningful to them. Leverage existing GWP public outreach group events, stakeholder relationships and digital presence to integrate Recycled Water Master Planning messaging into regular GWP content. K&A outreach team will coordinate closely with the rates study outreach team to ensure alignment of and consistency of messaging.
Stakeholder Advisory Group (STAG)
Leverage existing relationships with key stakeholders through the previously established STAG to convene a new advisory committee specific to the Recycled Water Master Plan. Include a mix of key stakeholders, previous STAG members and residents to ensure representation of GWP’s diverse customer base. Use STAG members to informally test key messages and materials, provide contacts for outreach needs, flag upcoming events and serve as liaisons in the community.
See Appendix C for potential Stakeholder Advisory Group list.
Deliverables:
o Outreach to potential STAG members
o STAG application form development & response tracking o Development of STAG agendas, meeting content and take-home materials Community Meetings and Presentations
Develop a series of informal, “open house” style community meetings to engage key stakeholders and customers throughout the Recycled Water Master Planning process. Provide opportunities for the public to interact directly with project staff in a more conversational, approachable manner 188 of 262
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than typical community presentations or Q&A’s, fostering more meaningful engagement and promoting familiarity between the project team and the community. Public meetings provide an opportunity for the public to ask questions of subject matter experts and provide input and allow the city to directly inform interested parties, communicate project messages, counter misinformation, and obtain substantive and useful comments for the environmental review process and document development. Partner with local schools to introduce youth education programs, hands-on workshops, and conservation-focused curriculum that teach the value of recycled water and sustainability.
Provide snacks/beverages to encourage interest, ideally from a small business or other local partner, to help maximize reach. Consider activities, small giveaways or other types of partnerships to help drive participation amongst a customer base with a relatively low likelihood of attending in- person meetings.
Deliverables:
o 2-3 community open house meetings
o Meeting outreach: E-blasts and text blasts, social media content, key stakeholder emails o Print materials: posters/informational signage, fact sheets, comment cards, project information cards
o Meeting facilitation: event set up and take down, venue/permit coordination (if needed), in- person staffing
Pop-Up Outreach
Fold Recycled Water Master Planning outreach materials and messaging into existing GWP engagements. Integrating into the existing outreach schedule will help us meet customers where they are, while fostering more organic face-to-face interaction with the community. This approach also helps ensure GWP reaches a broader audience than just those who are already tuned in to city/community events.
Potential Events (to be updated based on GWP’s existing events calendar):
o Glendale Farmers Market (Weekly on Tuesdays)
o Montrose Harvest Market (Weekly on Sundays)
o Spring Eggstravaganza (4/12)
o Victorian Easter Egg Hunt (4/13)
o GYA Charity Golf Tournament (4/28)
o Glendale Cruise Night (7/19)
Deliverables:
o Engagement/coordination with event planning staff
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o Development of additional/specific outreach content, as needed o Support staff if needed
Potable Reuse Facility Tours
Take key stakeholders (decisionmakers, city officials, etc.) on guided tours of existing recycled water demonstration facilities in the area, such as MWD’s Pure Water Southern California or LVMWD’s Pure Water Project.
Deliverable:
o Outreach and coordination with demonstration facility staff Public Education on Potable Reuse
Address potential concerns by equitable and inclusive education strategies to educate Glendale residents about potable reuse. We will debunk common myths through public presentations, engaging materials that answer frequently asked questions (FAQs), and highlighting successful potable reuse programs across Southern California, using visuals and fact sheets to build public confidence and credibility. Consider developing educational programs with local K-12 schools to teach students about the importance of recycled water, and partner with local secondary schools/training institutions to engage on career workshops and share information related to building the workforce needed to sustain California’s shift to a more climate-resilient water system.
Deliverable:
o 1-2 educational presentations
o Print materials: posters/informational signage, fact sheets, FAQs, etc. as-needed Website Updates
Prioritize releasing new information, updates, and other relevant information via the City of Glendale website. Great Blue survey results indicated that over two-thirds (68.5%) of GWP customers prefer to look for information about programs and services on the GWP website – and our communications tactics must reflect this preference in order to meet customers where they are with the information we need them to know.
Deliverables:
o GWP website audit
o Development of standalone Recycled Water Master Plan webpage: site maps and wireframes, content development, general web layout and design o Periodic website review and content updates (quarterly, to start) o Short, engaging videos with experts and Glendale Water and Power staff explaining the recycled water processes and highlighting key infrastructure projects 190 of 262
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Newsletters and E-Blasts
Tap into GWP’s existing GovDelivery newsletter distribution to share Recycled Water Master Plan content and updates. Given that 81% of GWP customers prefer to be contacted via email, all Recycled Water Master Planning news, announcements, and updates should be made available to customers via digital platforms. Include recurring sections for partner features, GWP project highlights, employee spotlights, water supply updates, and other engaging short-form content.
When appropriate, such as before Recycle Water Master Plan outreach events, include updates and meeting information in monthly City Connection e-newsletters.
Deliverables:
o Content and copy development for 3-5 GWP From the Source newsletters o Newsletter distribution software support, content/graphics upload and distribution/scheduling
o Newsletter mailing list updates & maintenance
o One-off e-blast development and distribution, as needed Social Media
Develop a suite of educational content focused on the value of water and GWP’s efforts to ensure a reliable water supply to be shared throughout GWP’s existing channels, while also encouraging cross-posting with other city departments, such as @myglendale, @glendalesustainability, @myglendaleparks, @glendalecommunitydevelopment and @myglendalepublicworks. Share engaging, fresh content at a regular cadence, with specific content tied to relevant public awareness days and holidays (such as a post highlighting the benefits of water reuse for “Imagine a Day Without Water, ” etc.). Employ targeted digital strategies to secure engagement and interaction with residents, key stakeholders and other community members. Collaborate with trusted community influencers and local podcasts to help amplify key messages, build credibility, and expand reach across diverse audiences.
Deliverables:
o 6-10 monthly social media content calendars
o One-off social media posts for specific updates, milestones and announcements Digital Partner Toolkit
Develop a suite of digital resources to share with partners, such as STAG Members, local influencers and community organizations to help amplify GWP’s Recycled Water Master Planning messaging and content. Embed relevant links and other tools to make it as easy as possible for partners to share our content throughout their existing channels. 191 of 262
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Deliverables:
o Template newsletters copy
o Template social media graphics and post copy
o Template e-blast content
o Community event/meeting notices
7. Media Relations
Editorial Calendar
Develop and regularly update a 6–12-month editorial calendar to identify key media opportunities.
Integrating key outreach events, such as pop-up outreach and community meeting dates, into the editorial calendar will help maintain message consistency and ensure coordination of the consultant and GWP public outreach groups.
Key Editorial Calendar Opportunities:
o National/World Days (World Water Day, National Drinking Water Week (AWWA), National Water Quality Month, etc.)
o Public Awareness Days (Imagine a Day Without Water, Water Professionals Appreciation Week)
o GWP updates and announcements
o Outreach events (pop-up outreach, community meetings, STAG meetings) o Speaking opportunities
o Social, earned, owned, and paid media engagements
Deliverables:
o Strategic counsel and targeted recommendations for the development of a 6-12-month editorial calendar by the GWP public outreach group.
Opinion Editorials
Draft and place op-eds authored (or co-authored, when appropriate) by third-party supporters and City of Glendale messengers. Op-eds should be amplified through various GWP communications channels and live on a dedicated page of the GWP website. Using a timely and relevant hook, op-ed content should focus on a specific messaging component and, when possible, be authored by trusted community leaders or individuals with lived experiences. Efforts to actively place in city and county publications, industry-specific and neighborhood papers, including non-English publications, should be evaluated and prioritized.
Deliverables:
o Development of a tailored op-ed tied to editorial calendar key dates/events 192 of 262
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o Pitching op-ed content and coordinating with news outlets
8. Metrics
The outreach for GWP can be tracked through both outcomes and outputs. Some elements are more measurable than others, but over time, clear metrics will help us understand what’s working and whether we’re meeting our goals. Use AI or social listening tools to keep an eye on what people are saying and flag any concerns early. Compare this campaign to past efforts to see how it stacks up, and track things like engagement, shifts in public perception, and the effectiveness of our community education.
Outcome Measures
Responses to publications, feedback from stakeholders and social media engagement will help gauge how well GWP is being received by audiences. These can be tracked and analyzed for quantity and sentiment. Opinion research is another tool that can help gauge public sentiment on the topics GWP is heavily communicating about.
We will use the following tools to track community engagement and interest in the program:
o Social media engagement analytics
o Eblast analytics
o Website traffic analytics
o Video views
o Survey results
o Shares of content across partner channels
Qualitative measures could include:
o Stakeholder interview takeaways
o Focus groups quotes
o Comments on social media channels
o Feedback collected at events
Output Measures
Output measures are simply tracking what we are producing – how many videos, fact sheets, eblasts, etc., are issued. This can be quantified in quarterly reports.
Deliverable:
o Quarterly campaign report presentations
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9. Implementation Schedule
Below is a 12-month implementation schedule that can be updated and expanded based on information obtained during the initial research phase of the outreach. This schedule is intended to show the cadence of activities we would recommend and how themed content would be integrated into both the existing GWP programmatic and upcoming rates study outreach efforts.
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Appendices
APPENDIX A .............................................................................................................................. 21 APPENDIX B .............................................................................................................................. 25 APPENDIX C .............................................................................................................................. 26
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APPENDIX A
Audience List
Audiences
Government & Planning Entities
City of Glendale
City of La Crescenta
City of Los Angeles
Los Angeles County Board of Supervisors
City of Burbank
Water Agencies & Neighboring Utilities
Council for Watershed Health
Glendale Water and Power (GWP)
Los Angeles Waterkeeper
Los Angeles-Glendale Water Reclamation
Plant
Metropolitan Water District of Southern
California
Sustainable Works
FMWD
Environmental & Environmental Justice
Organizations
Arroyos & Foothills Conservancy
Food & Water Watch
Friends of the Los Angeles River (FoLAR)
Glendale Environmental Coalition
Heal the Bay
Los Angeles Audubon Society
Los Angeles Waterkeeper
Surfrider Foundation – Los Angeles Chapter
Sustainable Works
TreePeople
Tribal Nations Gabrielino-Tongva Nation
Gabrielino-Tongva Tribe
Community-Based Organizations (CBOs)
Armenian General Benevolent Union (AGBU)
Glendale Chapter
Armenian Relief Society of Western USA
Ascencia
Bristol Hospice
Catholic Charities of Los Angeles – Glendale
Community Center
Center for the Arts, Eagle Rock
Community Foundation of the Verdugos
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Community Resource Center for Aging at USC
Verdugo Hills Hospital
Glendale Healthy Kids
Interfaith Refugee and Immigration Service
Mothers in Unity
Salvation Army Glendale Corps
The Little Zoo
The Midnight Mission
Travel Town Museum Foundation
Advocacy Organizations
Catholic Charities of Los Angeles – Glendale
Community Center
Chinese American Citizens Alliance
Filipino American Service Group
GALAS LGBTQ+ Armenian Society
Glendale Community College
GlendaleOUT
Glendale Tenants Union
Interfaith Refugee and Immigration Service
Iranian American Community Group
Korean American Federation of Los Angeles
Latino Equality Alliance
Mothers in Unity
Neighborhood Legal Services of Los Angeles
County
Salvation Army Glendale Corps
Multicultural Associations & Language
Groups
Armenian General Benevolent Union (AGBU)
Armenian National Committee of America
Black in Glendale
Chinese American Citizens Alliance
Filipino American Service Group
GALAS LGBTQ+ Armenian Society
GlendaleOUT
Iranian American Community Group
Korean American Federation of Los Angeles
Latino Equality Alliance
Education & Youth-Focused Organizations
Boy Scouts of America / Verdugo Hills Council
Crescenta Valley Family YMCA
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Girl Scouts of Greater Los Angeles – Glendale
Service Unit
Glendale College Foundation
Glendale Community College Dream Resource
Center
Glendale Education Foundation
Glendale Unified School District (GUSD)
Glendale Youth Alliance
Verdugo Hills Council, Boy Scouts of America
YMCA of Glendale
YMCA of Glendale & Pasadena
Youth leadership programs through service
clubs (e.g., Kiwanis youth programs)
Neighborhood Associations
Adams Hill Neighborhood Association
Chevy Chase Estates Association
College Hills Community Association
Crescenta Highlands Neighborhood
Association
Deer Canyon/ Oakmont Property Owners
Association
Crescenta Highlands Neighborhood
Association
Fern Lane HOA
Glen Knoll HOA
Glendale Homeowners Coordinating Council
Glendale Tenants Union
Glenoaks Canyon HOA
Montecito Park Neighborhood Association
Montrose-Verdugo City-Sparr Heights
Neighborhood Association
NW Glendale HOA
Pelanconi Estates HOA
Royal Canyon Property Owner's Association
Verdugo Woodlands Dads Club
Whiting Woods Property Owners, Inc
Industry & Business
California School Employees Association
(CSEA), Costa y Valles Field Office
Glendale City Employees Association
Glendale College Guild – AFT Local 2276
Glendale Tenants Union
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Southern California District Council of
Laborers – Local 300
Labor & Workforce Organizations
Glendale Kiwanis Club
Glendale Lions Club
Glendale Rotary Club
La Crescenta Woman’s Club
League of Women Voters of Glendale/Burbank
Civic & Service Clubs
Glendale Kiwanis Club
Glendale Lions Club
Glendale Rotary Club
La Crescenta Woman’s Club
• League of Women Voters of Glendale/Burbank
Industry & Business
Crescenta Valley Chamber of Commerce
Downtown Glendale Association
Glendale Chamber of Commerce
Montrose Shopping Park Association
Montrose-Verdugo City Chamber of Commerce
Glendale Association of Realtors
Faith-Based Organizations
Catholic Charities of Los Angeles – Glendale
Community Center
Church of Jesus Christ of Latter-day Saints –
Glendale Stake
Glendale Adventist Church
Islamic Center of Glendale
Salvation Army Glendale Corps
Southern California Conference of the
Seventh-day Adventists
• St. Mary’s Armenian Apostolic Church
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APPENDIX B
Potential Interviewee List
Interviewee List
City Officials
Elected Officials
• Mayor
• City Councilmembers (4)
City Administration
• City Manager
• Assistant City Manager
Public Works & Utilities
• Director of Public Works
• General Manager of Water and Power /
Utilities
Neighboring Utilities
Burbank Water and Power
Crescenta Valley Water District
Foothill Municipal Water District
Los Angeles Department of Water and Power
Business/commercial interests
Local business owners
Chamber of Commerce
Real Estate Agents, Developer Groups
Major employers
Americana
Disney
Dreamworks
Glendale Galleria
Dignity Health
Adventist Health
Environmental community
Glendale Environmental Coalition
Spar Heights
Glenoaks Canyon
Ethnic community groups
Armenian
Hispanic
Korean
GWP Commission members
President
Commissioner
Commissioner
Commissioner
Commissioner
Commissioner
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APPENDIX C
Potential STAG Committee Members
STAG Committee Member List
• Glendale Association of Realtors
• Glendale Chamber of Commerce
• Glendale Community Association
• Glendale Educational Foundation
• Glendale Environmental Coalition
• Glendale Latino Association
• Glendale Tenant’s Union
• Armenian National Committee
• Downtown Glendale Coalition
• Montrose Shopping Park Association
• Northwest Glendale Homeowners Association
• Representatives of Major Glendale Businesses
o Glendale Galleria
o Americana
o Disney
o DreamWorks
o Adventist Health
• Customers from Priority Populations
o Armenian, Korean, and Hispanic residents
o Glenoaks Canyon and Spar Heights residents
o Youth and youth advocacy organizations
o Residents with disabilities/access needs and advocacy groups o Low-income residents and advocacy groups
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CITY OF GLENDALE, CALIFORNIA
REPORT TO THE CITY COUNCIL
AGENDA ITEM
Report: Utilization of the Alternative Project Delivery Method for the Water Advance Meter Infrastructure (AMI) System Replacement Project
1. Resolution authorizing the Acting General Manager of Glendale Water and Power, or his designee, to utilize the Alternative Project Delivery Method for the Water Advance Meter Infrastructure (AMI) System Replacement Project, adopting the Request for Proposals No. 4017, for the Water AMI System Replacement Project, and directing the City Clerk to advertise for proposals.
COUNCIL ACTION
Item Type: Action Item
Approved for May 6, 2025 calendar
EXECUTIVE SUMMARY
Glendale Water and Power (GWP) is seeking Council approval to replace the existing Water Advanced Metering Infrastructure (AMI) system with a more reliable and technologically advanced solution. The current system is experiencing significant failures, with approximately one-third of the communication devices (endpoints) no longer reporting water usage data. As a result, GWP has been manually reading these failed meters leading to increased operational and maintenance costs for the City.
To address this issue, GWP has prepared a Request for Proposals (RFP) that outlines the project specifications while allowing flexibility in vendor responses. By using the Alternate Project Delivery method, it ensures that GWP can secure the most advanced and cost-effective AMI solution available, while maintaining compliance with procurement requirements and conducting a fair evaluation of all proposals.
The total estimated cost for the project ranges from $20M to $26M, with an annual software licensing and data hosting cost of approximately $100,000 to $200,000.
Investing in a modern AMI system will enhance reliability, reduce manual labor costs, and improve service efficiency for Glendale residents.
RECOMMENDATION
Approve a Resolution authorizing the Acting General Manager of GWP to utilize the Alternative Project Delivery Method for the Water AMI System Replacement Project, approve and adopt the RFP for same and direct the City Clerk to advertise the RFP.
BACKGROUND
In 2008, GWP issued an RFP to install an AMI system. Originally, Itron, who provided integrated end-to-end AMI solutions, partnered with Utility Partners of America, 202 of 262
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a utility solutions installer/contractor, to install the new AMI system for the original conversion to AMI. Installation of AMI for electric and water meters began in early 2010, shortly after GWP received a $20 million grant from the U.S Department of Energy.
GWP selected Itron, Inc. to supply the necessary materials and professional services through a rigorous RFP process. On September 19, 2011, GWP became the first electric and water utility to replace 100% of its electric and water meters with the new AMI technology.
GWP staff and customers have benefitted from the current AMI systems. Specifically, the hourly water data has provided a multitude of operational and customer benefits, including the ability for customers to access and monitor their water usage data in near real-time.
The current Water AMI system uses first generation Itron endpoints, which are the units that attach to the water meters and transmit the water use to the data collection units. Over the first ten years, the Water AMI system has substantially met performance goals.
Over a decade ago, it was expected that the AMI endpoints would last 15 years. As with many cutting-edge systems, there have been unexpected issues. These first- generation endpoints were initially tested in dry installations in basements in the mid-west and over time they proved to be unreliable in areas with meter box applications, like Glendale. As the endpoints failed, the manufacturer continued to provide replacement equipment at no cost. However, the vendor is no-longer manufacturing this older technology and is unable to replace failed components.
Currently, one-third of the endpoints are not communicating with the 33 CCUs (water collectors) in the field and have been removed. As a result, GWP must manually read meters that lack a functioning endpoint. This has led to increased maintenance and operational costs for the City. Additionally, customers are unable to access their near real-time water usage data thereby limiting their ability to monitor and manage consumption effectively.
ANALYSIS
The implementation of an AMI System Replacement Project involves a variety of tasks and objectives, including but not limited to:
a. Design and provide detailed site plans for GWP to construct an AMI network capable of communicating with 100% of GWP water services. b. Replace all meter transmitters (endpoints, smartpoints, ERTs, MIUs). c. Replace all water meters.
d. Ensure meter boxes and lids are conducive to two-way AMI network communications.
e. Evaluate existing Armorcast lids to determine a need for replacement or modification.
f. Installation of new servers and software.
g. Configuration of new system integrations.
h. Provide access to near real-time data that can notify of abnormal water usage.
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i. Provide system notifications and alerts for operational oversight and customer water consumption within defined parameters.
j. Reduced water loss/non-revenue water through system alerts and notifications.
k. Improve water conservation/water accountability.
l. Reduce long-term operating costs.
m. Ensure forward and backward compatibility of system for an operational period of no less than 20 years.
n. Provide a comprehensive meter and endpoint replacement plan prior to end of useful life.
The replacement of approximately 35,000 AMI water meters, associated endpoints, and backhaul communication devices, along with the implementation of new cloud-based software technology, will require integration with the existing Tropos Mesh Network and back-office applications. The project also includes construction for the replacement, installation, and disposal of water meters and endpoints.
The total estimated cost for the entire project is between $20M and $26M, with the final cost to be refined upon receipt of project proposals. Additionally, annual costs for software licensing and system maintenance will vary based on the selected solution but are expected to range between $100,000 and $200,000. The project’s estimated completion date is June 2027.
On March 27, 2025, the Acting General Manager of GWP obtained the City Manager’s approval for the herein procurement of this project as required by Glendale Municipal Code (GMC) Section 4.13.070 and is attached as Exhibit A. This method has been identified as the preferred approach for the AMI replacement project due to its ability to decrease costs, accelerate the overall schedule and improve project efficiency.
If the project were to be divided into separate bid processes for meter and software selection and installation, costs would be expected to increase by 20-25%. Additionally, the City would incur further expenses related to:
•Multiple bid processes requiring additional City staff time and resources. •Delays in project implementation, increasing operational costs. •Storage of materials during the second bidding process. •Increased costs for managing coordination between the selected vendor and installer, as the City would need to oversee two separate contracts. •Increased vendor mobilization cost.
These additional costs, though difficult to quantify precisely, are estimated to exceed $2M. By proceeding with the recommended delivery method, the City can ensure a more cost-effective, efficient, and timely implementation of the new AMI system.
Similar efforts have recently been undertaken in the City of Chino, Coachella Water District, Jurupa Community Services District Water, City of Santa Monica, City of Camarillo and City of Lompoc to ensure greater flexibility of options for the system 204 of 262
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and improved coordination between the vendor providing the AMI Software, Meters and Technology and the Contractor installing the meters and setting up the system, ultimately realizing an overall cost savings.
GMC Section 4.13.020, Subsection P provides that when Council authorizes the use of the alternative project delivery method for one or more reasons under GMC Section
4.13.070, as set forth in Exhibit A, Council is deemed to have determined that the use of the alternative project delivery method and award of one or more contracts without the need for competitive bidding is in the best interests of the City for the procurement of the proposed project and as dispenses with competitive bidding in order to procure the proposed project by an alternative project delivery method.
STAKEHOLDERS/OUTREACH
GWP will conduct customer outreach as part of this effort that will include direct mail (letters and reminder postcards), bill inserts, website updates and door hangers before meter replacement. Customers will also be notified 72 hours ahead of meter replacement.
FISCAL IMPACT
The estimated costs for the Water AMI System Replacement Project are between $20M and $26M, of which approx. $9.9M is available in the FY 2024-25 budget. This project is expected to begin next fiscal year.
Therefore, staff will budget the remaining appropriation for this project via the annual budget process.
Existing Appropriation
Amount Account String Funding Source
$9,961,401 51200-5930-0020-W14712 Water Depreciation Fund
ENVIRONMENTAL REVIEW (CEQA/NEPA)
The action requested herein which is the authorization of the alternative project delivery method and the issuance of the RFP is not a “project” for the purposes of California Environmental Quality Act (CEQA). Additionally, the contemplated AMI replacement project, should it be approved, is categorically exempt from the requirements of CEQA as replacement or reconstruction of existing utility systems under California Code of Regulations, Title 14, Chapter 3, Section 15302(c).
CAMPAIGN DISCLOSURE
Not applicable.
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ALTERNATIVES TO STAFF RECOMMENDATION
1) Choose to not approve the proposed action and, instead, direct GWP to abandon the Water AMI System and return to manual meter reading. This will result in an increase to GWP Customer Service staffing levels by ten meter reader positions, training newly hired staff, and the procurement of hand-held meter reading devices.
2) Consider any other alternative not proposed by staff.
ADMINISTRATIVE ACTION
Submitted by:
Scott K. Mellon, Acting General Manager - Glendale Water and Power Prepared by:
Chisom Obegolu, Assistant General Manager - Water
Approved by:
Roubik R. Golanian, P.E., City Manager
EXHIBITS/ATTACHMENTS
Exhibit A: Memo dated and approved on March 27, 2025 by the City Manager for the Design-Build of the Water Advanced Meter Infrastructure (AMI) System Replacement Project (Alternative Project Delivery Method). 206 of 262
1 RESOLUTION NO.
A RESOLUTION OF THE COUNCIL OF THE CITY OF GLENDALE, CALIFORNIA
AUTHORIZING THE ACTING GENERAL MANAGER OF GLENDALE WATER AND POWER
DEPARTMENT (GWP), OR HIS DESIGNEE, TO UTILIZE THE ALTERNATIVE PROJECT
DELIVERY METHOD FOR THE WATER ADVANCE METER INFRASTRUCTURE (AMI)
SYSTEM REPLACEMENT PROJECT, AND ADOPTING THE REQUEST FOR PROPOSALS (RFP), RFP NO. 4017, ON FILE AT GWP FOR THE WATER AMI SYSTEM REPLACEMENT
PROJECT, AND DIRECTING THE CITY CLERK TO ADVERTISE FOR PROPOSALS WHEREAS, in 2008 Glendale Water & Power Department (GWP) issued a Request for Proposals (RFP) to install an Advanced Meter Infrastructure (AMI) system; and
WHEREAS, originally, Itron, Inc. who provided integrated end-to-end AMI solutions, partnered with Utility Partners of America (UPA), a utility solutions installer/contractor, to install the new AMI system for the original conversion to AMI; and WHEREAS, the installation of AMI for electric and water meters began in early 2010, shortly after GWP received a $20 million grant from the U.S Department of Energy; GWP selected Itron, Inc. to supply the necessary materials and professional services; and
WHEREAS, GWP staff and GWP customers have benefitted from the current AMI systems; specifically, the hourly water data has provided a multitude of operational and customer benefits, including the ability to verify that the City’s Mandatory Water Conservation Ordinance worked effectively during the water supply shortage of 2015; and
WHEREAS, the current Water AMI system uses first generation Itron endpoints, which are the units that attach to the water meters and transmit the water use to the data collection units. Over the first ten years, the Water AMI system has substantially met performance goals; and
WHEREAS, at the present time, one-third of the endpoints are not communicating with the 33 CCUs (water collectors) in the field and were removed; in the Interim, GWP continues to replace multiple components of the failing AMI system and manually reads the meters without an endpoint subsequently increasing the City’s maintenance and operational costs in the interim; and
WHEREAS, GWP is seeking approval to replace the failing Itron AMI endpoint solution with newer technology and more reliable Water AMI solution and possibly the water meters as they were installed 15 years ago; and
WHEREAS, the Acting General Manager of GWP, or his designee, has proposed the design and replacement of the AMI program, which includes scopes such as the design of detailed site plans for GWP to construct an AMI network capable of communicating with 100% of GWP water services and electric services should GWP elect to exercise that option, replacement of all meter transmitters, and other upgrades and implementations as described in the Report dated May 6, 2025 by the Acting General Manager of GWP, or his designee,; and
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2 WHEREAS, on March 27, 2025, the Acting General Manager of GWP prepared a memorandum, to the City Manager, as required by GMC Section 4.13.070(A)(1), describing the project’s attributes and stating the reasons and justifications for proposing the alternative project delivery method; and
WHEREAS, the memorandum, which is attached as Exhibit A to the Report dated May 6, 2025 by the Acting General Manager of GWP states that:
1. The utilization of an alternative project delivery method for the AMI replacement project will meet the project’s need for overall schedule acceleration [GMC Section 4.13.060(A)(7)], due to GWP’s obligation to maintain, and improve, the level of service it provides to its customers, as well as the project benefitting from early contractor involvement by avoiding delays and engineering and construction [GMC Section
4.13.060(A)(4)]; and
2. The Design-Build delivery method achieves or improves the AMI replacement project by:
A. Minimizing the project delivery time, [GMC 4.13.060(B)(1)(a)], by enabling early contractor involvement to allow design and construction schedules to overlap and reduce the research and design phase durations with a similar outcome in the final construction, as well as addressing items discovered during excavation quickly as such items come up, without the need for delays in engineering and construction which occur using the traditional design-bid-build method; and
B. Minimizing the project’s overall cost [GMC Section 4.13.060(B)(2)], by minimizing through:
i. The project designer and builder team having early
coordination of the construction means, methods, and
materials, thereby minimizing project costs and maximizing its budget; and
ii. Constant communication and coordination between
the team members to have fewer design errors, construction mistakes, and change orders, thereby enabling them to
complete the project on budget; and
WHEREAS, the City Manager, as required by GMC Section 4.13.070(A)(2), reviewed the proposed AMI replacement project and, on March 27, 2025, approved the use of alternative project delivery method; and
WHEREAS, having received the City Manager’s approval and having satisfied one or more reasons under GMC Section 4.13.060(A), and one or more justifications under GMC Section 4.13.060(B), the Project meets the procedural and substantive requirements for using an alternative project delivery method; and 208 of 262
3 WHEREAS, GMC Section 4.13.020, Subsection P provides that when Council authorizes the use of the alternative project delivery method for one or more reasons under GMC Section 4.13.070, Council is deemed to have determined that the use of the alternative project delivery method and award of one or more contracts without the need for competitive bidding is in the best interests of the City for the procurement of the proposed project and as dispenses with competitive bidding in order to procure the proposed project by an alternative project delivery method.
WHEREAS, given the foregoing, the City Council finds it in the best interest of the City to authorize GWP to utilize the alternative project delivery method on this AMI replacement project.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GLENDALE:
1. The foregoing facts are deemed to be true and correct, and are a basis for authorizing the use of the alternative project delivery method on this AMI replacement project.
2. The Request for Proposals (RFP) for the design and construction of the AMI Replacement Project is hereby approved and adopted, and will be known as RFP No. 4017.
3. The City Clerk is hereby directed to advertise RFP No. 4017 and solicit proposals for the project’s design, work, equipment, and materials.
4. The Acting General Manager of GWP, or his designee, is directed to return to the Council for the Council’s award of a contract.
Adopted this _____________ day of __________________________, 2025. ___________________________________
Mayor
ATTEST:
_______________________________
City Clerk
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4 STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS
I, Suzie Abajian PhD, City Clerk of the City of Glendale, do certify that the foregoing Resolution No. __________ was adopted by the Council of the City of Glendale, California, at a regular meeting held on the ________ day of __________________, 2025, by the following vote:
Ayes:
Noes:
Absent:
Abstain:
_______________________________
City Clerk
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EXHIBIT A
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CITY OF GLENDALE, CALIFORNIA
REPORT TO THE CITY COUNCIL
AGENDA ITEM
Report: Purchase and Sale Agreement to Acquire 1745 Gardena Avenue
1. Motion Authorizing the City Manager to Execute a Purchase and Sale Agreement with Silverglen Properties, LLC, for the City’s purchase of real property located at 1745 Gardena Avenue, Glendale, California, Assessor Parcel No. 5640-031-023, subject to approval as to form by the City Attorney
2. Resolution of Appropriation to provide funds for the land purchase
COUNCIL ACTION
Item Type: Action Item
Approved for May 6, 2025 calendar
EXECUTIVE SUMMARY
Staff has negotiated a purchase and sale agreement to acquire 1745 Gardena Avenue for $2,799,000. Acquisition of the Property will contribute to significant cost savings for the Beeline Bus Maintenance Facility electrification project (currently in the design phase) by providing for improved placement of electrification infrastructure, new design options, and improved egress for the bus fleet. A motion is needed to authorize this land purchase and a resolution of appropriation from Measure R Local Return funds.
RECOMMENDATION
Adopt the motion authorizing the City Manager to execute a Purchase and Sale Agreement to acquire the property located at 1745 Gardena Avenue and adopt a resolution of appropriation to fund it.
ANALYSIS
The property (“Property”) is located mid-block on the westside of Gardena Avenue adjacent to the Beeline Bus Maintenance Facility (“BBMF”) and is 7,280 SF (Exhibit 1).
The site is developed with a two-story, 6,640 SF office building that was built in 1982 which is currently vacant.
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The Property was recently offered for sale for $2,799,000. The City Council authorized staff to make an offer to acquire the Property, and subsequently a written offer to acquire for the purchase price was made and accepted by the owner’s representatives. Staff has negotiated the terms of a Purchase and Sale Agreement (”PSA”) to acquire all the owners interest in the Property (Exhibit 2). The PSA outlines the terms and conditions for the sale of the Property. The PSA provides a 60-day escrow period from execution and requires the City to make a refundable three percent ($83,970) deposit which shall be applied to the final purchase price. The PSA provides for buyer contingencies and buyer and seller closing conditions and closing costs and prorations. The City will obtain an ALTA survey and Phase I environmental assessment during the due diligence period.
In November 2023 the City Council approved a contract with Stantec Architecture, Inc. for design services for the BBMF electrification project. The project includes constructing a parking deck, a photovoltaic canopy, and new electrification infrastructure. Design of the project is currently ongoing. Staff has determined that acquiring the Property would benefit the project and contribute to significant cost savings by providing for additional design options through expansion of the BBMF site, improved placement of electrification infrastructure, and improved egress for the bus fleet.
STAKEHOLDERS/OUTREACH
N/A
FISCAL IMPACT
The purchase of the Property will cost $2,799,000, which was not included as a part of the FY 2024-25 budget. In addition to the purchase price, the City is responsible for its share of closing cost such as escrow and recording fees. Therefore, staff is requesting for an appropriation of $2,830,000 from the Measure R Local Return fund balance. The appropriation request is outlined below:
Requesting Appropriation
Amount From (Account
String)
To (Account String) Funding Source
$2,830,000 GL: 24212-2540-
PWD-0000
GL: 51100-2540-
PWD-0020-P0000
PL: PWD01342AN
Measure R Local
Return Fund
ENVIRONMENTAL REVIEW (CEQA/NEPA)
Acquisition of the Property is exempt from the California Environmental Quality Act (CEQA) by statute pursuant to California Public Resources Code (PRC} Section 21080.25 (b)(5). Section (b)(5) provides a CEQA exemption "for the institution or increase of bus rapid transit, bus, or light rail service, including the construction or rehabilitation of 216 of 262
38d
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stations, terminals, or existing operations facilities, which will be exclusively used by zero- emission, near-zero-emission, low oxide of nitrogen engine, compressed natural gas fuel, fuel cell, or hybrid powertrain buses or light rail vehicles, on existing public rights-of-way or existing highway rights-of-way, whether or not the right-of-way is in use for public mass transit. The project shall be located on a site that is wholly within the boundaries of an urbanized area or urban cluster, as designated by the United States Census Bureau."
CAMPAIGN DISCLOSURE
This item is exempt from campaign disclosure requirements.
ALTERNATIVES TO STAFF RECOMMENDATION
1. Not adopt motion or resolution of appropriation.
2. Any other alternative not proposed by staff.
ADMINISTRATIVE ACTION
Submitted by:
Daniel Hernandez, Director of Public Works
Prepared by:
Mark Berry, Deputy Director of Community Dev/Economic Dev Approved by:
Roubik R. Golanian, P.E., City Manager
EXHIBITS/ATTACHMENTS
Exhibit 1- Site Map
Exhibit 2- Purchase and Sale Agreement
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cc - mtn approval of purchase 1745 gardena.pdf
M O T I O N
Moved by Council Member _______________________, seconded by Council Member _______________________, that the City Council authorize the City Manager to execute a Purchase and Sale Agreement with Silverglen Properties, LLC for the City’s purchase of real property located at 1745 Gardena Avenue, Glendale, California, Assessor Parcel No. 5640-031- 023, subject to approval as to form by the City Attorney.
Vote as follows:
Ayes:
Noes:
Absent:
Abstain:
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Exhibit 1
Site Map
Property
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1 AGREEMENT FOR PURCHASE AND SALE OF
REAL PROPERTY AND ESCROW INSTRUCTIONS
This AGREEMENT is entered into this _______ day of May 2025, (hereinafter the “Effective Date” by and between the CITY OF GLENDALE, a municipal corporation (“Buyer”), and SILVERGLEN PROPERTIES LLC, a California limited liability company, (“Seller”), for acquisition by Buyer of certain real property hereinafter described.
WHEREAS, Buyer desires to acquire all of Seller’s right, interest, and title in and to Seller’s real property, consisting of one lot and legally described as follows:
Commonly known as 1745 Gardena Avenue, Glendale, California, with Assessor’s Parcel Number 5640-031-023, which is more particularly described in Exhibit “A” hereto, and the related improvements, appurtenances, and certain related personal and intangible property.
Included on the Land (as hereinafter defined) is an approximately 7,280 square foot (0.17 acre) site improved with a low-rise office building totaling approximately 6,640 gross square feet.
WHEREAS, Seller desires to sell to Buyer the Property, as defined and specifically described below.
NOW, THEREFORE, with reference to the foregoing Recitals which are incorporated herein by this reference, and for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Seller agrees to sell, and Buyer agrees to purchase all Property described below under the terms and conditions of this Agreement.
1. Agreement of Sale
1.1 Description of the Property. The property to be sold and purchased under this Agreement (collectively, the “Property”) consists of all of Seller’s right, title and interest in the following:
1.1.1 Land. As described in Exhibit “A” (the “Land”).
1.1.2 Appurtenances. All privileges, rights, easements appurtenant to the Land, vested in Seller, if any, including without limitation all minerals, oil, gas, and other hydrocarbon substances on and under the Land; all development rights, air rights, water, water rights, and water stock vested in Seller and relating to the Land; all right, title and interest of Seller in and to any streets, alleys passages, water and sewer taps, sanitary or storm drain capacity or reservations and right under utility easements, and other easements and other rights-of-way including in, adjacent to or used in connection with the beneficial use and enjoyment of the Land (collectively “Appurtenances”).
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2 1.1.3 Improvements. The building described above (the “Improvements”) and all other buildings, structures, fences, parking areas, or improvements located upon the Land or upon the Improvements and owned by Seller, including fixtures, systems, and equipment attached to the Land or Improvements and used in connection with the operation or occupancy of the Land and all Improvements.
1.1.4 Contracts. Certain identified contractual rights and obligations (collectively, “Contracts”). Contracts includes, without limitation, all of the following, to the extent such Contracts are assignable at no out-of- pocket expense to Seller: (a) service contracts listed on Exhibit “B” to this Agreement, which Buyer elects to assume, by written notice to Seller not less than thirty five (35) days before the Closing; (b) all warranties and guarantees on or related to construction, repair, or alteration work on the Property; (c) all licenses and permits related to the Property; and (d) all plans, drawings, engineering studies located within, used in connection with, or related to the Property.
2. Purchase Price
2.1 Amount. The full purchase price (the “Purchase Price”) for the Property is TWO
MILLION, SEVEN-HUNDRED AND NINETY-NINE THOUSAND DOLLARS ($2,799,000.00) payable by Buyer through Escrow (as hereinafter defined) to Seller. Payment to Seller will be in all cash at Closing (as hereinafter defined). The Purchase Price is the total settlement which includes any and all claims Seller may be entitled to by reason of investigations, planning, precondemnation activity, and acquisition by Seller, including, but not limited to, value of real property rights, severance damages, value of improvements pertaining to realty, if any, compensation for good will, if any, relocation expenses, if any, costs for precondemnation damages, interest, costs, disbursements and expenses incurred in connection with the acquisition of the Property and improvements pertaining to realty, if any and subsequent removal of any items retained by Seller.
2.2 Payment of Purchase Price. The Purchase Price shall be paid as follows:
2.2.1 Earnest Money Deposit. Within three (3) Business Days (as hereinafter defined) after the execution of this Agreement by Buyer and Seller, Buyer shall deposit in Escrow with the Escrow Holder (as hereinafter defined) immediately available funds in the amount of EIGHTY THREE THOUSAND NINE HUNDRED SEVENTY DOLLARS ($83,970.00) (the “Earnest Money Deposit”).
The Earnest Money Deposit shall be held in an interest bearing account and all interest thereon shall be deemed a part of the Earnest Money Deposit. If the sale of the Property as contemplated hereunder is consummated, then the Earnest Money Deposit shall be paid to Seller at the Closing against the Purchase Price.
2.2.2 Purchase Price Balance. The balance of the Purchase Price (plus or minus the prorations and Buyer’s share of closing costs pursuant to this Agreement) (the 222 of 262
3 “Purchase Price Balance”) shall be deposited in Escrow with the Escrow Holder by wire transfer of immediately available funds on or before 12:00 pm Pacific Time on the scheduled Closing Date.
3. Buyer’s Contingencies
3.1 Seller’s Delivery of Documents. Buyer’s obligation to purchase the Property is expressly conditioned on Seller’s delivering to Buyer all documents listed in Sections 3.2, 3.3, 3.4 and 3.5 below to the extent in Seller’s possession (collectively “Preliminary Documents”). Failure to deliver the Preliminary Documents within five (5) Business Days after the Effective Date will extend the Contingency Date (as hereinafter defined) by one (1) day for each one (1) day thereafter that the last such Preliminary Document is delivered. Buyer acknowledges that documents and items listed in Sections 3.2, 3.3, 3.4 and 3.5 below may not exist or may not be in Seller’s possession.
3.2 Preliminary Report. A preliminary report (the “Preliminary Report”) dated no earlier than thirty (30) days before the Effective Date covering the Real Property and issued by Fidelity National Title Insurance Company (the “Escrow Holder” and “Title Company”), together with a copy of all exceptions to title shown in the Preliminary Report, including each document, map, and survey referred to in the Preliminary Report.
3.3 Surveys. Any ALTA survey of the Property in Seller’s possession, if any (the “Survey”).
3.4 Contracts and Leases. Copies of any and all management, service, supply, equipment rental and other contracts or leases related to the operation of the Property which would survive the Closing Date, including the service contract listed on Exhibit “B” hereto.
3.5 Materials Related to Condition of the Property. That certain Phase I Environmental Site Assessment dated September 28, 2010 prepared by QA2 Environmental.
3.6 Excluded Documents. The Preliminary Documents shall not include any books, records, documents, or information on the corporate, financial, and accounting records of the operations of Seller as an entity (as opposed to records concerning the Property), regarding offers or inquiries made by third parties concerning the purchase of some or all of the Property, or appraisals of the value of the Property, or any internal analyses or studies prepared by Seller, any information regarding the Property received by Seller on a confidential basis, or any attorney-client communications of Seller, that is Seller’s attorney’s work product, or that is not in the possession of Seller or persons under Seller’s control.
3.7 Buyer’s Approval of Preliminary Documents. Buyer’s obligation to purchase the Property is expressly conditioned on its approval, in its sole discretion, of the 223 of 262
4 matters disclosed in the Preliminary Documents. Buyer shall have the period from the Effective Date until ____________[INSERT DATE THAT IS 45 DAYS AFTER THE EFFECTIVE DATE], 2025 (the “Contingency Date”) to review the Preliminary Documents and to decide whether to approve the matters disclosed in the Preliminary Documents. On or before the Contingency Date, Buyer shall deliver written notice to Seller either accepting the matters disclosed in the Preliminary Documents or terminating this Agreement. If Buyer fails to give such notice on or before the Contingency Date, Buyer shall be deemed to have elected to terminate this Agreement.
3.8 Approval of Title. Buyer’s obligation to purchase the Property is expressly conditioned on Buyer’s approval of the condition of title of the Property no later than ten (10) days before the Contingency Date in accordance with the following procedure:
3.8.1 Permitted Exceptions. The following exceptions shown on the Preliminary Report (hereinafter referred to as “Permitted Exceptions”) are approved by Buyer: (a) exceptions for a lien for local real estate taxes and assessments not yet delinquent, including without limitation, special taxes under Government Code §§53311-53368.2 or installment assessments under Streets & Highways Code §§8500-8887; (b) the standard preprinted exceptions and exclusions of the Title Company; (c) zoning restrictions, regulations and requirements, all building codes and all other applicable laws, ordinances and governmental regulations affecting the Property; (d) matters directly or indirectly created or caused by or arising through Buyer or persons acting on Buyer’s behalf or created with the written consent of Buyer or arising through Buyer; (e) matters which would be disclosed by an ALTA/ACSM survey of the Property except to the extent the ALTA/ACSM survey reflects matters that are inconsistent with the Preliminary Report; and (f) any other exception to title shown on the Preliminary Report which Buyer does not object to by written notice to Seller (the “Buyer’s Title Notice”). All exceptions to the Preliminary Report other than the Permitted Exceptions will be “Title Objections.” If Buyer fails to deliver Buyer’s Title Notice at least fifteen (15) days before the Contingency Date, Buyer shall be deemed to have objected to each title exception shown in the Preliminary Report that is not otherwise a Permitted Exception.
3.8.2 Title Objections. With respect to any Title Objection, Seller shall have five (5) days after delivery of Buyer’s Title Notice, to give notice to Buyer in writing (the “Seller’s Title Notice”), stating either (a) the manner in which Seller will remove or cure such Title Objection, or (b) that Seller shall not remove or cure such Title Objection. If Seller fails to deliver Seller’s Title Notice within the time specified in this Section 3.8.2, Seller shall be deemed to have elected not to cure such Title Objection. Despite the foregoing, Seller agrees to remove all 224 of 262
5 monetary liens created by or at the direction of Seller that encumber the Property.
3.8.3 Seller Elects Not to Cure. If Seller elects not to cure or remove a Title Objection (or is deemed to have so elected), then Buyer shall have five (5) days after delivery of Seller’s Title Notice to deliver a written notice to Seller (the “Buyer’s Election Notice”) of Buyer’s election either to (a) proceed with the purchase of the Property without reduction of the Purchase Price and in accordance with this Agreement, waive such Title Objection, and accept the such Title Objection as a Permitted Exception, or (b) terminate this Agreement. If Buyer fails to deliver Buyer’s Election Notice within the time specified in this Section 3.8.3, Buyer shall be deemed to have elected to terminate this Agreement, and Escrow Holder shall refund the total Earnest Money Deposit to Buyer within ten (10) Business Days following termination.
3.8.4 Seller’s Election to Cure Title Objections. If Seller elects to cure or remove a Title Objection, Seller shall have until the scheduled Closing Date to remove or cure such Title Objection. If Seller notifies Buyer that Seller elects to cure any such Title Objection but then does not for any reason effect such cure by the scheduled Closing Date, then Buyer, as Buyer’s sole and exclusive remedy, shall have five (5) days after the scheduled Closing Date to deliver a new Buyer’s Election Notice of Buyer’s election either to (a) proceed with the purchase of the Property without reduction of the Purchase Price and in accordance with this Agreement, waive such Title Objection, and accept the such Title Objection as a Permitted Exception, or (b) terminate this Agreement (and the scheduled Closing Date shall be extended to provide Buyer with such full five (5) day period to deliver said new Buyer’s Election Notice). If Buyer fails to deliver said new Buyer’s Election Notice within the time specified in this Section 3.8.4, Buyer shall be deemed to have elected to terminate this Agreement. If Buyer terminates this Agreement pursuant to clause (b) of this Section 3.8.4 or is deemed to have terminated this Agreement pursuant to the immediately preceding sentence, Escrow Holder shall refund the total Earnest Money Deposit to Buyer within ten (10) Business Days following termination.
3.8.5 Additional Encumbrances. If any encumbrance or other exception to title arises or is discovered after the delivery of the Preliminary Report which is not a Permitted Exception (an “Additional Encumbrance”), the party discovering such Additional Encumbrance shall promptly give written notice to the other. No later than five (5) days after delivery of the notice of such Additional Encumbrance, Buyer shall deliver a new Buyer’s Title Notice to Seller specifying whether the Additional Encumbrance is a Title Objection or a Permitted Exception. If Buyer objects to the Additional Encumbrance, the parties shall proceed in the 225 of 262
6 same manner as set forth above for Title Objections arising from the Preliminary Report. If Buyer fails to deliver Buyer’s Election Notice within the five (5) day period specified in this Section 3.8.5, Buyer shall be deemed to have elected to terminate this Agreement, and Escrow Holder shall refund the total Earnest Money Deposit to Buyer within ten (10) Business Days following termination.
3.8.6 Seller’s Failure to Remove Title Objection. If Seller is obligated or elects to cure or remove a Title Objection and fails to do so on or before the Closing Date then Seller shall not be in default hereunder and Buyer’s sole and exclusive remedy shall be that Buyer may terminate this Agreement, and Escrow Holder shall refund the total Earnest Money Deposit to Buyer within ten (10) Business Days following termination. Notwithstanding anything contained herein to the contrary, Seller shall have no obligation to take any steps, bring any action or proceeding or incur any effort or expense whatsoever to cure any Title Objection. Notwithstanding the provisions of Section 3.8.2 above, Seller agrees the following shall be deemed to be Title Objections and, subject to the foregoing sentences of this Section 3.8.6, Seller shall endeavor to cause to be removed as exceptions to Title: (i) any recorded documents affecting title to the Property entered into by Seller on or after the Effective Date of this Agreement that were not consented to by Buyer, and (ii) any mortgages entered into by Seller, and any mechanic’s or materialmen’s liens filed against the Property due to work performed at the Property by Seller at Seller’s direction; provided that with respect to (i) and (ii) above, Seller shall have the right to adjourn the Closing Date for up to twenty (20) Business Days in order to effectuate same and with respect to (ii) above, such removal from Title may be effectuated, at Seller’s election, by having any such mortgages or liens bonded over or satisfied out of the Purchase Price at Closing, or by the delivery by Seller to the Title Company at Closing of an indemnity covering such judgments, mortgages or liens in a form reasonably acceptable to Buyer. Seller shall not execute any document that creates an exception to Title without the prior written consent of Buyer, which consent shall not be unreasonably withheld or delayed.
3.9 Review of Preliminary Documents and Physical Condition.
3.9.1 Due Diligence. Buyer’s obligation to purchase the Property is expressly conditioned on its approval, in its sole discretion, of the condition of the Property and all other matters concerning the Property, including without limitation economic, financial, and accounting matters relating to or affecting the Property or its value, and the physical and environmental condition of the Property. Buyer shall have until the Contingency Date to conduct and complete, to the extent not already conducted and completed by Buyer, such investigations as Buyer may 226 of 262
7 choose (the “Due Diligence”) to determine, in its sole discretion, whether the contingency in this Section 3.9.1 is met. On or before the Contingency Date, Buyer shall deliver written notice to Seller accepting the Property or terminating this Agreement. If Buyer fails to give such notice on or before the Contingency Date, Buyer shall be deemed to have elected to terminate this Agreement, and Escrow Holder shall refund the total Earnest Money Deposit to Buyer within ten (10) Business Days following termination. Notwithstanding the foregoing or anything to the contrary contained herein, Buyer shall not perform any intrusive or destructive testing, including, without limitation, any so called “Phase II” environmental assessment or boring, without (i) submitting to Seller a written proposal for such testing or investigation, which shall include, without limitation, the scope and nature of the inspections to be included in such testing, and (ii) obtaining the prior written consent of Seller for such testing, which consent may be withheld or conditioned in Seller’s sole and absolute discretion. Buyer shall give Seller at least forty-eight (48) hours’ prior notice of any entry onto the Property by Buyer or its agents for purposes of conducting any of the inspections, tests, investigations or other matters described herein and prior to any entry onto the Property by Buyer or its agents Seller and/or its agents shall have the right to be present during any such inspections, tests, investigations or other matters described herein.
Upon Seller’s written request, Buyer shall provide Seller with copies of all reports, test results, updates to surveys and other written materials obtained by Buyer in connection with its investigation of the Property promptly following Buyer’s receipt thereof. Buyer agrees and covenants with Seller not to disclose to any third party (other than lenders, accountants, attorneys and other professionals and consultants in connection with the transaction contemplated herein), the terms of this Agreement or the underlying transaction, any of the reports or any other documentation or information provided to or obtained by Buyer which relate to the Property or Seller in any way without Seller’s prior written consent, unless Buyer is obligated by law or legal process to make such disclosure, and all such reports, documentation and information shall be used by Buyer and its agents solely in connection with the transaction contemplated hereby.
3.9.2 Access to Property. As part of its Due Diligence, Buyer may investigate economic, financial, and accounting matters relating to or affecting the Property or its value, and conduct inspections, tests, and studies with respect to the physical and environmental condition of the Property.
Buyer and Buyer’s consultants, agents, engineers, inspectors, contractors, and employees (hereinafter referred to collectively as “Buyer’s Representatives”) shall be given reasonable access to the Property during regular business hours for the purpose of performing such Due Diligence. Buyer shall undertake the Due Diligence at its sole 227 of 262
8 cost and expense. After the Contingency Date, and upon 48 hours prior written notice, Buyer shall be given reasonable access to the Property during regular business hours for the purpose of a final inspection walk through of the Property prior to the Closing Date. Buyer shall indemnify, defend with counsel reasonably acceptable to Seller, and hold Seller harmless from all claims (including claims of lien for work or labor performed or materials or supplies furnished), demands, liabilities, losses, damages, costs, fees, and expenses, including Seller’s reasonable attorney fees, costs, and expenses, arising from the acts or activities of Buyer or Buyer’s Representatives in, on, or about the Property during or arising in connection with Buyer’s inspections of the Property. This Section 3.9.2 shall survive the Closing and any termination of this Agreement.
3.9.3 Buyer’s Insurance. Buyer is a public agency that is a self-insured public entity. Buyer shall deliver to Seller a Certificate of Self Insurance, and shall ensure that all of Buyer’s agents, contractors and other Buyer’s Representatives performing any inspection, investigation or testing on the Property maintain, at all times, public liability and property damage insurance insuring Buyer and Buyer’s agents, contractors and other Buyer’s Representatives against any liability arising out of any entry or other inspection, investigation or testing on the Property pursuant to the provisions of this Agreement. Such insurance maintained by Buyer agents, contractors and other Buyer’s Representatives shall be in the amount of Two Million Dollars ($2,000,000.00) combined single limit for injury to or death of one or more persons in an occurrence, and for damage to tangible property (including loss of use) in an occurrence.
The Certificate of Self Insurance maintained by Buyer, and the policy/ies maintained by Buyer’s agents, contractors and other Buyer’s Representatives shall insure the contractual liability of Buyer covering the indemnities in Error! Reference source not found.2 above and shall (a) name Seller (and Seller’s successors and assigns) as additional insureds, (b) contain a cross-liability provision, and (c) contain a provision that the Self Insurance Certificate and the insurance provided by Buyer’s agents, contractors and other Buyer’s Representatives hereunder shall be primary and noncontributing with any other insurance available to Seller. Buyer shall provide Seller with evidence of such insurance coverage prior to any entry onto the Property or any inspection, investigation or testing on the Property. This Section 3.9.3 shall survive the Closing and any termination of this Agreement.
3.9.4 Section 25359.7 of Health and Safety Code. Section 25359.7 of the California Health and Safety Code requires owners of non-residential real property who know, or have reasonable cause to believe, that any release of hazardous substance has come to be located on or beneath the real property to provide written notice of such to a buyer of the real property. Seller confirms that the sole inquiry and investigation Seller 228 of 262
9 has conducted in connection with the environmental condition of the Property is to obtain and/or review that certain Phase I Environmental Site Assessment dated September 28, 2010 , prepared by QA2 Environmental. In furtherance of the foregoing, (a) Buyer acknowledges Buyer’s receipt of the foregoing notice given pursuant to Section 25359.7 of the California Health and Safety Code; (b) Buyer has arranged for the preparation of a new Phase I Environmental Site Assessment, and is, or will be prior to the expiration of the Approval Date, fully aware of the matters described in such new Phase I Environmental Site Assessment; and (c) after receiving advice of Buyer’s legal counsel, Buyer waives any and all rights Buyer may have to assert that Seller has not complied with the requirements of Section 25359.7 of the California Health and Safety Code. The agreements set forth in this Section 3.9.4 shall survive the Closing and shall not merge into the Grant Deed or any other document or instrument delivered at the Closing.
3.9.5 Natural Hazard Disclosure. Seller will instruct Escrow Holder to request from the Title Company and deliver to Buyer prior to the Contingency Date a Natural Hazard Disclosure Statement in the form provided under California law if the Property lies within the following natural hazard areas or zones (the “Natural Hazard Areas”): (a) a special flood hazard area designated by the Federal Emergency Management Agency (California Civil Code Section 1102.17); (b) an area of potential flooding (California Government Code Section 8589.4); (c) a very high fire hazard severity zone (California Government Code
Section 51183.5); (d) a wild land area that may contain substantial forest fire risks and hazards (Public Resources Code Section 4136); (e) an earthquake fault zone (Public Resources Code Section 2621.9); or (f) a seismic hazard zone (Public Resources Code Section 2694). The Title Company or another qualified expert as described in California Civil Code Section 1102.4(c) (the “Natural Hazard Expert”) shall be engaged by Seller to examine the maps and other information specifically made available to the public by government agencies with respect to the Natural Hazard Areas and the Natural Hazard Expert shall be instructed to deliver the written results of the Natural Hazard Expert’s examination to Buyer prior to the Contingency Date. For the purpose of this Agreement, the provisions of Civil Code Section 1103.4 regarding non-liability of Seller for errors or omissions not within Seller’s personal knowledge shall be deemed to apply and the Natural Hazard Expert shall be deemed to be an expert, dealing with matters within the scope of the Natural Hazard Expert’s expertise with respect to the examination and written report regarding the natural hazards referred to above. Buyer acknowledges and agrees as follows: (i) Buyer is a sophisticated investor in commercial real estate and possesses the expertise to assess whether the Property is located in any of the Natural Hazard Areas and the impact on Buyer’s use, operation, ownership and 229 of 262
10 enjoyment of the Property if the Property is located in any of the Natural Hazard Areas; (ii) prior to the Contingency Date, independent of any Natural Hazard Disclosure Statement, Buyer shall have determined or had an opportunity to determine whether the Property is located in any of the Natural Hazard Areas and will have assessed or had an opportunity to assess the impact on Buyer’s use, operation, ownership and enjoyment of the Property if the Property is located in any of the Natural Hazard Areas; and (iii) Buyer is not relying on any Natural Hazard Disclosure Statement (if one is delivered) in consummating the transactions contemplated hereby. This Section 3.9.5 shall survive the Closing and shall not merge into the Grant Deed or any other document or instrument delivered at the Closing.
4. Seller’s Preclosing Covenants
4.1 No Amendment or Agreements. On or after the Effective Date, Seller shall not (a) amend or waive any right under any Preliminary Document or (b) enter into any lease or other agreement of any type affecting the Property, in each case that would survive the Closing Date, without Buyer’s prior written consent. Before the Contingency Date, Buyer may not unreasonably withhold or delay its consent under this Section 4.1; after the Contingency Date, however, Buyer shall have sole discretion in all such matters.
4.2 Insurance. Through the Closing Date, Seller must maintain or cause to be maintained in full force and effect Seller’s existing property insurance covering the Property.
4.3 Maintenance and Operation. Seller, at its sole cost and expense, shall operate the Property in substantially the same manner as it has operated the property before the Effective Date and shall maintain and keep the Property such that on the Closing Date the Property is in substantially the same condition and repair as on the Effective Date, reasonable wear and tear accepted. From and after the Contingency Date, Seller may not make any material alterations to the Property without Buyer’s prior written consent, which consent shall not be unreasonably withheld or delayed.
4.4 No Marketing. From and after the Contingency Date, Seller agrees not to market, show or list the Property to any other prospective buyer during the term of this Agreement.
4.5 Access to Property. Buyer and Buyer’s agents and other Buyer’s Representatives shall have the right at all reasonable times until Closing to enter the Property subject to the terms and conditions provided in Section 3.9.2, Section 3.9.3 and elsewhere in this Agreement.
4.6 Notification. Seller shall promptly notify Buyer of any material change in the physical condition of the Property or of any material event or circumstance of which 230 of 262
11 Seller becomes aware and that makes any representation or warranty of Seller under this Agreement materially untrue.
4.7 Service Contracts. Seller covenants and agrees that before the Closing Date it shall terminate all service contracts related to the Property other than those service contracts which Seller has elected to assume pursuant to Section 1.1.4 hereof.
5. Representations and Warranties
5.1 Seller’s Representations and Warranties. Seller hereby represents and warrants that each of the following is true as of the Effective Date.
5.1.1 Legal Compliance. Seller has not received any written notices of any material violations of any building code or other law with respect to the Property which have not been corrected to the satisfaction of the issuer of the notice.
5.1.2 Compliance with Laws. Seller has not received any written notice that either the Property or its operation are, to Seller’s Knowledge, in material violation of any applicable law, ordinance, rule, regulation, judgment, order, or covenants, conditions and restrictions, whether federal, state, local, foreign or private.
5.1.3 Documents. To Seller’s Knowledge, all Preliminary Documents delivered to Buyer under Section 3, and all other documents delivered to Buyer by or on behalf of Seller, are true and correct copies of the documents in Seller’s possession; provided, however, Seller makes no representation or warranty whatsoever with respect to the Preliminary Report, any copies of exceptions to title shown in the Preliminary Report, any document, map or survey referred to in the Preliminary Report, or any other document or item received from the Title Company.
5.1.4 Litigation. To Seller’s Knowledge, there is no pending or threatened in writing litigation by any governmental authority or person against Seller relating to the Property that might, if it and all other pending and threatened in writing litigation were adversely determined, result in a material adverse change in the Property or its operation or that challenges the validity of or otherwise materially adversely affects the transaction contemplated by this Agreement.
5.1.5 Other Proceedings. To Seller’s Knowledge, no attachments, execution proceedings, assignments for the benefit of creditors, insolvency, bankruptcy, reorganization, or other proceedings are pending against Seller or Seller’s interest in the Property, nor are any such proceedings contemplated by Seller.
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12 5.1.6 Due Authorization. This Agreement and the performance of Seller’s obligations under it and all documents executed by Seller that are to be delivered to Buyer at the Closing are, or on the Closing Date shall be, duly authorized, executed, and delivered by Seller and are, or at the Closing Date shall be binding obligations of Seller, and to Seller’s Knowledge do not, and on the Closing Date shall not, violate any provision of any agreement or judicial order to which Seller is a party or to which Seller or the Property is subject. No consent of any partner, shareholder, creditor, investor, judicial or administrative body, government agency, or other party is required for Seller to enter into or to perform Seller’s obligations under this Agreement, except as has already been obtained.
5.1.7 [Reserved.]
5.1.8 [Reserved.]
5.1.9 Environmental Site Condition. Except as disclosed in the Environmental Reports and documents of public record, Seller has no actual knowledge of the release of any Hazardous Materials onto the Real Property in violation of applicable Environmental Laws (as hereinafter defined). Specifically, and without limiting any other provision of this Agreement, Buyer acknowledges that other than obtaining the Environmental Reports, Seller has not at any time conducted any investigation or other inquiry whatsoever with respect to the matters contained in this Section 5.1.9. As used herein, the term “Environmental Laws” includes without limitation the Resource Conservation and Recovery Act and the Comprehensive Environmental Response Compensation and Liability Act and other federal laws governing the environment as in effect on the Effective Date of this Agreement together with their implementing regulations and guidelines as of the Effective Date of this Agreement, and all state, regional, county, municipal and other local laws, regulations and ordinances that are equivalent or similar to the federal laws recited above or that purport to regulate Hazardous Materials. As used herein, the term “Hazardous Materials” includes petroleum, including crude oil or any fraction thereof, natural gas, natural gas-liquids, liquidated natural gas, or synthetic gas usable for fuel (or mixtures of natural gas or such synthetic gas), and any substance, material waste, pollutant or contaminate listed or defined as hazardous or toxins under any Environmental Law.
5.1.10 Foreign Person. Seller is not a foreign person and is a “United States Person” as such term is defined in §7701(a)(30) of the Internal Revenue Code of 1986, as amended.
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13 5.1.11 No Leases. Except for the Permitted Exceptions, there are no leases or other agreements for the use or occupancy of space in the Property that will be binding on the Property or Buyer following the Closing and, to Seller’s Knowledge, there are no other parties in possession or with claims to occupancy, use, or possession of the Property or any portion thereof.
5.1.12 No Contracts. Except for the service contract(s) set forth on Exhibit “B” hereto, there are no brokerage, leasing, listing, asset management, property management, service, utility, janitorial or maintenance contracts or agreements, or agreements for the provision of supplies or other goods, to which the Property is subject, and Seller is a party, which will be binding upon Buyer or the Property after the Closing to which Buyer has not already agreed to assume in writing.
5.1.13 Seller’s Knowledge. As used in this Agreement, the phrase, “Seller’s Knowledge” and any other reference to the knowledge of Seller, or words of similar import, shall be deemed to mean and are limited to the actual knowledge only of Jay Gilbert and Debra Gilbert and not any implied, imputed or constructive knowledge of such individual(s) or of Seller or any Seller Parties (as hereinafter defined), and without any independent investigation or inquiry having been made or any implied duty to investigate, make any inquiries or review the Preliminary Documents or any other documents, materials or information. It is understood and agreed that such individuals are named herein solely for the purpose of defining Seller’s Knowledge and such individuals shall have no personal liability in any manner whatsoever under this Agreement or otherwise with respect to the transactions contemplated by this Agreement. This Section 5.1.13 shall survive the Closing.
5.2 Buyer’s Representations and Warranties. Despite anything to the contrary in this Agreement, Buyer hereby warrants and represents that, as of the Effective Date, this Agreement and the performance of Buyer’s obligations under it and all the documents executed by Buyer that are to be delivered to Seller at the Closing are, or on the Closing Date shall be, duly authorized, executed, and delivered by Buyer and are, or at the Closing Date shall be, legal, valid, and binding obligations of Buyer do not, and on the Closing Date shall not, violate any provisions of any agreement or judicial order to which Buyer is a party or to which Buyer or the Property is subject. No consent of any partner, shareholder, creditor, investor, judicial or administrative body, government agency, or other party is required for Buyer to enter into or to perform Buyer’s obligations under this Agreement, except as has already been obtained. Buyer is a governmental entity, a body corporate and politic, and is qualified to do business in the State of California.
5.3 Effect of Representations and Warranties. Each representation and warranty in this Agreement (a) is material and being relied upon by the party to which the 233 of 262
14 representation and warranty is made; (b) is true in all respects as of the Effective Date; (c) shall be true in all material respects on the Closing Date; and (d) shall survive the Closing, except as otherwise provided in this Agreement.
Notwithstanding anything to the contrary contained in this Agreement, if Buyer (or any Buyer’s Representative) has actual knowledge from any source before the Closing of any matter which would make a representation or warranty of Seller contained in this Agreement untrue or incorrect in any material respect (an “Exception Matter”), but Buyer nonetheless elects to proceed with the Closing and the acquisition of the Property, Seller shall have no liability with respect to such Exception Matter notwithstanding any contrary provision, covenant, representation or warranty contained in this Agreement or in any document delivered pursuant to this Agreement. As used in this Agreement, the phrase, “Buyer’s Knowledge” and any other reference to the knowledge of Buyer, or words of similar import, shall be deemed to mean and are limited to the actual knowledge only of Daniel Hernandez and not any implied, imputed or constructive knowledge of such individual(s) or of Buyer, and without any independent investigation or inquiry having been made or any implied duty to investigate, make any inquiries or review the Preliminary Documents or any other documents, materials or information. It is understood and agreed that such individual are named herein solely for the purpose of defining Buyer’s Knowledge and such individuals shall have no personal liability in any manner whatsoever under this Agreement or otherwise with respect to the transactions contemplated by this Agreement. This Section 5.3 shall survive the Closing. Furthermore, without limiting the foregoing and notwithstanding anything to the contrary contained in this Agreement or in any document delivered pursuant to this Agreement, in no event shall Seller be deemed to be in breach or default, or be liable to Buyer, under this Agreement or any document delivered pursuant to this Agreement by reason of any breach or inaccuracy of a covenant, representation or warranty of Seller contained in this Agreement which results from any change that occurs between the Effective Date of this Agreement and the Closing due to the passage of time or which is expressly permitted pursuant to this Agreement or which is beyond the control of Seller.
5.4 Survival of Seller’s Representations and Warranties and Limitation on Liability.
The parties agree that (a) Seller’s warranties and representations in this Agreement and in any document executed by Seller under this Agreement with respect to the Property shall survive until six months after the Closing Date, and (b) if Buyer fails to provide written notice to Seller of any breach of such warranties or representations within six months of the Closing Date, Buyer shall be deemed to have waived all claims for breach of any representations and warranties with respect to the Property. Buyer’s sole remedies shall be an action at law for damages prior to the Limitation Period (defined in Section 8.2.2) as a consequence of such breach or termination of this Agreement and waiver of any further claims against Seller. In no event will Seller’s liability for damages to Buyer after the Closing exceed the amount set forth in Section 8.2.2 or apply until such damages exceed the threshold in Section 8.2.2.
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15 5.5 “As is” Purchase. BUYER ACKNOWLEDGES AND AGREES THAT BUYER
WILL BE CONCLUDING THE PURCHASE OF THE PROPERTY BASED
SOLELY UPON BUYER’S INSPECTION AND INVESTIGATION OF THE
PROPERTY, AND THAT BUYER WILL BE PURCHASING THE PROPERTY ON AN “AS IS, WHERE IS” BASIS, WITH ALL FAULTS, LATENT AND PATENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING,
BUYER ACKNOWLEDGES AND AGREES THAT, EXCEPT AS EXPRESSLY CONTAINED IN SECTION 5.1 OF THIS AGREEMENT, SELLER HAS NOT
MADE, IS NOT HEREBY MAKING AND SELLER HEREBY EXPRESSLY
DISCLAIMS AND NEGATES ANY REPRESENTATIONS OR WARRANTIES
OF ANY KIND WHATSOEVER, EITHER EXPRESS OR IMPLIED, ON
WHICH BUYER IS RELYING AS TO ANY MATTER CONCERNING THE
PROPERTY, INCLUDING, WITHOUT LIMITATION, MATTERS RELATING
TO THE ZONING, LAND-USE OR OTHER ENTITLEMENTS, THE
ENVIRONMENTAL CONDITION OF THE PROPERTY, AND/OR SOILS,
SEISMIC, GEOTECHNICAL AND/OR OTHER MATTERS RELATING TO
THE CONDITION OF THE PROPERTY. BUYER ACKNOWLEDGES AND
AGREES THAT ANY INFORMATION PROVIDED OR TO BE PROVIDED
WITH RESPECT TO THE PROPERTY BY OR ON BEHALF OF SELLER,
INCLUDING, WITHOUT LIMITATION, THE ENVIRONMENTAL REPORTS
AND THE OTHER DOCUMENTS AND INSTRUMENTS TO BE DELIVERED
TO, OR OTHERWISE MADE AVAILABLE TO, BUYER PURSUANT TO
SECTION 5.1. HEREOF OR OTHERWISE, WAS OBTAINED FROM A
VARIETY OF SOURCES, THAT SELLER HAS NOT MADE ANY
INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH
INFORMATION, THAT ALL SUCH INFORMATION HAS BEEN AND
SHALL BE PROVIDED SOLELY AS AN ACCOMMODATION TO BUYER,
THAT SELLER MAKES NO REPRESENTATIONS OR WARRANTIES AS TO
THE ACCURACY, TRUTHFULNESS OR COMPLETENESS OF SUCH
INFORMATION, AND THAT SELLER IS NOT, AND SHALL NOT BE,
LIABLE OR BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN
STATEMENT, REPRESENTATION OR INFORMATION PERTAINING TO
THE PROPERTY, OR THE OPERATION OR CONDITION THEREOF,
FURNISHED BY OR ON BEHALF OF SELLER OR ANY CONSULTANT,
ADVISOR, ATTORNEY, REAL ESTATE BROKER, CONTRACTOR, AGENT, EMPLOYEE, SERVANT OR OTHER PERSON. AS PART OF BUYER’S
AGREEMENT TO PURCHASE AND ACCEPT THE PROPERTY “AS-IS,
WHERE-IS,” AND “WITH ALL FAULTS”, AND NOT AS A LIMITATION ON
SUCH AGREEMENT, BUYER HEREBY UNCONDITIONALLY AND
IRREVOCABLY WAIVES ANY AND ALL ACTUAL OR POTENTIAL
CLAIMS OR RIGHTS AGAINST THE SELLER PARTIES (AS HEREINAFTER
DEFINED) ARISING OUT OF THE INACCURACY OR INCOMPLETENESS
OF ANY MATERIALS SO FURNISHED, ARISING OUT OF ANY ALLEGED
DUTY OF THE SELLER PARTIES TO ACQUIRE, SEEK OR OBTAIN SUCH
MATERIALS, ARISING OUT OF OR IN CONNECTION WITH THE
ENVIRONMENTAL CONDITION OF THE PROPERTY AND ANY AND ALL 235 of 262
16 ACTUAL OR POTENTIAL CLAIMS OR RIGHTS BUYER MIGHT HAVE
REGARDING ANY FORM OF REPRESENTATION OR WARRANTY,
EXPRESS OR IMPLIED, OF ANY KIND OR TYPE, RELATING TO THE
PROPERTY OTHER THAN IN CONNECTION WITH THOSE
REPRESENTATIONS AND WARRANTIES EXPRESSLY CONTAINED IN
SECTION 5.1 OF THIS AGREEMENT. SUCH WAIVER IS ABSOLUTE, COMPLETE, TOTAL AND UNLIMITED IN ANY WAY. SUCH WAIVER
INCLUDES, BUT IS NOT LIMITED TO, A WAIVER OF EXPRESS
WARRANTIES, IMPLIED WARRANTIES, WARRANTIES OF FITNESS FOR
A PARTICULAR USE, WARRANTIES OF MERCHANTABILITY,
WARRANTIES OF HABITABILITY, STRICT LIABILITY RIGHTS, AND
CLAIMS, LIABILITIES, DEMANDS OR CAUSES OF ACTION OF EVERY
KIND AND TYPE, WHETHER STATUTORY, CONTRACTUAL OR UNDER
TORT PRINCIPLES, AT LAW OR IN EQUITY, INCLUDING, BUT NOT
LIMITED TO, CLAIMS REGARDING DEFECTS WHICH MIGHT HAVE
BEEN DISCOVERABLE, CLAIMS REGARDING DEFECTS WHICH WERE
NOT OR ARE NOT DISCOVERABLE, PRODUCT LIABILITY CLAIMS,
PRODUCT LIABILITY TYPE CLAIMS, ALL OTHER EXISTING OR LATER
CREATED OR CONCEIVED STRICT LIABILITY OR STRICT LIABILITY
TYPE CLAIMS AND RIGHTS, AND ANY AND ALL CLAIMS RELATING TO
THE ENVIRONMENTAL CONDITION OF THE PROPERTY, INCLUDING,
WITHOUT LIMITATION, ANY AND ALL CLAIMS UNDER CERCLA AND RCRA. EFFECTIVE UPON THE CLOSING DATE, AND TO THE FULLEST
EXTENT PERMITTED BY LAW, BUYER HEREBY RELEASES,
DISCHARGES AND FOREVER ACQUITS SELLER AND EVERY ENTITY
AFFILIATED WITH SELLER AND ALL OF ITS AND THEIR RESPECTIVE
PARTNERS, MEMBERS, SUBSIDIARIES, AFFILIATES, OFFICERS,
DIRECTORS, SHAREHOLDERS, EMPLOYEES, AGENTS, ATTORNEYS
AND INDEPENDENT CONTRACTORS AND THE SUCCESSOR OF EACH
AND EVERY ONE OF THEM (COLLECTIVELY, THE “SELLER PARTIES”)
FROM ALL DEMANDS, CLAIMS, LIABILITIES, OBLIGATIONS, COSTS
AND EXPENSES WHICH BUYER MAY SUFFER OR INCUR RELATING TO THE PROPERTY. SPECIFICALLY, AND NOT BY WAY OF LIMITATION,
BUYER HEREBY RELEASES, DISCHARGES AND FOREVER ACQUITS
THE SELLER PARTIES FROM ALL DEMANDS, CLAIMS, LIABILITIES,
OBLIGATIONS, COSTS AND EXPENSES ARISING OUT OF OR
OTHERWISE RELATING TO THE ENVIRONMENTAL CONDITION OF THE PROPERTY. AS PART OF THE PROVISIONS OF THIS ARTICLE 5, BUT NOT
AS A LIMITATION THEREON, BUYER HEREBY AGREES, REPRESENTS
AND WARRANTS THAT THE MATTERS RELEASED HEREIN ARE NOT
LIMITED TO MATTERS WHICH ARE KNOWN OR DISCLOSED, AND
BUYER HEREBY WAIVES ANY AND ALL RIGHTS AND BENEFITS
WHICH IT NOW HAS, OR IN THE FUTURE MAY HAVE CONFERRED
UPON IT, BY VIRTUE OF THE PROVISIONS OF FEDERAL, STATE OR
LOCAL LAWS, RULES OR REGULATIONS, INCLUDING WITHOUT
LIMITATION, SECTION 1542 OF THE CIVIL CODE OF THE STATE OF 236 of 262
17 CALIFORNIA OR ANY SIMILAR STATUTE, LAW, RULE OR REGULATION OF ANY OTHER STATE. BUYER ACKNOWLEDGES THAT SECTION 1542
OF THE CIVIL CODE OF THE STATE OF CALIFORNIA PROVIDES AS FOLLOWS:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE
CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO
EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE
RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE
MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE
DEBTOR OR RELEASED PARTY.
IN THIS CONNECTION AND TO THE FULLEST EXTENT PERMITTED BY
LAW, BUYER HEREBY AGREES, REPRESENTS AND WARRANTS THAT
BUYER REALIZES AND ACKNOWLEDGES THAT FACTUAL MATTERS
NOW UNKNOWN TO BUYER MAY HAVE GIVEN OR MAY HEREAFTER
GIVE RISE TO CAUSES OF ACTION, CLAIMS, DEMANDS, DEBTS,
CONTROVERSIES, DAMAGES, COSTS, LOSSES AND EXPENSES WHICH
ARE PRESENTLY UNKNOWN, UNANTICIPATED AND UNSUSPECTED,
AND BUYER FURTHER AGREES, REPRESENTS AND WARRANTS THAT
THE WAIVERS AND RELEASES HEREIN HAVE BEEN NEGOTIATED AND
AGREED UPON IN LIGHT OF THAT REALIZATION AND THAT BUYER
NEVERTHELESS HEREBY INTENDS TO RELEASE, DISCHARGE AND
ACQUIT THE SELLER PARTIES FROM ANY SUCH UNKNOWN CAUSES
OF ACTION, CLAIMS, DEMANDS, DEBTS, CONTROVERSIES, DAMAGES,
COSTS, LOSSES AND EXPENSES WHICH MIGHT IN ANY WAY BE
INCLUDED IN THE WAIVERS AND MATTERS RELEASED AS SET FORTH IN THIS ARTICLE. THE PROVISIONS OF THIS ARTICLE ARE MATERIAL
AND INCLUDED AS A MATERIAL PORTION OF THE CONSIDERATION GIVEN TO SELLER BY BUYER IN EXCHANGE FOR SELLER’S
PERFORMANCE HEREUNDER. SELLER HAS GIVEN BUYER MATERIAL
CONCESSIONS REGARDING THIS TRANSACTION IN EXCHANGE FOR
BUYER AGREEING TO THE PROVISIONS OF THIS ARTICLE. SELLER
AND BUYER HAVE EACH INITIALED THIS ARTICLE TO FURTHER
INDICATE THEIR AWARENESS AND ACCEPTANCE OF EACH AND
EVERY PROVISION HEREOF. NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS ARTICLE 5 SHALL CONSTITUTE A WAIVER BY
BUYER WITH RESPECT TO ANY FRAUD BY SELLER.
BUYER’S INITIALS: __________ SELLER’S INITIALS: _________
5.6 Release of Seller. Except as provided in Section 5.4, effective from and after the Closing, Buyer hereby waives, releases, acquits, and forever discharges Seller, all Seller Parties, and each of their respective agents, affiliates, subsidiaries, successors and assigns (collectively, the “Releasees”) from any and all claims, actions, causes of action, demands, rights, liabilities, damages, losses, costs, expenses, or compensation whatsoever, direct or indirect, known or unknown, foreseen or 237 of 262
18 unforeseen, that it now has or that may arise in the future because of or in any way growing out of or connected with this Agreement and the Property including without limitation the condition of the Property, except matters arising from Seller’s fraud or intentional misrepresentation. Buyer expressly waives its rights granted under the provisions of any law that provides that a general release does not extend to claims that Buyer does not know or suspect to exist in its favor at the time of executing the release, which if known by it must have materially affected its agreement to release seller including, without limitation, California Civil Code section 1542 regarding the matters covered by a general release, which provides as follows:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO
EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE
RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE
MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE
DEBTOR OR RELEASED PARTY.”
Buyer acknowledges that the foregoing acknowledgments, releases and waivers, including without limitation the waiver of the provisions of California Civil Code section 1542, were expressly bargained for.
Buyer has initialed this Section 5.6 to further indicate Buyer’s awareness and acceptance of each and every provision of this Agreement. The provisions of this Section 5.6 shall survive the Closing.
Buyer’s Initials: _______________
6. Closing Conditions
6.1 Buyer’s Closing Conditions. All obligations of Buyer under this Agreement are subject to the fulfillment, before or at the Closing, of each of the following conditions (the “Buyer’s Closing Conditions”). Buyer’s Closing Conditions are solely for Buyer’s benefit and any or all of the Buyer’s Closing Conditions may be waived in writing by Buyer in whole or in part without prior notice.
6.1.1 Title. It is a Buyer’s Closing Condition that, on the Closing Date, Seller convey to Buyer insurable, fee simple title to the Real Property by execution and delivery of a grant deed (hereinafter referred to as the “Grant Deed”), and the Title Company shall be willing to issue, at Closing, its Owner’s standard form of CLTA Standard Coverage Policy of Title Insurance in the amount of the Purchase Price showing title to the Land and Improvements vested in Buyer, subject to the Permitted Exceptions (the “Title Policy”). If Buyer elects to obtain any particular title insurance endorsements or an extended coverage policy (such as an ALTA policy), the additional premium and costs for the extended 238 of 262
19 coverage policy and the cost of any endorsements will be at Buyer’s sole cost and expense, provided however, that Buyer’s election to obtain an extended coverage policy (such as an ALTA policy) shall not delay Closing and Buyer’s inability to obtain an extended coverage policy or any such endorsements shall not be deemed to be a failure of any Buyer’s Closing Condition. Seller shall have no obligation to provide any indemnity or agreement to the Title Company or Buyer to support the issuance of the Title Policy or any such endorsements other than a reasonable and customary owner’s affidavit. The Title Policy may be delivered after the Closing if at the Closing the Title Company issues an effective, proforma title policy or a duly-executed “marked-up” title commitment and irrevocably commits to issue the Title Policy in the form of either a proforma title policy or a “marked-up” title commitment after the Closing Date. Indemnification of the Title Company to induce it to insure any otherwise unpermitted exception to title will not be allowed except with Buyer’s prior written consent after full disclosure to Buyer of the nature and substance of such exception and indemnity, which consent will not be reasonably withheld, condition or delayed by Buyer for exceptions not material to marketable title to the Real Property. If Seller has requested, by written notice to Buyer accompanied by a copy of the proposed indemnity document, Buyer’s consent to such an indemnification of the Title Company to remove an exception to title to the Property Buyer shall either deliver written consent to such indemnification either within ten (10) business days after Seller’s written request for such consent, or Buyer shall deliver Buyer’s notice of objection to such indemnification stating the reasons for Buyer’s refusal to grant Seller’s request. Provided, however, Buyer’s objection to such indemnification shall not be unreasonably conditioned or withheld.
6.1.2 Liens. Buyer must have received, at Buyer’s sole cost and expense, a certified report, with copies of all documents, satisfactory to Buyer and Buyer’s counsel, from the Title Company or a reputable lien search company indicating that there are no personal property liens of record on file with the Secretary of State of California, other than those that will be discharged at the Closing, as of a date no more than five (5) Business Days before the Closing Date, and a confirmation dated no more than three (3) Business Days before the Closing Date that no further liens have been filed since the date of the certified report other than those that will be discharged at the Closing. Also, Buyer must have received, at Buyer’s sole cost and expense, a verified report, satisfactory to the Buyer and Buyer’s counsel, from the Title Company or a reputable lien search company, indicating that there are not federal or state tax liens of record against the Property and on file with the respective agencies as of a date no more than ten (10) Business Days before the Closing Date other than those that will be discharged at the 239 of 262
20 Closing. Buyer shall promptly order the certified report and verified report referred to in this Section 6.1.2 so as to ensure the timely receipt thereof and no delay in the Closing. Buyer’s failure to promptly order the certified report and verified report referred to in this Section 6.1.2 so as to ensure the timely receipt thereof and no delay in the Closing shall be deemed to be Buyer’s waiver of the Buyer’s Closing Condition in this Section 6.1.2
6.1.3 Seller’s Representations, Warranties, and Covenants. The representations and warranties of Seller in Section 5.1 of this Agreement must be true in all material respects on and as of the Closing Date with the same effect as if such representations and warranties had been made on and as of the Closing Date. Seller must have performed and complied in all material respects with all covenants and agreements required by this Agreement to be performed or complied with by it before or on the Closing Date. Buyer must have been furnished with a certificate of Seller dated as of the Closing Date, certifying the truth and accuracy in all material respects of the representations and warranties of Seller in Section 5.1 of this Agreement. Such certificate shall have the effect of a representation and warranty of Seller made on and as of the Closing Date, subject to all of the qualifications and limitations upon Seller’s representations and warranties contained in this Agreement.
6.1.4 Closing Documents. Seller must have delivered to Escrow the documents and funds it is required by this Agreement to deliver through Escrow at Closing.
6.1.5 Adverse Actions. Other than those matters already disclosed by Seller to Buyer, there shall exist no other actions, suits, arbitrations, claims, attachments, proceedings, assignments for the benefit of creditors, insolvency, bankruptcy, reorganization, or other proceedings, pending or threatened, against the Seller or regarding the Property that would materially and adversely affect the Seller’s ability to perform its obligations under this Agreement or Buyer’s title to the Property and there shall exist no pending or threatened action, suit or proceeding regarding Seller before or by any court or administrative agency that seeks to restrain or prohibit this Agreement or the consummation of the transactions contemplated by this Agreement.
6.1.6 Hazardous Material. No Hazardous Materials in violation of Environmental Laws shall have been discovered on the Property after the Contingency Date that were not previously disclosed to Buyer or discovered by Buyer before the Contingency Date.
6.1.7 No Material Changes. No event shall have occurred, nor shall any condition have arisen, after the Contingency Date that as of the Closing 240 of 262
21 Date materially and adversely affects all or any part of the Property or its current operation, use, value, income, expenses, or occupancy.
6.1.8 Consents. All necessary agreements and consents of all parties to consummate the transaction contemplated by this Agreement shall have been obtained and furnished by Seller to Buyer.
6.2 Seller’s Closing Conditions. Seller’s obligation to sell the Property is expressly conditioned on the fulfillment of each condition precedent at or before the Closing (the “Seller’s Closing Conditions”). Seller’s Closing Conditions are solely for Sellers’ benefit and any of Seller’s Closing Conditions may be waived in writing by Seller in whole or in part without prior notice.
6.2.1 Approval of Contingencies. It is a Seller’s Closing Condition that Buyer must have acknowledged its approval or waiver of all contingencies as required under Article 3.
6.2.2. Purchase Price. Buyer must have delivered the Purchase Price to Escrow for payment to Seller via wire instructions to be delivered by Seller to Escrow prior to Closing.
6.2.3 Delivery of Closing Documents and Funds. Buyer must have delivered to Escrow the documents, the Purchase Price and any funds required to close the escrow hereunder.
6.2.4 Buyer’s Representations, Warranties, and Covenants. The representations and warranties of Buyer in this Agreement must be true in all material respects on and as of the Closing Date with the same effect as if such representations and warranties had been made on and as of the Closing Date. Buyer must have performed and complied in all material respects with all covenants and agreements required by this Agreement to be performed or complied with by Buyer before or on the Closing Date. Seller must have been furnished with a certificate of Buyer dated as of the Closing Date, certifying the truth and accuracy in all material respects of the representations and warranties of Buyer in Section 5.2 of this Agreement. Such certificate shall have the effect of a representation and warranty of Buyer made on and as of the Closing Date, subject to all of the qualifications and limitations upon Buyer’s representations and warranties contained in this Agreement.
6.2.5 Consents. All necessary agreements and consents of all parties to consummate the transaction contemplated by this Agreement shall have been obtained and furnished by Buyer to Seller.
6.3 Termination for Failure of a Condition. If Buyer’s Closing Conditions or Seller’s Closing Conditions, as the case may be, are not satisfied for any reason other than 241 of 262
22 a material default by Seller or Buyer, respectively, and Buyer’s Closing Conditions or Seller’s Closing Conditions have not been previously approved or waived, then, the party in whose favor the Closing Condition runs may, in its sole discretion and as its sole remedy, terminate this Agreement by five (5) days written notice to the other, or elect to proceed with the Closing in accordance with this Agreement, notwithstanding the non-satisfaction of such Closing Condition, thereby waiving satisfaction of such Closing Condition. If this Agreement is so terminated, the parties shall have no further obligation or liability under this Agreement. Any cancellation fee or other costs of the Escrow Holder and Title Company shall be borne equally by Seller and Buyer and each party shall pay its own expenses. This Section 6.3 shall survive any termination of this Agreement.
7. Closing
7.1 Escrow. The Escrow shall be opened with the Escrow Holder on the execution of this Agreement. This Agreement shall serve as the instructions of Buyer and Seller to Escrow Holder with respect to the transactions contemplated hereby; provided, however, Buyer and Seller shall promptly on the Escrow Holder’s request execute such additional escrow instructions as are reasonably required to consummate the transaction contemplated by this Agreement and are not inconsistent with this Agreement.
7.2 Closing Definitions.
7.2.1 Closing. The “Closing” means the exchange of money and documents as described in this Section 7.2, and shall be deemed to have occurred when Seller’s Grant Deed to Buyer has been recorded, the Escrow Holder holds and can record and deliver the remaining documents described in this Section 7.2, the Title Company is irrevocably and unconditionally committed to issue the Title Policy, Buyer has delivered the Purchase Price in immediately available funds to Escrow Holder, and Escrow Holder is irrevocably and unconditionally committed to deliver the Purchase Price to Seller in immediately available funds. .
7.2.2 Closing Date. Seller and Buyer agree that the Closing shall occur on the “Closing Date”. The Closing Date shall be a date mutually agreeable to Buyer and Seller that is no later than ______________[INSERT DATE THAT IS 15 DAYS AFTER THE CONTINGENCY DATE],
2025. If the Closing has not occurred within fifteen (15) days after the Contingency Date, then subject to Section 6.3 either party may elect to terminate this Agreement and neither party will have any obligations to the other except on account of any breach of this Agreement and except for those provisions which expressly survive any termination of this Agreement. The Closing of the purchase and sale of the Property contemplated by this Agreement and the delivery of all items required 242 of 262
23 for the Closing pursuant to this Agreement shall be made through the escrow established with the Title Company pursuant to this Agreement.
7.3 Seller’s Deposit of Documents and Funds. Seller must deposit into Escrow the following documents duly executed by Seller in form and substance customary in Los Angeles County, California:
7.3.1 Grant Deed. The Grant Deed duly executed and acknowledged by Seller conveying the Property to Buyer, subject only to the Permitted Exceptions;
7.3.2 General Assignment. A bill of sale and assignment by Seller of those service contracts Buyer has elected to assume and those warranties and guarantees, licenses and permits, plans, drawings and studies and other documents and agreements affecting the Property to be assigned to Buyer hereunder, duly executed by Seller (the “General Assignment”);
7.3.3 Non-foreign Certification. Certificates required by §1445 of the Internal Revenue Code of 1986, and the California Revenue and Taxation Code §18815, executed by Seller or appropriate upstream entity of Seller and in the form required by such statutes to relieve Buyer of any potential transferee’s withholding liability under such statutes (the “Non-foreign Certification”);
7.3.4 Seller’s Proof of Power and Authority. Such proof of Seller’s authority and authorization to enter into and perform under this Agreement, and such proof of power and authority of the individuals executing or delivering any instruments, documents, or certificates on behalf of Seller to act for and bind Seller as may reasonably be required by the Escrow Holder; and
7.3.5 Additional Documents. Such additional documents, including written Escrow instructions consistent with this Agreement, as may be reasonably necessary or desirable to convey the Property in accordance with this Agreement, provided any such additional document shall not expand any obligation, covenant, representation or warranty of Seller, result in any new or additional obligation, covenant, representation or warranty of Seller, or diminish any of Seller’s rights under this Agreement.
7.4 Buyer’s Deposit of Documents. Buyer must deposit into Escrow the following documents duly executed by Buyer in form and substance reasonably satisfactory to Seller:
7.4.1 General Assignment. A counterpart of the General Assignment assuming those service contracts Buyer has elected to assume and those 243 of 262
24 warranties and guarantees, licenses and permits, plans, drawings and studies and other documents and agreements affecting the Property to be assigned to Buyer hereunder, duly executed by Buyer;
7.4.2 Buyer’s Proof of Power and Authority. Such proof of Buyer’s authority and authorization to enter into and perform under this Agreement, and such proof of power and authority of the individuals executing or delivering any instruments, documents, or certificates on behalf of Buyer to act for and bind Buyer as may reasonably be required by Seller and the Escrow Holder;
7.4.2 Conveyance Documents. Such additional documents, including written Escrow instructions consistent with this Agreement, as may be reasonably necessary or desirable to convey the Property in accordance with this Agreement, provided any such additional document shall not expand any obligation, covenant, representation or warranty of Buyer, result in any new or additional obligation, covenant, representation or warranty of Buyer, or diminish any of Buyer’s rights under this Agreement; and
7.4.4 Purchase Price. The Purchase Price plus or minus applicable prorations and closing costs as provided in this Agreement, in immediate, same- day U.S. federal funds wired for credit into Escrow Holder’s escrow account.
7.5 Closing. When the Escrow Holder receives all documents and funds identified in Sections 7.3 and 7.4, and the Title Company is ready, willing, and able to issue the Title Policy, then, and only then, the Escrow Holder shall close Escrow by:
7.5.1 Recording the Grant Deed;
7.5.2 Issuing the Title Policy to Buyer;
7.5.3 Delivering to (a) Buyer the counterpart of the General Assignment executed by Seller, the Non-foreign Certification, copies of all recorded documents related to the transfer or encumbering of the Property, and a copy of Seller’s Escrow instructions, and (b) Seller the counterpart of the General Assignment executed by Buyer and a copy of Buyer’s Escrow instructions;
7.5.4 Paying the Purchase Price to Seller in immediate, same-day U.S. federal funds wired for credit into Seller’s bank account, plus or minus prorations and Seller’s share of any closing costs; and
7.5.5 Thereafter, Escrow Holder shall deliver signed closing statements showing all receipts and disbursements to Buyer and Seller and shall 244 of 262
25 file with the Internal Revenue Service (with copies to Buyer and Seller) the reporting statement required under Internal Revenue Code §6045(e).
7.6 Closing Costs and Prorations.
7.6.1 Escrow fees of the Escrow Holder shall be shared equally by Seller and Buyer;
7.6.2 Seller shall pay the cost of the CLTA portion of the Title Policy, and Buyer shall pay for the ALTA extended coverage, all endorsements, and any Survey;
7.6.3 Buyer shall pay the cost of recording the Grant Deed;
7.6.4 Buyer shall pay any sales tax;
7.6.5 The documentary transfer tax and any municipal transfer tax shall be paid by Buyer;
7.6.6 Real property taxes and assessments, water, sewer and utility charges; amounts payable under any Contracts or other agreements or documents assumed by Buyer hereunder; annual permits and/or inspection fees (calculated on the basis of the period covered); and any other expenses of the operation and maintenance of the Property actually incurred by Seller shall all be prorated as of 12:01 a.m. on the date of Closing (i.e., such that Buyer is entitled to the income and responsible for the expenses of the day of Closing), on the basis of a three hundred sixty- five (365)-day year.
7.7 Risk of Loss. The Closing shall be effective as of 12:01 a.m. Pacific Time on the Closing Date. Notwithstanding the foregoing, the risk of loss of all or any portion of the Property shall be borne by Seller up to and including the actual time of the Closing and completion of the wire transfer of the Purchase Price to Seller, and thereafter by Buyer, subject, however, to the terms and conditions of Section 7.7.1 below.
7.7.1 Seller shall promptly give Buyer written notice of any damage to the Land or the Improvements of which Seller is aware, describing such damage, and the Seller’s estimate of time to repair such damage. If such damage is not material, as defined below, then this Agreement shall remain in full force and effect and at Closing Buyer shall receive an assignment of the insurance proceeds relating to such damage and a credit for any deductible applicable to such insurance coverage and repair of such damage. If such damage is material, Buyer may elect by notice to Seller given within 10 days after Buyer is notified of such damage (and the Closing shall be extended, if necessary, to give Buyer 245 of 262
26 such 10-day period to respond to such notice) to proceed in the same manner as in the case of damage that is not material or to terminate this Agreement, in which event the Earnest Money shall be immediately returned to Buyer and thereafter the parties shall have no further obligations to each other hereunder except as otherwise expressly provided hereunder. Damage as to any one or multiple occurrences is “material” if in the reasonably exercised judgment of Seller, it will take more than six (6) months after Closing to repair.
8. Remedies for Default
8.1 Default. Buyer or Seller shall be deemed to be in default under this Agreement if either such party fails, for any reason other than the other party’s default under this Agreement or the failure of a condition precedent to such party’s obligation to perform under this Agreement, to meet, comply with, or perform any covenant, agreement, or obligation required on its part within the time limits and in the manner required in this Agreement, or a material breach shall have occurred of any representation or warranty (made by such party) by reason of such party’s actual fraud or intentional misrepresentation; provided, however, that no such default shall be deemed to have occurred unless and until the other party has given the defaulting party written notice of the default, describing the nature of the default, and the defaulting party has failed to cure such default within five (5) days after the receipt of such notice (but in any event before the Closing Date). IN NO EVENT SHALL
SELLER, ANY SELLER PARTY AND OF THEIR RESPECTIVE AGENTS,
AFFILIATES, SUBSIDIARIES, SUCCESSORS AND ASSIGNS BE LIABLE TO
BUYER FOR ANY ACTUAL, PUNITIVE, SPECULATIVE,
CONSEQUENTIAL OR OTHER DAMAGES FOR A DEFAULT UNDER THIS AGREEMENT.
8.2 Default by Seller.
8.2.1 Seller's Default Prior to Closing. If Seller fails to complete the sale of the Property as provided in this Agreement by reason of any default of Seller, then Buyer shall be entitled to either (a) terminate this Agreement, whereupon the Earnest Money Deposit shall be returned to Buyer and or (b) pursue specific performance of Seller’s obligations under this Agreement; provided that Buyer must commence any action for such specific performance within sixty (60) days following the Closing Date. Buyer hereby waives any other remedy as a result of a default by Seller to complete the sale of the Property to Buyer. Which Seller might otherwise have at law or in equity by reason of such default by Seller.
8.2.2 Seller’s Default Following Closing. To the extent Buyer is entitled under the terms of this Agreement to seek damages following the Closing due to the breach by Seller hereof, Seller’s liability for breach of any such covenant, indemnity, representation or warranty with respect to the Property 246 of 262
27 shall be limited to claims in excess of an aggregate of TWENTY FIVE THOUSAND DOLLARS ($25,000.00), and Seller shall be liable only to the extent that such aggregate exceeds such figure. Seller’s aggregate liability for claims arising out of such covenants, indemnities, representations and warranties with respect to the Property shall not exceed
EIGHTY THREE THOUSAND NINE HUNDRED AND SEVENTY
DOLLARS ($83,970.00) (the “Damage Limit”). Buyer shall provide written notice to Seller prior to the date which is six (6) months after the Closing Date (the “Limitation Period”) of any alleged breach of such covenants, indemnities, warranties or representations and shall allow Seller thirty (30) days within which to cure such breach, or, if such breach cannot reasonably be cured within thirty (30) days, an additional reasonable time period, so long as such cure has been commenced within such thirty (30) days and is being diligently pursued. If Seller fails to cure such breach after written notice and within such cure period, Buyer’s sole remedy shall be an action at law for actual damages not to exceed the Damage Limit as a consequence thereof, and any permitted remedies hereunder must be commenced, if at all, within the Limitation Period. The Limitation Period referred to herein shall apply to known, as well as unknown, breaches of such covenants, indemnities, warranties or representations. Buyer specifically acknowledges that such termination of liability represents a material element of the consideration to Seller.
8.2.3 Buyer’s Default. If Buyer fails to complete the purchase of the Property as provided in this Agreement by reason of any default of Buyer, Seller shall be released from Seller’s obligation to sell the Property to Buyer. Buyer and Seller hereby acknowledge and agree that it would be impractical and/or extremely difficult to fix or establish the actual damage sustained by Seller as a result of such default by Buyer and agree that the amount of the earnest money deposit theretofore made by Buyer, together with all interest thereon, is a reasonable approximation thereof. Accordingly, in the event that Buyer breaches this Agreement by defaulting in the completion of the purchase, the Earnest Money Deposit, together with all interest thereon, shall constitute and be deemed to be the agreed and liquidated damages of Seller, and shall be paid by Buyer to Seller as Seller's sole and exclusive remedy.
Seller hereby waives all other remedies against Buyer which Seller might otherwise have at law or in equity by reason of such default by Buyer, including without limitation the right to specific performance; provided, however, the foregoing shall not limit Buyer's indemnity obligations under sections 3.9.2 hereof. The payment of the Earnest Money Deposit, together with all interest thereon, as liquidated damages is not intended to be a forfeiture or penalty but is intended to constitute liquidated damages to Seller pursuant to California Civil Dode sections 1671, 1676 and 1677.
SELLER'S INITIALS: ____ BUYER'S INITIALS: ____
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28 9. General.
9.1 Notices. Any notices relating to this Agreement shall be given in writing and shall be deemed sufficiently given and served for all purposes when delivered personally by a generally recognized overnight courier service, received by the other party when sent via United States mail certified or registered, return receipt requested, with postage prepaid, or send via email with confirmation of receipt by recipient, and addressed as follows:
If to Seller:Silverglen Properties LLC
PO Box 39379
Los Angeles, CA 90039
Attn: Debra Gilbert
Email: [email protected]
Tel: (213) 248-9155
with a copy to:
Silverglen Properties LLC
PO Box 39379
Los Angeles, CA 90039
Attn: Jay Gilbert
Email: [email protected]
Tel: (213) 248-9154
and a copy to:
Safarian Choi & Bolstad
515 S. Figuera Street, Suite 1760
Los Angeles, CA 90071
Attn: Chris K. Safarian, Esq.
Email: [email protected]
Tel: (213) 481-6576
If to Buyer:
City of Glendale
Director of Public Works
613 E. Broadway, Room 201
Glendale, CA 91206-4387
Attn: Daniel Hernandez
Phone: (818) 548-3900
with a copy to:
Gillian van Muyden,
Chief Assistant City Attorney
City Attorney’s Office
City of Glendale
613 E. Broadway, Suite 220
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29 Glendale, CA 91040
[email protected]
Phone: (818) 548-2080
Escrow Holder/Title Company:
Fidelity National Title
555 S. Flower Street, Suite 4420
Los Angeles, CA 90071
Attn: Jessica D. Avila, J.D.
Email: [email protected]
Phone: 213-452-7132
9.2 Entire Agreement. The terms of this Agreement are intended by the parties as a final expression of their agreement with respect to such terms as are included therein and may not be contradicted by evidence of any prior or contemporaneous agreement. This Agreement specifically supersedes any prior written or oral agreements between the parties. The language in all parts of this Agreement shall be construed as a whole in accordance with its fair meaning and without regard to California Civil Code §1654 or similar statues. Neither party has been induced to enter into this Agreement by, and neither party is relying on, any representation or warranty outside of those expressly set forth in this Agreement.
9.3 Amendments and Waivers. No addition to or modification of this Agreement shall be effective unless it is made in writing and signed by the party against whom the addition or modification is sought to be enforced. The party benefitted by any condition or obligation may waive the same, but such waiver shall not be enforceable by another party unless it is made in writing and signed by the waiving party.
9.4 Invalidity of Provision. If any provision of this Agreement as applied to either party or to any circumstance is adjudged by a court of competent jurisdiction to be void or unenforceable for any reason, this fact shall in no way affect (to the maximum extent permissible by law) any other provision of this Agreement, the application of any such provision under circumstances different from those adjudicated by the court, or the validity or enforceability of this Agreement as a whole.
9.5 Merger. Except for those provisions which expressly state they shall survive the Closing, this Agreement, each provision of it, and all warranties and representations in this Agreement shall not survive the Closing and shall merge into the Grant Deed and the other instruments executed and delivered at Closing.
9.6 References. Unless otherwise indicated, (a) all article and section references are to the articles and sections of this Agreement, and (b) except where otherwise stated, all references to days are to calendar days. Whenever under the terms of this Agreement the time for performance of a covenant or condition falls on a Saturday, Sunday, or California state holiday, such time for performance shall be extended to 249 of 262
30 the next Business Day. “Business Days” means days other than Saturday, Sunday, and California state holidays. The headings used in the Agreement are provided for convenience only and this Agreement shall be interpreted without reference to any headings. The Effective Date of the Agreement is for reference purposes only and is not necessarily the date on which it was entered into.
9.7 Governing Law. This Agreement shall be governed by the laws of the State of California applicable to contracts made by residents of the State of California and to be performed in California.
9.8 Time is of the Essence. Time is of the essence in the performance of the parties’ respective obligations under this Agreement.
9.9 Attorney Fees. In the event of any action or proceeding to enforce a term or condition of this Agreement, any alleged disputes, breaches, defaults, or misrepresentations in connection with any provision of this Agreement or any action or proceeding in any way arising from this Agreement, the prevailing party in such action shall be entitled to recover its reasonable costs and expense, including without limitation reasonable attorney fees and costs of defense paid or incurred in good faith. The “prevailing party” for purposes of this Agreement, shall be deemed to be that party who obtains substantially the result sought, whether by settlement, dismissal, or judgment.
9.10 Assignment. Buyer shall have the right to assign Buyer’s right, title and interest in and to this Agreement to an entity owned and controlled by Buyer provided that (a) any such assignment is made not less than five (5) Business Days prior to the Closing Date and Seller receives written notice from Buyer of any such assignment not less than five (5) Business Days prior to the Closing Date, (b) the assignee shall assume all of the obligations of Buyer under this Agreement pursuant to an assignment agreement made expressly for the benefit of Seller, and (c) Buyer shall in no event be released from any of its obligations or liabilities hereunder in connection with any assignment, and all of the covenants, obligations, terms and conditions applicable to Buyer under this Agreement shall be binding upon such assignee. Subject to the foregoing, this Agreement will inure to the benefit of and be binding on the parties to this Agreement and their respective successors and assigns.
9.11 No Third Party Beneficiaries. Nothing in this Agreement, express or implied, is intended to confer any rights or remedies under or by reason of this Agreement on any person other than the parties to it and their respective permitted successors and assigns, nor is anything in this Agreement intended to relieve or discharge any obligation of any third person to any party to this Agreement or give any third person any right of subrogation or action over or against any party to this Agreement.
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31 9.12 Remedies Cumulative. The remedies set forth in this Agreement are cumulative and not exclusive to any other legal or equitable remedy available to a party, except where limited herein.
9.13 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
9.14 Confidentiality. Buyer and Seller agree to hold all communications concerning the transaction which is the subject of this Agreement as confidential until the Closing or a termination of this Agreement. No documents, materials or any information concerning this transaction shall be disseminated by either party except for those persons specifically authorized in writing by the Buyer or Seller to do so in support of this transaction prior to Closing.
9.15 Electronic Signatures. Delivery of an executed counterpart of a signature page to this Agreement by telecopy, electronic scan transmission (such as a “pdf” file), DocuSign, Adobe Acrobat Sign or other electronic signatures in accordance with any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act or any state laws based on the Uniform Electronic Transactions Act, will be effective as delivery of a manually executed counterpart of this Agreement. Buyer and Seller intend to be bound by the signatures by telecopy, PDF file, DocuSign, Adobe Acrobat Sign or other electronic signatures, are aware that the other party will rely on the telecopy, PDF file, DocuSign, Adobe Acrobat Sign or other electronic signatures, and hereby waive any defenses to the enforcement of the terms of this Agreement based on the form of signature. [SIGNATURES APPEAR ON NEXT PAGE]
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32 IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.
Seller:
SILVERGLEN PROPERTIES LLC,
a California limited liability company
By: ____________________________
Name: __________________________
Title: ___________________________
Buyer:
CITY OF GLENDALE
By: __________________________________
Roubik Golanian, City Manager
Approved as to Form:
MICHAEL J. GARCIA, CITY ATTORNEY
By: ____________________________
Gillian van Muyden
Chief Assistant City Attorney
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33 CONSENT OF ESCROW HOLDER
Fidelity National Title (the Escrow Holder) accepts the foregoing Agreement for Purchase and Sale of Real Property and Joint Escrow Instructions as escrow instructions, agrees to act as escrow holder and agrees to be bound by its provisions applicable to it as Escrow Holder.
Date: May ____, 2025
FIDELITY NATIONAL TITLE
By: _______________________________
Name: Jessica Avila, J.D.
Title: Escrow Officer
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1 EXHIBIT “A”
LEGAL DESCRIPTION
LOT 26 IN BLOCK 5 OF TRACT NO. 910, IN THE CITY OF GLENDALE, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 16, PAGE(S) 133 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
APN: 5640-031-023
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2 EXHIBIT “B”
SERVICE CONTRACTS
•That certain AT&T Dedicated Internet & Voice Bundle Agreement dated June 5, 2023. 255 of 262
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25-87634
CITY OF GLENDALE, CALIFORNIA
REPORT TO THE CITY COUNCIL
AGENDA ITEM
Report: Adopt the Plans and Specification for the Central Park Block Project 1) Resolution adopting the Plans and Specification for the Central Park Block Project, Specification No. 3951, and Plan No. 22-106; and directing the City Clerk to Advertise for Bids.
COUNCIL ACTION
Item Type: Action Calendar
Approved for May 6, 2025 calendar
EXECUTIVE SUMMARY
The plans and specification have been completed for the Central Park Block Project that will significantly enhance the quality of life for both residents and visitors of the park by providing new amenities, fostering a more vibrant community environment, and creating spaces that promote well-being and connectivity. The intent of this item is for the City Council to adopt the project plans and specification and authorize the City Clerk to advertise for bids.
RECOMMENDATION
Approve the Resolution to adopt the Plans and Specification for the Central Park Block Project and direct the City Clerk to Advertise for Bids.
ANALYSIS
The Central Park Block is bounded by Harvard Street to the north, Colorado Street to the south, Louise Street to the east and public parking (Lot 10) and alley to the west (See Exhibit 1: Project Location Map).
In July 2018 the City Council approved the entitlements for the Armenian American Museum and Cultural Center of California (“Museum”). Revised entitlements were subsequently approved in January 2021 and building permits for the Museum’s garage issued in July 2022; completion of the Museum is expected in summer 2026. The Museum’s development in Central Park provided an opportunity to better integrate the park’s civic and cultural facilities and create new public spaces and recreational opportunities.
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In April 2018 the City Council selected the “Grand Steps” concept for development into schematic design documents, and in June 2019 approved the schematic design package and directed release of a RFP for design services for construction documents, bidding, and construction administration. In March 2022 the City Council approved a reduction in scope by eliminating improvements on the Adult Recreation Center’s (“ARC”) periphery including a courtyard and café pavilion on the ARC’s southwest corner and an entry courtyard on the northeast corner.
The “Grand Steps” design emphasizes an entry to Central Park from the Brand Boulevard paseo with steps leading from the paseo and Parking Lot 10 to the great lawn. A second lawn between the library and ARC is included that increases the functionality of the great lawn. Greater activation of the park and programming for all ages will be accommodated by areas dedicated to the children’s play east of the Central Library, a multi-generational game plaza, and a forest park. Through the conversion of on-site parking lots into park space, the project increases the amount of open space from 47,630 SF to 118,047 SF.
Project Scope of Work:
•Grand Steps Entry Plaza: a formal entry from the Brand Boulevard paseo providing a transition between Parking Lot 10 and the park through a series of long steps and an accessible sloping walkway;
•Great Lawn: flexible green open space in the Great Lawn anchors the largest open area of the park;
•Lawn Amphitheater and Event Stage: a smaller setting for special events is provided by the Lawn Amphitheater. A low stage with canopy provides a platform for special functions;
•Library Steps: a patio is provided at the library’s south entry, with steps that give access to the building and a place to sit and look out over the park;
•Tree Grove and Activity Plaza: the tree grove provides a backdrop to the event stage and shades an outdoor lounge area for ARC visitors and the community at- large. Beyond the trees, catenary lighting provides a festive atmosphere for the programmable activity plaza;
•Children’s Playground and Splash Pad: year-round imaginative play is encouraged with signature play equipment and a splash pad. A new restroom building is located nearby for convenience;
•Forest Walk: existing trees between the library and Louise Street are preserved to contribute to a forest-like setting within the park. Boardwalk paths beneath the canopy help reduce impacts to the trees and contribute to the sense of place; •Library Lawn: small lawn adjacent to the playground and forest walk for a 257 of 262
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play area;
•ARC Entry Plaza: a newly reconfigured drop-off and accessible parking area provides convenient access to the ARC’s front door. Specialty paving indicates arrival and signals the presence of pedestrians and park activity in the vicinity; and •South Entry Plaza at Colorado: a sloping path from Colorado Street between the Museum and ARC. Sculptural walls retain planting areas and frame a small pocket plaza. The existing large oak tree will be a stately gateway to the park.
To successfully implement the project design and ensure competitive bids, the city will advertise the project on multiple plan holders’ websites that publish project bidding documents and distribute the information to their extensive network of contractors and construction industry contacts. The project will also be advertised in a local newspaper, the Glendale Independent, prior to bid opening, as well as on BidNet, a web-enabled data service for the public sector, which disseminates building and construction project proposals to its large number of member contractors and consultants. Finally, the project bidding documents will also be posted on the city’s website.
Construction of this project is anticipated to begin in September 2025 and is scheduled for completion by September 2026.
STAKEHOLDERS/OUTREACH
These improvements will help to improve safety for all users and improved accessibility and walkability throughout the project and downtown Glendale corridor.
Outreach for this project will be made through a dedicated website. The website introduces the public to the project and the project team, explains the scope of work and project locations, highlights the project phase, and provides the public with staff contact information for questions, discussions, and/or input.
FISCAL IMPACT
There is no fiscal impact associated with this report. The engineer’s estimate for the construction of this project is between $13,000,000 and $15,000,000, which was not fully included as part of the FY 2024-25 budget. Staff will return to City Council for consideration for the award of a contract to the lowest responsive bidder; at which time staff will identify specific funds and cost centers that will be used as a funding source and will provide appropriation information.
ENVIRONMENTAL REVIEW (CEQA/NEPA)
The project was previously determined to be exempt from CEQA pursuant to State CEQA Guidelines Section 15332, Class 32 “In-fill Development Projects”. The plans and specifications implement the project that was previously evaluated and as result their adoption will not have a significant effect on the environment. 258 of 262
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CAMPAIGN DISCLOSURE
This item is exempt from campaign disclosure requirements.
ALTERNATIVES TO STAFF RECOMMENDATION
1) Do not approve the Resolution adopting the Plans and Specification for the Central Park Block Project. Doing so, however, will prevent the community from having the opportunity to benefit from new and enhanced amenities at the park.
2) The City Council may consider any other alternative not proposed by staff.
ADMINISTRATIVE ACTION
Submitted by:
Daniel Hernandez, Director of Public Works
Onnig Bulanikian, Director of Community Services & Parks Bradley Calvert, Director of Community Development
Prepared by:
Marc David, Senior Project Manager
Mark Berry, Deputy Director of Community Development/Economic Dev Approved by:
Roubik R. Golanian, P.E., City Manager
EXHIBITS/ATTACHMENTS
Exhibit 1: Project Location Map
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0 30
15 120 FEET
NORTH
60 EXHIBIT 1: PROJECT LO CATION MAP
HARVARD STREET
LOUISE STREET
COLORADO STREET
ALLEY
GREAT LAWN
ARMENIAN AMERICAN
MUSEUM
ADULT RECREATION
CENTER (ARC)
GLENDALE CENTRAL
LIBRARY
PALM COURT
GRAND STAIRS
FITNESS PLAZA
PAVED PLAZA
CONNECTION TO AAM
ARC PATIO WITH SEATING
AMPHITHEATER STRUCTURE
ACTIVITY PLAZA
RESTROOM BUILDING
PLAYGROUNDS
SPLASH PAD
SOUTH PASEO ENTRY
LIBRARY LAWN
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RESOLUTION NO. __________
A RESOLUTION OF THE COUNCIL OF THE CITY OF GLENDALE, CALIFORNIA
ADOPTING THE PLANS AND SPECIFICATION FOR THE CENTRAL PARK BLOCK PROJECT, SPECIFICATION NO. 3951, PLAN NO. 22-106 AND DIRECTING THE CITY CLERK TO ADVERTISE FOR BIDS.
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF GLENDALE:
SECTION 1.The Plans and Specification on file in the City Clerk’s office for the Central Park Block Project, including the various documents incorporated therein, are hereby approved, adopted, designated and shall hereafter be known as Specification No. 3951, Plan No. 22-106.
SECTION 2.The City Clerk is hereby directed to advertise for bids for the work, equipment and materials described in these Plans and Specification adopted by this Resolution.
Adopted this _____ day of ____________, 2025.
__________________________
Mayor, City of Glendale
ATTEST:
__________________________
City Clerk
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES )
CITY OF GLENDALE )
I, Suzie Abajian, Ph.D., City Clerk of the City of Glendale, certify that the foregoing Resolution No. _____________ was Adopted by the Council of the City of Glendale, California, at a regular meeting held on the _____ day of _________________, 2025, the same was adopted by the following vote:
Ayes:
Noes:
Absent:
Abstain:
__________________________
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City Clerk
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