Tuesday, October 25, 2022
Regular Meeting –
5:00 p.m.
The City Clerk/Agency/Authority Secretary hereby declares the agenda was posted by 5:00 p.m. on
October 21, 2022
at the entrance to the Lancaster City Hall Council Chambers 44933 Fern Avenue, Lancaster, CA 93534
LEGISLATIVE BODY
City Council/Successor Agency/Financing/Power/California Choice Energy Authority Mayor/Chair R. Rex Parris
Vice Mayor/Vice Chair Marvin Crist
Council Member/Agency Director/Authority Darrell Dorris Council Member/Agency Director/Authority Member Raj Malhi Council Member/Agency Director/Authority Member Ken Mann UPDATED MEETING PROCEDURE:
To ensure public safety measures while maintaining transparency and public access, members of the public may participate in one of the following ways:
o
In person at Council Chamber
:
o
Virtual Platform [Zoom]:
Ø
In
response to
Government Code section 54953(e)
, this meeting will also be conducted
telephonically and video
streamed live on Channel 28 and the City’s website:
https://www.cityoflancasterca.org/our-city/departments-services/city-clerk/meetings-agendas- and-minutes/public-meetings-web-streaming
Ø
PUBLIC
COMMENTS ON
AGENDIZED
ITEMS MAY BE RECEIVED BY
DIALING
1-877-
853-5257
USING MEETING ID:874 0559 4909
# PASSWORD:677447#
CITY OF LANCASTER, CALIFORNIA
CITY COUNCIL/SUCCESSOR AGENCY/FINANCING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY ADJOURNED REGULAR MEETING AGENDA
TUESDA Y, 10/25/2022
AGENDA ITEMS TO BE REMOVED
Sometimes
it
is
necessary
to
remove
items
from
the
agenda.
We
apologize
for
any
inconvenience
this
may cause you.
PUBLIC BUSINESS FROM THE FLOOR - AGENDIZED ITEMS
Any
person
who
would
like
to
address
the
Legislative
Bodies
on
any
agendized
item
is
requested
to
complete
a
speaker
card
for
the
City
Clerk/Agency/Authority
Secretary
and
identify
the
agenda
item
you
would
like
to
discuss.
Each
person
will
be
given
an
opportunity
to
address
the
Legislative
Body
at
the
time
such
item
is
discussed.
Speaker
cards
are
available
at
the
rear
of
the
Council
Chambers
and
your
speaker
card
must
be
filled
out
prior
to
the
agenda
item
being
called.
We
respectfully
request
that
you
fill
the
cards
out
completely
and
as
clearly
as
possible.
Following
this
procedure
will
allow
for
a
smooth
and
timely
process
for
the
meeting
and
we
appreciate
your
cooperation.
Individual speakers are limited to three (3) minutes each.
In
accordance
with
Government
Section
Code
54953(e,
the
public
may
observe
this
telephonic/
virtual
meeting
by
listening
to
the
live
broadcast
on
local
cable
channel
28 or
live
stream
on
the
City’s
website:
https://www.cityoflancasterca.org/our-city/departments-services/city-clerk/meetings- agendas-and-minutes/public-meetings-web-streaming
The
public
may
participate
in
the
meeting
by
DIALING
1-877-853-5257
USING
MEETING
ID:
874
0559
4909
#
PASSCODE:
677447#.
Individual
speakers are limited to three (3) minutes each unless a different time limit is announced.
Consent
Calendar
items
under
the
Legislative
Body
may
be
acted
upon
with
one
motion,
a
second
and
the
vote.
If
you
desire
to
speak
on
an
item
or
items
on
the
Consent
Calendar,
you
may
fill
out
one
speaker
card
for
the
Consent
Calendar.
You
will
be
given
three
minutes,
unless
a
different
time
limit
is
announced,
to
address
your
concerns
before
the
Legislative
Body
takes
action
on
the
Consent
Calendar.
CALL TO ORDER
City Council/Successor Agency/Financing/Power/California Choice Energy Authority
ROLL CALL
City Council Members /Agency Directors /Authority Members: Dorris, Malhi, Mann; Vice Mayor/ Vice Chair Crist, Mayor/Chair Parris
INVOCATION
Bishop Henry Hearns, Living Stone Cathedral of Worship
PLEDGE OF ALLEGIANCE
CITY OF LANCASTER, CALIFORNIA
CITY COUNCIL/SUCCESSOR AGENCY/FINANCING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY ADJOURNED REGULAR MEETING AGENDA
TUESDA Y, 10/25/2022
COUNCIL ACTIONS
CONSENT CALENDAR
PRESENTATION
CC 1.
Waive
further
reading
of
any
proposed
ordinance.
(This
permits
reading
the
title
only
in
lieu
of reciting the entire text.)
CC 2.
Approve
the
City
Council/Successor
Agency/Financing/Housing/Power/California
choice
Energy Authority Regular Meeting Minutes of October 11, 2022.
CC 3.
Check Registers – September 25, 2022, through October 8, 2022
Recommendation(s):
Approve
the
Check
and
Wire
Registers
for
September
25,
2022,
through
October
8,
2022,
in
the amount of $3,841,858.34 as presented.
At
each
regular
City
Council
Meeting,
the
City
Council
is
presented
with
a
check
and
ACH/wire
registers
listing
the
financial
claims
(invoices)
against
the
City
for
the
purchase
of
materials,
supplies,
services,
and
capital
projects
issued
the
prior
three
to
four
weeks.
This
process
provides
the
City
Council
the
opportunity
to
review
the
expenditures
of
the
City.
Claims
are
paid
via
checks,
Automated
Clearing
House
(ACH)
payments,
or
federal
wires.
The
justifying
backup
information
for
each
expenditure
is
available
in
the
Finance
Department.
CC 4.
Monthly Report of Investments – September 2022
Recommendation(s):
Accept and approve the September 2022 Monthly Report of Investments as submitted Each
month,
the
Finance
Department
prepares
a
report
listing
the
investments
for
all
separate
entities
under
the
jurisdiction
of
the
City
as
identified
in
the
City’s
Comprehensive
Annual
Financial Report.
CC 5.
Fleet Program Single Vendor Expenditure Authority Increase
Recommendation(s):
1. 1.
Increase
the
City
Manager,
or
his
designee,
single
vendor
expenditure
authority
to
the
budgeted
amount
for
the
fleet
fund
capital
asset
new
and
replacement
accounts
through
the
end
of
FY
22/23
and
require
the
City
Manager
to
report
purchases
in
excess
of
purchasing
authority to the City Council in writing.
2. Authorize the City Manager, or his designee, to sign all documents.
CITY OF LANCASTER, CALIFORNIA
CITY COUNCIL/SUCCESSOR AGENCY/FINANCING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY ADJOURNED REGULAR MEETING AGENDA
TUESDA Y, 10/25/2022
The
Transportation
Division
is
proposing
to
increase
the
City
Managers'
expenditure
authority
with
single
vendors
regarding
vehicle
and
equipment
purchases.
The
new
expenditure
authority
will
match
the
approved
fleet
funds
capital
asset
budget.
This
would
streamline
the
vehicle
purchasing
process
and
stay
compliant
with
procurement
guidelines.
For
example,
when
a
new
or
replacement
vehicle
is
needed,
Transportation
staff
will
provide
specifications
and
a
quote
request
to
vendors
that
can
provide
that
vehicle
or
equipment.
Then,
the
Transportation
staff
will
select
the
vehicle
with
the
lowest
quote
that
meets
our
needs. Transportation would then work with the successful dealer to finalize the purchase.
CC 6.
Summary
Vacation
and
Abandonment
of
a
Certain
Portion
of
Landscape
Easement
Located
Along 40th Street West at Avenue J-12
Recommendation(s):
Adopt
Resolution
No.
22-56
,
summarily
vacating
and
abandoning
a
certain
portion
of
landscape
easement
as
dedicated
on
Final
Tract
Map
062578-01
located
along
40 Street
West and north o-f Avenue J-12, as shown on Exhibit “A”.
On
May
17,
2010,
Planning
Commission
conditioned
Tract
Map
062578-01
to
dedicate
a
10-
foot
wide
easement
for
landscape
easement
purposes
on
the
Final
Map.
Since
that
time,
the
standard
requirement
for
a
landscape
easement
has
been
reduced
to
four
feet
wide.
The
landscaping
within
this
easement
was
only
constructed
within
the
easterly
four-foot-wide
area.
The
westerly
six-foot
area
of
the
easement
was
never
utilized
for
its
intended
purpose.
There
are
no
public
facilities
located
in
that
area.
The
City
has
no
future
need
for
that
area
and considers it to be excess.
CC 7.
Final
Map
Approval
–
Tract
Map
No.
060885
(Located
at
the
Northwest
Corner
of
Avenue
60th Street West and Avenue J-12)
Recommendation(s):
Approve
the
map
and
accept
the
dedications
as
offered
on
Tract
Map
No.
060885
l
ocated
at
the
northwest
corner
of
60 Street
West
and
Avenue
J-12
;
make
findings
that
this
project
will
not
violate
any
of
the
provisions
of
Sections
66473.5,
66474.1
and
66474.6
of
the
Subdivision
Map
Act;
and
instruct
the
City
Clerk
to
endorse
on
the
face
of
the
map
the
certificate which embodies the approval of said map and the dedications shown thereon.
On
July
21,
2005,
the
City
of
Lancaster
Planning
Commission
approved
Tentative
Tract
Map
No.
060885
and
granted
extension
on
July21,
2016.
(revised
on
May
28,
2021).
The
Final
Parcel
Map
is
in
substantial
conformance
with
the
approved
tentative
map.
Tract
Map
No.
060885
has
been
examined
by
the
City
Surveyor,
and
is
ready
for
Council
approval.
In
addition,
an
Undertaking
Agreement
and
improvement
securities
have
been
submitted
to
guarantee the installation of improvements.
CC 8.
County
Service
Request
Tracking
System
(CSRTS)
269726
-
General
Services
Agreement
Between
the
City
of
Lancaster
and
the
Los
Angeles
County
Public
Works
for
Roadway
Improvements on 90th Street East, from Avenue J to Palmdale Boulevard
Recommendation(s):
Approve
the
County
Service
Request
Tracking
System
(CSRTS)
269726
under
the
General
th
th
CITY OF LANCASTER, CALIFORNIA
CITY COUNCIL/SUCCESSOR AGENCY/FINANCING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY ADJOURNED REGULAR MEETING AGENDA
TUESDA Y, 10/25/2022
Services
Agreement
dated
July
1,
2022,
with
the
County
of
Los
Angeles
in
the
amount
of
$260,000.00
to
rehabilitate
pavement
within
the
City
of
Lancaster
right-of-way.
Authorize
the City Manager, or his designee, to sign all documents.
On
June
24,
2022,
the
County
of
Los
Angeles
executed
a
General
Services
Agreement
with
the
City
of
Lancaster
that
extends
the
services
the
City
may
receive
for
an
additional
five-
year
period.
As
part
of
the
County’s
90 Street
East
(Phase
2)
–
Avenue
J
to
Palmdale
Boulevard
project,
the
County
has
offered
to
include
portions
of
the
roadway
within
City
right-of-way.
CSRTS
269726
allows
the
County
to
rehabilitate
90th
Street
East,
from
Avenue
J-8
to
Avenue
L
within
the
City
right-of-way,
and
identifies
the
City’s
estimated
jurisdictional
share
of
costs
as
$260,000.00.
Actual
costs
shall
be
paid
in
accordance
with
the
General
Services
Agreement.
Sufficient
funding
was
appropriated
with
the
Fiscal
Year
2023
Budget
to
the City Pavement Management Program Pavement Preservation project (15ST084).
CC 9.
Secoa 800-HPR-ECO Series IV Truck Mounted High-Pressure Sewer Cleaner
Recommendation(s):
Approve
the
purchase
of
one
(1)
Secoa
800-HPR-ECO
Series
IV
Truck
Mounted
High-
Pressure
Sewer
Cleaner,
utilizing
the
Sourcewell
Cooperative
Purchasing
Contract
awarded
to Sewer Equipment Co. of America (Secoa) via authorized dealer Nixon-Egli Equipment Co.
This
purchase
will
replace
an
existing
2009
Sterling
Inc.
Model:
800
HPR
Acterra
Sewer
Cleaner
(EQ
3998)
used
for
preventive
maintenance
of
City
sewer
infrastructure.
The
existing
vehicle
has
reached
the
end
of
its
useful
operating
life
and
will
be
auctioned
via
an
approved City program. The revenues from this auction will fund future fleet replacements.
CC 10.
Second
Amendment
to
the
Agreement
with
PowerFlex
Systems,
Inc.,
for
the
City
Hall
Resiliency Project
Recommendation(s):
1. Approve
the
Second
Amendment
to
the
Agreement
with
PowerFlex
Systems
Inc.
(PowerFlex) for the City Hall Resiliency Project.
2. Approve
a
budget
increase
to
cover
system
upgrades
required
by
Southern
California
Edison
(SCE)
and
to
cover
the
additional
costs
for
work
that
PowerFlex
will
need
to
complete prior to the system upgrades being completed by SCE.
3. Authorize
the
City
Manager
to
sign
all
agreements
with
PowerFlex
and
Southern
California Edison related to the project.
Staff
has
continued
working
with
PowerFlex
to
move
the
City
Hall
Resiliency
project
forward.
Most
recently
the
City
and
SCE
met
onsite
to
discuss
the
project
and
determine
system
upgrades
that
will
be
needed
in
order
to
accommodate
a
battery
onsite.
Through
their
site
evaluation,
SCE
determined
that
system
upgrades
are
needed
onsite.
The
upgrades
include
the
installation
of
a
new
utility
transformer,
secondary
feeder
conductors,
the
addition
of
a
new
meter,
and
a
new
foundation
for
the
transformer.
The
work
required
by
SCE
will
increase the building’s amp level to 1600.
CC 11.
Adoption of a Resolution Approving the Lancaster Energy 2022 Integrated Resource Plan th
CITY OF LANCASTER, CALIFORNIA
CITY COUNCIL/SUCCESSOR AGENCY/FINANCING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY ADJOURNED REGULAR MEETING AGENDA
TUESDA Y, 10/25/2022
PUBLIC HEARING
Recommendation(s):
Adopt
Resolution No. 22-57
, approving Lancaster Energy 2022 Integrated Resource Plan.
California
Choice
Energy
Authority
and
its
technical
consultants
have
been
working
closely
with
the
California
Public
Utilities
Commission
(CPUC)
to
ensure
the
Integrated
Resource
Plan
(IRP)
as
presented
to
ensure
the
IRP
meets
all
requirements
as
established
by
the
CPUC.
The
proposed
IRP,
a
completed
copy
of
which
is
on
file
in
the
Finance
Department,
follows the required template as provided by the CPUC.
CC 12.
Resolution
No.
22-59
Proclaiming
a
Local
Emergency,
Ratifying
the
Proclamation
of
a
State
Emergency
by
Executive
Orders
N-25-20,
N-29-20
and
N-35-20,
and
Authorizing
Remote
Teleconference Meetings for a Thirty (30) day period Pursuant to Brown Act Provisions
Recommendation(s):
That
the
City
Council
approve
Resolution
22-59
,
proclaiming
a
local
emergency,
ratifying
the
proclamation
of
a
state
of
emergency
by
Executive
Orders
N-25-20,
N-29-20
and
N-35-
20,
and
authorizing
remote
teleconference
meetings
for
a
thirty
(30)
day
period
pursuant
to
Brown Act provisions
The
proposed
resolution
would
make
the
findings
required
by
AB
361
in
order
to
allow
the
City
of
Lancaster
to
continue
to
make
remote
attendance
available
to
its
legislative
bodies
and
the
public
if
and to the extent needed.
CC 13.
Approval
of
the
Agreements
for
the
Lancaster
Power
Choice
Solar
and
Battery
Residential
Program
Recommendation(s):
1. Approve
the
Framework
Agreement
between
the
City
(Lancaster
Energy),
Tesla
and
Participate Energy (PE).
2. Approve the Wholesale Power Purchase Agreement (PPA) between the City and PE.
3. Approve the Program Management Agreement between the City and PE.
4. Approve the Program Support Service Fee Agreement between the City and PE.
5. Authorize
the
City
Manager,
or
his
designees,
to
execute
all
documents
and
make
any
non-
substantive changes necessary to complete the transaction.
The
City,
Participate
Energy
and
Tesla
have
developed
the
Lancaster
Power
Choice
Solar
and
Battery
Residential
Program,
which
will
support
both
new
home
developers
in
meeting
their
Title
24 requirements
and
all
homeowners
with
a
zero
up-front
cost
option
to
install
solar
and
batteries
for
energy
savings,
back-up
and
potentially
to
participate
in
grid
services.
The
Framework
Agreement
related
to
the
program
provides
details
on
the
structure
of
the
agreement
between
the
City,
Tesla
and
Participate
Energy
and
lays
out
the
responsibilities
of
each party.
PH 1.
CITY OF LANCASTER, CALIFORNIA
CITY COUNCIL/SUCCESSOR AGENCY/FINANCING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY ADJOURNED REGULAR MEETING AGENDA
TUESDA Y, 10/25/2022
COUNCIL REPORTS
Resolution and Ordinance Pertaining to Lancaster Codes for Buildings and Construction
Recommendation(s):
1. Introduce
Ordinance
No.
1094,
adopting
the
2022
edition
of
the
California
Building
Code;
the
2022
edition
of
the
California
Residential
Code;
the
2022
edition
of
the
California
Electrical
Code;
the
2022
edition
of
the
California
Mechanical
Code;
the
2022
edition
of
the
California
Plumbing
Code;
the
Lancaster
Security
Code;
the
2021
edition
of
the
International
Property
Maintenance
Code;
the
2022
edition
of
the
California
Energy
Code;the
2022
edition
of
the
California
Historical
Buildings
Code;
the
2022
edition
of
the
California
Fire
Code
while
maintaining
the
2020
edition
of
the
Los
Angeles
County
Fire
Code;
the
2022
edition
of
the
California
Green
Building
Standards
Code;
the
2022
edition
of
the
California
Existing
Buildings
Code;
and
the
2022
edition
of
the
California
Referenced
Standards
Code,
all
pertaining
to
life
and
safety
and
to
the
construction,
alteration,
moving
demolition,
repair,
maintenance, and use of buildings, structures, and properties within the City.
2. Adopt
Resolution
No.
22-58
,
presenting
findings
for
modifying
the
2022
California
Building,
Residential
and
Electrical
codes,
which
are
reasonably
necessary
due
to
local
climatic, geological, or topographical conditions.
By
adopting
the
2022
California
Codes,
with
minimal
amendments,
the
City
will
place
itself
in
a
level
position
with
other
communities
throughout
the
State.
This
will
place
the
City
ahead of those communities adopting more restrictive amendments.
CR1.
Council Reports
CALIFORNIA CHOICE ENERGY AUTHORITY
No action required at this time.
LANCASTER HOUSING AUTHORITY
No action required at this time.
LANCASTER FINANCING AUTHORITY
No action required at this time.
CITY OF LANCASTER, CALIFORNIA
CITY COUNCIL/SUCCESSOR AGENCY/FINANCING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY ADJOURNED REGULAR MEETING AGENDA
TUESDA Y, 10/25/2022
LANCASTER POWER AUTHORITY
No action required at this time.
LANCASTER SUCCESSOR AGENCY
No action required at this time.
CITY MANAGER / EXECUTIVE DIRECTOR ANNOUNCEMENTS
CITY CLERK/AGENCY/AUTHORITY SECRETARY ANNOUNCEMENT
PUBLIC BUSINESS FROM THE FLOOR - NON-AGENDIZED ITEMS
This
portion
of
the
agenda
allows
an
individual
the
opportunity
to
address
the
Legislative
Bodies
on
any
item
NOT
ON
THE
AGENDA
regarding
City/Agency/Authority
business
and
speaker
cards
must
be
submitted
prior
to
the
beginning
of
this
portion
of
the
Agenda.
Please
complete
a
speaker
card
for
the
City
Clerk/Agency/Authority
Secretary
and
identify
the
subject
you
would
like
to
address.
We
respectfully
request
that
you
fill
the
cards
out
completely
and
as
clearly
as
possible.
Following
this
procedure
will
allow
for
a
smooth
and
timely
process
for
the
meeting
and
we
appreciate
your
cooperation.
State
law
prohibits
the
Legislative
Body
from
taking
action
on
items
not
on
the
agenda
and
your
matter
may
be
referred
to
the
City
Manager/Executive
Director.
Individual
Speakers are limited to three (3) minutes each unless a different time limit is announced.
CITY COUNCIL / AGENCY/ AUTHORITY COMMENTS
CLOSED SESSION
1. Conference with Legal Counsel - Anticipated Litigation: significant exposure to litigation pursuant to Government Code Section 54956.9(d) (2) - two potential cases.
2. Conference with Legal Counsel - Anticipated Litigation: consideration of initiation of litigation pursuant to Government Code Section 54956.9(d) (4) - two potential cases.
3. Antelope Valley Groundwater Cases Included Action:
Los Angeles County Waterworks District No. 40 v. Diamond Farming Co. Superior Court of California, County of Los Angeles, Case No. BC325201;
Los Angeles County Waterworks District No. 40 v. Diamond Farming Co. Superior Court of California, County of Kern, Case No. S-1500-CV-254-348; Wm. Bolthouse Farms, Inc. v. City of Lancaster, Diamond Farming Co. v. City of Lancaster,
CITY OF LANCASTER, CALIFORNIA
CITY COUNCIL/SUCCESSOR AGENCY/FINANCING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY ADJOURNED REGULAR MEETING AGENDA
TUESDA Y, 10/25/2022
Diamond Farming Co. v. Palmdale Water District
Superior Court of California County of Riverside, consolidated actions; Case Nos.
RIC 353 840, RIC 344 436, RIC 344 668
4. Ramos v Patino, LASC Case No. MC027974
5. Rahier v. City of Lancaster, LASC Case No. 19 AVCV00163
6. Brisa Mahoney, et al. v. City of Lancaster, et al., LASC Case No. 2OSTCV02556
7. Manzo v. Beazer Homes Holdings, LLC et al., LASC Case No. 20 AVCV00297
8. Hernandez v. County of Los Angeles, et al., LASC Case No. 20 AVCV00318
9. Romines v. City of Lancaster, et al,, LASC Case No. 20 AVCV00345
10. Moujan v. City of Lancaster et al., LASC Case No. 20 AVCV00205
11. Davis v. State of California, LASC Case No. 19 AVCV00805
12. Lancaster v. Netflix, et al., LASC 21STCV01881
13. Butts v. Lancaster, LASC 21STCP00389
14. Lancaster v. Rives
15. Myesha Lopez, et al. v. County of Los Angeles, et al. CDCA Case No. 5:21-cv-00290- JGB(SHKx)
16. Ortiz v. Lancaster, LASC Case No. 21 AVCV00001
17. Aijala v. Lancaster, LASC Case No. 21STCV07841
18. Gardner v. Dominoids, LASC Case No. 21 AVCV00186
19. Evans v. Lancaster, LASC Case No. 21 AVCV00145
20. Bojorquez v. Lancaster, LASC Case No. 20 AVCV00894
21. Arkey v. Lancaster, LASC Case No.20 AVCV00816
22. Perez v. Lancaster, LASC Case No. 20 AVCV00589
23. Serrano v. Los Angeles County et al. LASC Case No. 21 AVCV00562
24. Jackson v. RE Schultz Construction et al. LASC Case No. 21 AVCV00863
25. CONFERENCE WITH REAL PROPERTY NEGOTIATORS
Property: 3123-009-029
Agency negotiators: Allison Burns, Mike Livingston
Negotiating parties: Roger W. Pannier, Trustee of the Roger W. Pannier Revocable Trust, established April 25, 1988 as to an undivided ½ interest and Lorraine Prater, Trustee of the Prater Family Trust dated February 23, 1987, Lorraine Prater, Trustee of the Lorraine Alice Prater Survivors Trust dated October 8, 1993, Brian Lee Prater, Niel Howard Prater and Lloyd Bruce Prater, as their respective interest appear of record as to the remaining 1/2 interest
Under negotiation: Price and terms of payment
CONFERENCE WITH REAL PROPERTY NEGOTIATORS
Property: 3123-009-035
Agency negotiators: Allison Burns, Mike Livingston
Negotiating parties: Gholwan Mechammil and Insaf Mechammil, husband and wife as joint tenants
Under negotiation: Price and terms of payment
CITY OF LANCASTER, CALIFORNIA
CITY COUNCIL/SUCCESSOR AGENCY/FINANCING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY ADJOURNED REGULAR MEETING AGENDA
TUESDA Y, 10/25/2022
CONFERENCE WITH REAL PROPERTY NEGOTIATORS
Property: 3125-021-002
Agency negotiators: Allison Burns, Mike Livingston
Negotiating parties: Ukani Enterprise Inc., a California Corporation Under negotiation: Price and terms of payment
ADJOURNMENT
Next Regular Meeting:
November 8, 2022 at 5:00 PM
MEETING ASSISTANCE INFORMATION
In
compliance
with
the
Americans
with
Disabilities
Act,
this
meeting
will
be
held
at
a
location
accessible
to
persons
with
disabilities;
if
you
need
special
assistance
to
participate
in
this
meeting,
please
contact
the
City
Clerk
at
(661)723-6020.
Services
such
as
American
Sign
Language
interpreters,
a
reader
during
the
meeting,
and/or
large
copies
of
the
agenda
are
available.
To
ensure
availability,
you
are
advised
to
make
your
request
at
least
72 hours
prior
to
the
meeting/event
you
wish
to
attend.
Due
to
difficulties
in
securing
sign
language
interpreters,
five
or
more
business
days
notice
is
strongly
recommended.
For
additional
information,
please
contact
the
City
Clerk
at
(661)723-6020.
AGENDA ADDENDUM INFORMATION
On
occasion
items
may
be
added
after
the
agenda
has
been
mailed
to
subscribers.
Copies
of
the
agenda
addendum
item
will
be
available
at
the
City
Clerk
Department
and
are
posted
with
the
agenda
on
the
windows
of
the
City
Council
Chambers.
For
more
information,
please
call
the
City
Clerk
Department at (661) 723-6020.
All documents available for public review are on file with the City Clerk Department.
CITY OF LANCASTER, CALIFORNIA
CITY COUNCIL/SUCCESSOR AGENCY/FINANCING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY ADJOURNED REGULAR MEETING AGENDA
TUESDA Y, 10/25/2022
CC 2
10/25/22
JC
Tuesday, October 11, 2022
CALL TO ORDER
Vice Mayor/Vice Chair Crist called the meeting of the Lancaster City Council/Successor Agency/Financing/ Housing/Power/California Choice Energy Authority to order at 5:01 p.m.
ROLL CALL
PRESENT: City Council Members /Agency Directors /Authority Members: Dorris, Malhi, Mann; Vice Mayor/Vice Chair Crist; Mayor/Chair Parris
ABSENT: Mayor/Chairman Parris
On a motion by Council Member Mann and seconded by Council Member Malhi the City Council excused Mayor/Chairman Parris from the City Council/Successor Agency/Housing/Financing /Power/California Choice Energy Authority regular meeting of October 11, 2022, by the following vote: 4-0-0-1; AYES: Dorris, Malhi, Mann, Crist; NOES: None; ABSTAIN: None; ABSENT:
Parris
ROLL CALL
PRESENT: Housing Authority Members: Harvey, Malhi, Mann, Vice Chair Crist, Chair Szeto STAFF MEMBERS:
City Manager/Executive Director; Assistant City Manager/Deputy Executive Director; City Attorney/Agency/Authority Counsel; Assistant City Clerk/Agency/Authority Secretary; Assistant to the City Manager, Finance and Technology Director; Parks, Recreation and Arts Director; Development Services Director; Chief of Police/Public Safety Director; Community Development Senior Manager; Real Estate & Economic Development Senior Manager
INVOCATION
Jeremy Hartley, Grace Chapel
PLEDGE OF ALLEGIANCE
Deputy Mayor Cassandra Harvey
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
2 CONSENT CALENDAR
Council Member Mann stated that he has a conflict with item number CC12 due to property own within proximity to the subject matter.
Council Member Malhi also has a conflict with item number CC12 due to property owned within proximity to the subject matter. However, due to the rule of necessity may vote on item number CC 12.
On a motion by Council Member Mann and seconded by Council Member Malhi, the City Council approved the Consent Calendar as currently comprised, pulling item number CC 5 and item number CC 12, by the following vote: 4-0-0-1; AYES: Dorris, Malhi, Mann, Crist; NOES: None; ABSTAIN: None; ABSENT: Parris
Addressing the Council at this time:
Kathy Ledgerwood- discussed issues with trees surrounding home.
On a motion by Council Member Mann and seconded by Council Member Malhi, the City Council approved Item No. CC 5, by the following vote: 4-0-0-1; AYES: Dorris, Malhi, Mann, Crist; NOES: None; ABSTAIN: None; ABSENT: Parris
Council Member Mann left the dais at this time.
On a motion by Council Member Malhi and seconded by Council Member Dorris, the City Council approved Item No. CC 12, by the following vote: 3-0-1-1; AYES: Dorris, Malhi, Crist; NOES: None; ABSTAIN: Mann; ABSENT: Parris
Council Member Mann returned to the dais at this time.
CC 1. ORDINANCE WAIVER
Waived further reading of any proposed ordinances. (This permits reading the title only in lieu of reciting the entire text.)
CC 2. MEETING MINUTES
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
3 Approved the City Council/Successor Agency/Housing/Financing/Power/California Choice Energy Authority Regular Meeting Minutes of September 13, 2022.
CC 3. CHECK REGISTERS – AUGUST 7, 2022, THROUGH AUGUST 20, 2022 Approved the Check and Wire Registers for August 21, 2022, through September 24, 2022, in the amount of $11,585,975.20 as presented.
CC 4. MONTHLY REPORT OF INVESTMENTS-AUGUST 2022
Accepted and approved the August 2022 Monthly Report of Investments as submitted.
CC 5. TASK ORDER FOR MULTI-YEAR PROFESSIONAL SERVICES (SERVICE GROUP CATEGORY 1 - CONSTRUCTION MANAGEMENT) CONSTRUCTION
MANAGEMENT SERVICES FOR THE INSTALLATION OF FIBER OPTIC CABLING THROUGHOUT THE CITY (REFERENCE CDP 23-04 – RACE
COMMUNICATIONS)
Approved Task Order No. 3 – Additional Authorization 1, with DMR Team, Inc., of Chatsworth, California, for services in accordance with the Multi-Year Professional Services Agreement, Service Group Category (SGC) 1 – Construction Management and Inspection, for On‑Call Construction Management and Inspection Services in the amount of $615,600.00 with a 20% contingency; and authorized the City Manager, or his designee, to sign all documents.
CC 6. CONDITIONAL USE PERMIT NO. 18-12 - ACCEPTANCE OF IMPROVEMENTS (STREETS)
Approved the following developer-constructed streets, and accept the streets for maintenance by the City and for public use.
Project Location/Owner
Conditional Use Permit No. 18-12 166 West Avenue J-5
Owner: GAMA Lancaster, LLC
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
4 CC 7. SITE PLAN REVIEW NO. 17-01 - ACCEPTANCE OF IMPROVEMENTS (SEWER)
Approved the following developer-installed sanitary sewer, and accept the sewer for maintenance by the City and for public use:
Project No. Private Contract No. Location/Owner
Site Plan Review No. 17-01 99-01 824 West Avenue L-6
Owner: SEG Opportunity
Properties,
CC 8. UPDATE TO THE SAFE ROUTES TO SCHOOL MASTER PLAN
Adopted Resolution No. 22-52, approving the Updated Lancaster Safe Routes to School Master Plan.
CC 9. DECLARATION OF SURPLUS LAND
Adopted Resolution No. 22-53, declaring pursuant to Section 54221 of Government Code that land is surplus and not necessary for the City’s use.
CC 10. PROFESSIONAL SERVICES AGREEMENT FOR PUBLIC ART
INSTALLATION – SUPERBLOOM! BY CREATIVE MACHINES, JOE
O'CONNELL
1. Approved the proposed public art installation “Superbloom!” by Joe O’Connell to be installed at Lancaster Boulevard and 10 th Street West pocket park; and
2. Authorized the City Manager, or his designee, to sign all agreements and associated documents.
CC 11.SBA CELL TOWER EXPANSION AT TIERRA BONITA PARK
1. Approved a 12-year lease extension and expansion of SBA Steel LLC, a Florida limited liability company, at Tierra Bonita Park, also known as cell tower #CA 45713- A, with the terms to run concurrently with the existing ground lease expiring 9/28/2034,
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
5 and 100 square feet of additional space for the placement of a generator required for the second tower tenant, Dish Network.
2. Accepted a 50% revenue share for the second tower tenant, approximately $800, in additional monthly revenue above existing revenue to account 101-3402-100.
3. Authorized the City Manager, or his designee, to sign in substantially the form attached with non-substantive changes approved by the City Attorney.
CC 12.CONSTRUCTION AWARD OF BID – PWCP 23-020 – LANCASTER HEALTH DISTRICT PHASE 1 LACMTA PROJECT ID# F9131
Awarded PWCP 23-020, Lancaster Health District Phase 1 LACMTA Project ID# F9131, to Nationwide Contracting Services, Inc., of Fountain Valley, California, Base Bid Items in the amount of $4,809,287.50 plus a 20% contingency, to install Lancaster Health District (LHD) Phase 1 sewer improvements, storm drain improvements, intersection improvements, and temporary construction access pavement. Authorized the City Manager, or his designee, to sign all documents. This contract is awarded to the lowest responsible bidder per California Public Code Section 22038 (b).
CC 13. PROFESSIONAL SERVICES AGREEMENT FOR CONSULTING SERVICES
WITH BERKELEY RESEARCH GROUP FOR THE PURPOSE OF CREATING A
COMMUNITY FINANCE LENDER
a.Awarded a Professional Services Agreement for Consulting Services to Berkeley Research Group (“BRG”) for the purpose of creating a Community Finance Lender (“CFL”), subject to legal opinion and Department of Financial Protection and Innovation (“DFFI”) approval in the amount of $525,000. b.Authorized the City Manager or designee to execute such agreement.
CC 14. ZONE TEXT AMENDMENT TO TITLE 17 (ZONING) OF THE LANCASTER
MUNICIPAL CODE RELATING TO ALCOHOLIC BEVERAGE
ESTABLISHMENTS (CHAPTER 17.10, CHAPTER 17.12, CHAPTER 17.16 AND CHAPTER 17.42)
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
6 Adopted Ordinance No. 1093, amending Chapter 17.10, Chapter 17.12, Chapter 17.16 and Chapter 17.42 of the Lancaster Municipal Code relating to Alcoholic Beverage Establishments.
CC 15.PROCEEDINGS TO FORM PROPOSED COMMUNITY FACILITIES DISTRICT NO. 2021-1 (PUBLIC SERVICES) RECOMMENDATION(S):
Adopted Resolution No. 22-54, for intention to establish a community facilities district, proposed to be named City of Lancaster Community Facilities District No. 2021-1 (Public Services).
CJPH 1. ROAD EASEMENT FOR FUTURE AVENUE J-2 (APN NO. 3123-016-094) Vice Mayor Crist opened the continued public hearing.
Allison Burns, City Attorney announced procedure for conflicts of interests with this item. Allison Burns, City Attorney stated that Council Member Mann will need to recuse himself from both the Housing Authority and Council due to property owned within proximity to subject matter. She also stated Council Member Malhi may vote on behalf of Council but will need to recuse himself from voting as Housing Authority member due to property owned within proximity to subject matter.
Council Member Mann left the dais at this time.
Vice Mayor Crist closed the Public Hearing.
On a motion by Vice Chair Crist and seconded Housing Authority Member Harvey, the Lancaster Housing Authority adopted Resolution No. HA 2022, granting Road Easement for APN 3123-016-904, for future Avenue J-2, to the City of Lancaster; and authorized the City Manager, or his designee, to execute all related documents, by the following vote: 3- 0-2-0; AYES: Harvey, Crist, Szeto; NOES: None; ABSTAIN: Malhi, Mann; ABSENT:
None
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
7 On a motion by Council Member Dorris and seconded Council Member Malhi, the City Council Housing adopted Resolution No. 22-49 accepting Road Easement for APN 3123- 016-904, for future Avenue J-2, to the City of Lancaster; and authorized the City Manager, or his designee, to execute all related documents, by the following vote: 3-0-1-1; AYES:
Dorris, Malhi, Crist; NOES: None; ABSTAIN: Mann; ABSENT: Parris PH 1. VACATION OF THE PUBLIC ROAD EASEMENT AS SHOWN ON TRACT MAP NO. 35738, AND DRAINAGE AND SEWER EASEMENTS RESERVED IN INSTRUMENT NUMBER 5613 OF OFFICIAL RECORDS MAY 26, 1962,
OVER ALDENVALE AVENUE
Vice Mayor Crist opened the Public Hearing.
Council waived the staff report on this item.
Vice Mayor Crist closed the Public Hearing.
On a motion by Council Member Mann and seconded by Council Member Dorris, the City Council adopted Resolution No. 22-55, ordering the vacation of a public Road Easement as dedicated on Tract Map No. 35738, and Drainage and Sewer Easements reserved in Instrument Number 5613 of Official Records May 25, 1962, over Aldenvale Avenue located on the south side of Avenue I and approximately 465 feet east of the centerline of 20 th Street West; by the following vote 4-0-0-1; AYES: Dorris, Malhi, Mann, Crist,; NOES: None; ABSTAIN: None; ABSENT: Parris
NEW BUSINESS
Andrew Noga, Manager-Code Enforcement & Emergency Management and Rodrick Armalin, Director of Public Safety presented the staff report for item numbers NB 1 and NB 2.
Discussion among Council included the rental or purchase of cameras along with the cost to relocate cameras if necessary.
On a motion by Council Member Mann and seconded by Council Member Malhi, the City Council approved item numbers NB1 and NB 2 as comprised, by the following vote: 4-0-
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
8 0-1; AYES: Dorris, Malhi, Mann, Crist; NOES: None; ABSTAIN: None; ABSENT:
Parris
NB1. PURCHASE AND INSTALLATION OF CITY HALL CAMERAS & DOOR
ACCESS CONTROL PANELS
Approved the following:
The purchase and installation of cameras for the City Hall Phase 1 & 2. There will be 37 Cameras phase 1, and 50 cameras on phase 2, 4 Security Door Access Control Panels, 13 Multi-format Card Readers; for a cost of $340,146.58. Project includes 13 licenses for 10 years to access application to view cameras and camera footage which will be stored in the cloud. This is one of many parts of the multi-part program to update City security.
NB2. PURCHASE AND INSTALLATION OF PUBLIC SAFETY COMMUNITY
OFFICE CAMERA & DOOR ACCESS CONTROL PANELS
Approved the following:
The purchase and installation of cameras for the Public Safety Community Office.
There will be 18 Cameras, 2 Security Door Access Control Panels, One Node and One Equipment Rack purchased for a cost of $154,041.19. This project includes a 10-year license to access application to view cameras and camera footage which will be stored in the cloud. This is one of many parts of the multi-part program to update City security.
CR 1. COUNCIL REPORTS
Council Member Malhi reported on the grand opening of Skytower Park. Council Member Malhi also reported on Medical Main Street to include beginning Phase 1 of construction.
Council Member Dorris reported on the Southern California Association of Governments (SCAG) meeting to include potential usage of hydrogen infrastructure.
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
9 Council Member Mann discussed the upcoming new stadium build for Paraclete High School, and the grand opening of Skytower Park. Council Member also reported on his attendance at the First Responders and Youth Summit.
Jason Caudle, City Manager provided a video recap of the Skytower Park grand opening.
Council Member Dorris reported on the Antelope Valley Walls art event.
Jason Caudle, City Manager provided a video recap of the Antelope Valley Walls art event.
Deputy Mayor Dr. Troung and Deputy Mayor Stock reported on COVID-19 data and preparation for upcoming flu season. They also discussed vaccination needs for upcoming season.
Deputy Mayor Dr. Troung also reported on MPOX data.
CALIFORNIA CHOICE ENERGY AUTHORITY
No action required at this time.
LANCASTER FINANCING AUTHORITY
No action required at this time.
LANCASTER POWER AUTHORITY
No action required at this time.
LANCASTER SUCCESSOR AGENCY
No action required at this time.
CITY MANAGER / EXECUTIVE DIRECTOR ANNOUNCEMENTS
Jason Caudle, City Manager reported on the Bark at the Park event. The City Manager also discussed the City of Lancaster’s partnership with Alliance for Renewable Clean Hydrogen Energy Systems (ARCHES). He also announced upcoming events such as Haunt at the Hanger and MOAH on the Move.
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
10 CITY CLERK /AGENCY/AUTHORITY SECRETARY ANNOUNCEMENT
The City Clerk provided the public with the procedure to address the City Council/Successor Agency/Authority regarding non-agendized items.
PUBLIC BUSINESS FROM THE FLOOR - NON-AGENDIZED ITEMS
Addressing the City Council at this time:
Melody Montgomery-discussed food truck events.
Discussion among Council and staff included efforts and evaluation of regulations for food trucks.
Aubrey McPherson- discussed issues with citizen censorship on social media platforms.
Paulette Sanders- inquired about assistance for underserved communities.
Discussion among Council included scheduling a meeting with a member of Council.
Lourie Walker- discussed Council accountability regarding questions from the community and prioritizing the Council agenda.
Deputy Mayor Cannon advised on the availability of commissions to address certain issues.
RECESS
Vice Mayor Crist recessed the meeting at 6:19 p.m. for the purpose of conducting a Closed Session meeting.
Allison Burns, City Attorney announced that Council was going into Closed Session to discuss item numbers one (1) through twenty-five (25).
CLOSED SESSION
1. Conference with Legal Counsel - Anticipated Litigation: significant exposure to litigation pursuant to Government Code Section 54956.9(d) (2) - two potential cases.
2. Conference with Legal Counsel - Anticipated Litigation: consideration of initiation of litigation pursuant to Government Code Section 54956.9(d) (4) - two potential cases.
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
11 3. Antelope Valley Groundwater Cases Included Action:
Los Angeles County Waterworks District No. 40 v. Diamond Farming Co. Superior Court of California, County of Los Angeles, Case No. BC325201 Los Angeles County Waterworks District No. 40 v. Diamond Farming Co. Superior Court of California, County of Kern, Case No. S-1500-CV-254-348; Wm. Bolthouse Farms, Inc. v. City of Lancaster, Diamond Farming Co. v. City of Lancaster, Diamond Farming Co. v. Palmdale Water District
Superior Court of California County of Riverside, consolidated actions; Case Nos.
RIC 353 840, RIC 344 436, RIC 344 668
4. Ramos v Patino, LASC Case No. MC027974
5. Rahier v. City of Lancaster, LASC Case No. 19AVCV00163
6. Brisa Mahoney, et al. v. City of Lancaster, et al., LASC Case No. 2OSTCV02556
7. Manzo v. Beazer Homes Holdings, LLC et al., LASC Case No. 20AVCV00297
8. Hernandez v. County of Los Angeles, et al., LASC Case No. 20AVCV00318
9. Romines v. City of Lancaster, et al,, LASC Case No. 20AVCV00345
10. Moujan v. City of Lancaster et al., LASC Case No. 20AVCV00205
11. Davis v. State of California, LASC Case No. 19AVCV00805
12. Lancaster v. Netflix, et al., LASC 21STCV01881
13. Butts v. Lancaster, LASC 21STCP00389
14. Lancaster v. Rives
15. Myesha Lopez, et al. v. County of Los Angeles, et al. CDCA Case No. 5:21-cv-00290- JGB(SHKx)
16. Ortiz v. Lancaster, LASC Case No. 21AVCV00001
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
12 17. Aijala v. Lancaster, LASC Case No. 21STCV07841
18. Gardner v. Dominoids, LASC Case No. 21AVCV00186
19. Evans v. Lancaster, LASC Case No. 21AVCV00145
20. Bojorquez v. Lancaster, LASC Case No. 20AVCV00894
21. Arkey v. Lancaster, LASC Case No.20AVCV00816
22. Perez v. Lancaster, LASC Case No. 20AVCV00589
23. Serrano v. Los Angeles County et al. LASC Case No. 21AVCV00562
24. Jackson v. RE Schultz Construction et al. LASC Case No. 21AVCV00863
25. CONFERENCE WITH REAL PROPERTY NEGOTIATORS
Property: 3123-009-029
Agency negotiators: Allison Burns, Mike Livingston
Negotiating parties: Roger W. Pannier, Trustee of the Roger W. Pannier Revocable Trust, established April 25, 1988 as to an undivided ½ interest and Lorraine Prater, Trustee of the Prater Family Trust dated February 23, 1987, Lorraine Prater, Trustee of the Lorraine Alice Prater Survivors Trust dated October 8, 1993, Brian Lee Prater, Niel Howard Prater and Lloyd Bruce Prater, as their respective interest appear of record as to the remaining 1/2 interest
Under negotiation: Price and terms of payment
CONFERENCE WITH REAL PROPERTY NEGOTIATORS
Property: 3123-009-035
Agency negotiators: Allison Burns, Mike Livingston
Negotiating parties: Gholwan Mechammil and Insaf Mechammil, husband and wife as joint tenants
Under negotiation: Price and terms of payment
CONFERENCE WITH REAL PROPERTY NEGOTIATORS
Property: 3125-021-002
Agency negotiators: Allison Burns, Mike Livingston
Negotiating parties: Ukani Enterprise Inc., a California Corporation Under negotiation: Price and terms of payment
RECOVENE
Vice Mayor Crist reconvened the meeting at 6:26 p.m.
CITY ATTORNEY ANNOUNCEMENT
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
13 Allison Burns, City Attorney announced that Council discussed Closed Session Item Number 25.
No reportable action.
ADJOURNMENT
Vice Mayor/Vice Chair Crist adjourned the meeting at 6:27 p.m. Vice Mayor/Vice Chair stated that the next City Council/Successor Agency/Financing/Power/California Choice Energy Authority meeting will be held on Tuesday, October 25, 2022 at 5:00 p.m.
PASSED, APPROVED and ADOPTED this 25th day of October, 2022, by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
ATTEST: APPROVED:
__________________________ _____________________________ ANDREA ALEXANDER R. REX PARRIS
CITY CLERK MAYOR/CHAIRMAN
LANCASTER CITY COUNCIL/ SUCCESSOR AGENCY/
FINANCING/HOUSING/POWER/CALIFORNIA CHOICE ENERGY AUTHORITY
MINUTES
October 11, 2022
14 STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES }ss
CITY OF LANCASTER }
CERTIFICATION OF MINUTES
CITY COUNCIL/SUCCESSOR AGENCY/FINANCING/HOUSING/POWER/CALIFORNIA
CHOICE ENERGY AUTHORITY
I, ___________________________, ___________________________ of the City of Lancaster, CA, do hereby certify that this is a true and correct copy of the original City Council/Successor Agency/Financing/Housing/Power/California Choice Energy Authority Minutes, for which the original is on file in my office.
WITNESS MY HAND AND THE SEAL OF THE CITY OF LANCASTER, CA on this _______________ day of ______________________, ____________. (seal)
______________________________________
STAFF REPORT
City of Lancaster
Date: October 25, 2022
To: Mayor Parris and City Council Members
From: George N. Harris II, Finance Director
Subject:Check Registers – September 25, 2022, through October 8, 2022 Recommendation:
Approve the Check and Wire Registers for September 25, 2022, through October 8, 2022, in the amount of $3,841,858.34 as presented.
Fiscal Impact:
$3,841,858.34 as detailed in the Check Registers.
Background:
At each regular City Council Meeting, the City Council is presented with a check and ACH/wire registers listing the financial claims (invoices) against the City for the purchase of materials, supplies, services, and capital projects issued the prior three to four weeks. This process provides the City Council the opportunity to review the expenditures of the City. Claims are paid via checks, Automated Clearing House (ACH) payments, or federal wires. The justifying backup information for each expenditure is available in the Finance Department.
Check Nos.: 7428509-7428730 $ 3,686,136.03
ACH/Wire Check Nos.: 101011068-101011069 $ 155,722.31 $ 3,841,858.34
Voided Check No.: N/A
Voided ACH/Wire No.: N/A
CC 3
10/25/22
JC
Staff Report
Monthly Report of Investments
September 26, 2006
GH:sp
Attachments:
Check Register
ACH/Wire Register
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 7428509 09850 ARENA, AMY T SUMMER 22-THEATER CAMP-8951 1,026.67 101 4643308 1,026.67 7428510 11216 ARMALIN, RODRICK PER DIEM-CHICAGO 10/3-7/22 355.50 101 4800201 59.25 101 4800201 59.25
101 4800201 79.00
101 4800201 79.00
101 4800201 79.00
355.50 355.50
7428511 C2060 CALIFORNIA WATER SERVICE 08/10/22-09/9/22 WATER SVC 297.62 482 4636654 297.62 7428512 10712 HAGGARD, JOE JH-PR DM-MONTEREY-10/02-05/22 259.00 101 4220256 259.00 7428513 11051 JUAREZ, TIFFANI COSTCO SUPPLIES FOR EVENTS 182.60 101 4220256 182.60 7428514 1215 L A CO WATERWORKS FIRE FLOW-BIOTECH INCUBATOR 350.00 101 11BS037924 350.00 7428515 07984 LOGAN, JUSTIN JL-REIM-CLASS A DL RENEWAL 51.06 101 4220311 51.06 7428516 D4292 MCCASLIN, CHRISTOPHER C CM-BOOTS/JEANS/PANTS REIMBRSMN 511.82 203 4752220 511.82 7428517 C8102 NOGA, ANDREW AN-PR DM-CHICAGO-10/03-07/22 355.50 101 4800201 355.50 7428518 A7221 P E R S LONG TERM CARE PROGRAM 09/22-RETIREE LONG TERM CARE 7,595.90 109 1101000 7,595.90 7428519 11255 PATTISON, JOHN JP-REIM-AV WALLS GOOD PRCHSD 49.39 101 4649576 49.39 7428520 06160 PRIME TIME PARTY RENTALS BOUNCERS/OBSTACLE/SHTRS/RENTAL 4,000.00 101 4640270 4,000.00 7428521 08638 RIVAS, NANCY NR-MIL REIM-CANADA-8/28-9/2/22 319.86 101 4650201 224.99 101 4650203 94.87
319.86 319.86
7428522 05544 SANDERSON, MICHAEL MA-PR DM-MONTEREY-10/02-05/22 259.00 101 4220256 259.00 7428523 03154 SO CA EDISON 07/28/22-09/08/22 ELECTRIC SVC 406.03 203 4754652 43.90 483 4754660 54.50
483 4754660 104.88
483 4754660 202.75
406.03 406.03
7428524 03154 SO CA EDISON 02/02/22-08/02/22 ELECTRIC SVC 1,464.83 203 4636652 1.20 203 4636652 296.15
482 4636652 1.25
482 4636652 22.92
482 4636652 1,143.31
1,464.83 1,464.83
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 7428525 03154 SO CA EDISON 06/07/22-07/31/22 ELECTRIC SVC 3,630.49 203 4754652 78.61 203 4754652 485.38
203 4754652 2,692.51
483 4754660 163.19
483 4754660 210.80
3,630.49 3,630.49
7428526 03154 SO CA EDISON 08/10/22-09/14/22 ELECTRIC SVC 8,586.08 101 4633652 8,094.21 203 4636652 19.30
203 4754652 91.26
482 4636652 9.01
482 4636652 19.18
482 4636652 72.01
483 4754660 54.44
483 4754660 82.55
483 4754660 144.12
8,586.08 8,586.08
7428527 1907 SO CA GAS COMPANY 07/27/22-08/25/2022 GAS SVC 14.30 101 4633655 14.30 7428528 11256 TOVAR, ALEXIS AT-PANTS REIMBURSMENT 69.42 203 4752220 69.42 7428529 11092 TRUE MEMORIES CAR CLUB CHARITY AV WALLS -CAR SHOW VENDOR 800.00 101 4649576 800.00 7428530 03854 A V JANITORIAL SUPPLY PAINT SHIELD/MATERAL- AV WALL 1,953.63 101 4649576 1,953.63 CH- MURAL COATING MATERIAL 1,747.46 101 4649578 1,747.46 3,701.09 3,701.09
7428531 C8328 A V MOSQUITO & VECTOR CONTROL FY22/23 MOSQUITO/VECTOR CNTRL 968.76 101 4430311 98.69 101 4634311 443.44
306 4240311 230.80
484 4752311 142.39
991 4240603 53.44
968.76 968.76
7428532 08979 A V PEST CONTROL JRP- PEST CONTROL 110.00 101 4631301 110.00 EDP- PEST CONTROL 65.00 101 4631301 65.00 PBP- PEST CONTROL 95.00 101 4631301 95.00 AHP- PEST CONTROL 85.00 101 4631301 85.00 355.00 355.00
7428533 D3147 AMERICAN PLUMBING SERVICES,INC BACKFLOW REPLACEMENT 11,975.00 203 4756404 11,975.00 7428534 D3517 AMERICASPRINTER.COM LPAC-TRIFOLD BROCHURES 2,050.01 101 4653205 2,050.01 7428535 02693 ANDY GUMP, INC PF-FENCE/GATE INSTLTN/RMVL 17.86 101 4634602 17.86 7428536 D3495 AROUND A V, INC AV WALLS FESTIVAL BUS AD 2022 2,214.80 101 4649576 2,214.80 7428537 D0879 B'S EMBROIDERY ETC, INC PARCS-STAFF UNIFORMS 6,264.96 101 4633209 6,264.96
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 7428538 C8921 BARTEL ASSOCIATES, LLC 06/21-CONSULTING SVCS 2,901.00 101 4410301 2,901.00 06/21-CONSULTING SVCS 4,466.00 101 4410301 4,466.00 7,367.00 7,367.00
7428539 11028 BERKELEY RESEARCH GROUP LLC FORMATION OF DENOVO BANK-PH 1 25,812.94 101 4200301 25,812.94 7428540 06799 BRAUN BLAISING SMITH WYNNE PC 08/16/22-08/31-22-LEGAL MATERS 890.00 490 4250303 890.00 7428541 08902 BUILDERS UNLIMITED CONSTRUCTRS ESP- FRONT DOOR REPAIR 1,225.00 101 4631402 1,225.00 7428542 1204 C C M F GNRL MEMBERSHIP 7/1/22-6/30/23 800.00 101 4200206 800.00 7428543 06629 CALIFORNIA FENCING, INC CHAIN LINK GAUGE FABRIC 49,875.00 207 12AC005924 49,875.00 7428544 09640 CANNON CORPORATION CDP 18-05-PERMIT PLAN CHECKING 283.08 101 4761301 283.08 CDP 18-05-PERMIT PLAN CHECKING 401.16 101 4761301 401.16 CDP 18-05-PERMIT PLAN CHECKING 390.66 101 4761301 390.66 CDP 18-05-PERMIT PLAN CHECKING 271.83 101 4761301 271.83 CDP 18-05-PERMIT PLAN CHECKING 401.16 101 4761301 401.16 CDP 18-05-PERMIT PLAN CHECKING 224.16 101 4761301 224.16 CDP 18-05-PERMIT PLAN CHECKING 395.31 101 4761301 395.31 CDP 18-05-PERMIT PLAN CHECKING 103.04 101 4761301 103.04 CDP 18-05-PERMIT PLAN CHECKING 140.00 101 4761301 140.00 CDP 18-05-PERMIT PLAN CHECKING 565.93 101 4761301 565.93 CDP 18-05-PERMIT PLAN CHECKING 579.26 101 4761301 579.26 CDP 18-05-PERMIT PLAN CHECKING 745.92 101 4761301 745.92 4,501.51 4,501.51
7428545 06020 CANON FINANCIAL SERVICES, INC MONTHLY COPIER CHARGES 388.41 101 4410253 388.41 7428546 08122 COHEN VENTURES INC 08/22-COMMUNITY SOLAR PROJECT 3,591.25 490 4791301 3,591.25 7428547 L0757 CONWAY, PAULETTA LCE 2018 ANNUAL TRUE UP 49.06 490 4250658 49.06 7428548 09442 CREATIVE BRAIN LEARNING LLC SUMMER 22-ANIME DRWNG-9149 49.00 101 4643308 49.00 7428549 04067 DELL MARKETING LP IT-DELL LATITUDE LAPTOPS 22,762.29 112 4315302 3,148.10 112 4315302 19,614.19
22,762.29 22,762.29
7428550 03311 DELTA LIQUID ENERGY PROPANE(28.89 GALLONS) 119.40 203 4752230 119.40 7428551 00414 DESERT LOCK COMPANY STADIUM- SCHLAGE PRIME 1,161.68 101 4632403 1,161.68 MARIPOSA PARK- NEW LOCKS 602.23 101 4630460 602.23 1,763.91 1,763.91
7428552 07159 DIAZ, BRANDON SUMMER 2022-EXCEL TENNIS-9108 262.50 101 4643308 262.50 SUMMER 22-EXCEL TENNIS-9111 52.50 101 4643308 52.50 SUMMER 22-EXCEL TENNIS-9114 52.50 101 4643308 52.50 SUMMER 22-EXCEL TENNIS-9117 420.00 101 4643308 420.00 787.50 787.50
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 7428553 11099 DUGAN, MALIK CS-MUSIC PERF 05/22 200.00 101 4651251 200.00 7428554 02683 DUNN-EDWARDS YARD-PAINT SUPPLIES 9,713.04 203 4752502 9,713.04 7428555 10257 ENVIRO-TEC HVAC INC CH-CHILLER(HVAC)-CONSULTATION 940.00 101 4633402 940.00 7428556 11127 EXCEL PEST PROS COMMUNITY HOMES-PEST CONTROL 750.00 101 4622682 750.00 7428557 11252 FRONTIER COMMUNICATIONS ECR20-03803 INSPECTION/PROCESS 3,077.00 101 3201120 (77.00) 101 3201120 3,154.00
ECR20-03222 INSPECTION/PROCESS 1,915.00 101 3201120 (77.00) 101 3201120 1,992.00
4,992.00 4,992.00
7428558 10888 GONZALEZ PROPERTY SVCS SKT-VANDALISM-GRAFFITI REMOVAL 680.00 101 4630460 680.00 EDP-VANDALISM-GRAFFITI REMOVAL 875.00 101 4630460 875.00 JRP-VANDALISM-GRAFFITI REMOVAL 785.00 101 4630460 785.00 JRP- SIGN INSTALLATION 560.00 101 4631402 560.00 PBP-VANDALISM-GRAFFITI REMOVAL 850.00 101 4630460 850.00 AHP- VANDALISM-FOUTAIN REPAIR 460.00 101 4630460 460.00 PAINT EST SIDE SFTBAL BACKSTOP 960.00 101 4631402 960.00 AHP- RESTROOM SIGN INSTALL 425.00 101 4631402 425.00 LNSC-STP-GRAFFITI 790.00 101 4630460 790.00 SKT-VANDALISM-GRAFFITI REMOVAL 785.00 101 4630460 785.00 JRP-VANDALISM-GRAFFITI REMOVAL 875.00 101 4630460 875.00 SANITIZE/DISINFECT COMMON AREA 985.00 101 4431301 985.00 ANTI GRAFFITI COAT WALL MURAL 750.00 101 4649576 750.00 CELL TOWER WALL MURAL GRAFFITI 790.00 101 4649576 790.00 ANTI GRAFFITI COAT WALL MURAL 760.00 101 4649576 760.00 STP-VANDALISM-GRAFFITI REMOVAL 960.00 101 4630460 960.00 STP-VANDALISM-GRAFFITI REMOVAL 885.00 101 4630460 885.00 13,175.00 13,175.00
7428559 03430 GRAINGER SKRW/ RTARY HAMMER/WEDGE ANCHR 873.37 203 4752501 873.37 7428560 09591 GRANICUS, LLC GOVACCESS PLUS EDITION 22/23 20,317.44 112 4315302 20,317.44 7428561 09095 HDL COREN & CONE 07/22-09/22-TRANSAC-TAX SVCS 5,562.50 101 4432301 5,562.50 7428562 819 HERC RENTALS INC SCISSOR LIFT 1,012.18 101 4649576 1,012.18 BOOM ARTICULATED 30FT ELECT 1,640.88 101 4649576 1,640.88 SCISSOR LIFT 26FT ELECT 879.88 101 4649576 879.88 BOOM ARTICULATED 33FT ELEC 1,019.02 101 4649576 1,019.02 4,551.96 4,551.96
7428563 D3842 INNOVATION EDUCATION SUMMER 22-LEGO ROBOTICS-9138 315.00 101 4643308 315.00 7428564 09083 INT'L BUSINESS MACHINES CORP CLOUD RUNTIME 340.83 490 4791301 340.83 7428565 03366 JAS PACIFIC PLAN REVIEW/INSPECTION SVCS 5,468.75 101 4793301 5,468.75
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 7428566 11251 LA COUNTY REGIONAL TRAINING EDUCATIONAL SVC-STDNT TUITION 875.00 101 4220256 875.00 7428567 10162 LANDSCAPE CONNECTION GROUP AV WALLS-POST/CABLING/SLEEVES 11,530.00 101 4649576 11,530.00 EDP-VANDALISM-BENCH REPAIR 1,950.00 101 4630460 1,950.00 13,480.00 13,480.00
7428568 10643 LOGICALIS INC VIRTUAL IT SERVICE TICKET 24,975.00 112 4315301 375.00 112 4315302 24,600.00
24,975.00 24,975.00
7428569 04351 LYN GRAFIX PERFORMENCE-LADIES PRO POLO 1,089.68 101 4210259 249.96 101 4770259 364.00
101 4771259 142.54
203 4752209 96.56
203 4752209 236.62
1,089.68 1,089.68
7428570 A5074 M C T, INC DEP-RMPLSTLTSKN-03/13/23 500.00 101 4650318 500.00 7428571 10729 MAINE ELECTRIC OMP-TROUBLESHOOT 300.00 101 4634402 300.00 7428572 11253 MILLANO, CARL CM-WITHDRAW-PMT2205491 6.40 101 3201103 (317.60) 101 3201103 (73.00)
101 3201103 397.00
6.40 6.40
7428573 D3578 MINUTEMAN PRESS FOIL STAMPED JOURNAL/ PEN 6,588.54 101 4220256 6,588.54 CALPIBE OUSH NOTICES SCWP 1.80 490 4250213 1.80 CALPINE PUSH NOTICES-00N1 197.36 490 4250213 197.36 CALPINE PUSH NOTICES (259) 178.28 490 4250213 178.28 6,965.98 6,965.98
7428574 11254 NUNEZ, ARTURO DMP-SALVA 1 HR PHOTOGRAPHER 82.69 101 4207205 82.69 7428575 06513 ODYSSEY POWER CORP LPAC-EMRGNCY SVC CALL-GEN DOWN 1,592.00 101 4633402 1,592.00 7428576 C7808 OPSEC SPECIALIZED PROTECTION AV WALLS FEST-SECURITY SVCS 2,340.00 101 4649576 2,340.00 7428577 06636 P & J ELECTRIC INC LPAC-EMRGNCY SVC-GENERATOR DWN 1,811.41 101 4633402 1,811.41 7428578 07287 PRINTING BOSS AHP-DOG PARK SIGN 126.79 101 4631404 126.79 7428579 C4036 RALPH ANDERSEN & ASSOCIATES RECURITMENT DIRECTOR-PS 14,000.00 101 4220255 14,000.00 7428580 05412 RETAIL MARKETING SVCS, INC 08/22-SHOPPING CART RETRIEVAL 25.00 203 4752402 25.00 7428581 04337 RUIZ, LINDA SUMMER 22-JR.TENNIS-9096 367.50 101 4643308 367.50 SUMMER 22-JR. TENNIS-9099 210.00 101 4643308 210.00 SUMMER 22-JR. TENNIS-9102 105.00 101 4643308 105.00 SUMMER 22-JR. TENNIS-9105 210.00 101 4643308 210.00 892.50 892.50
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 7428582 09371 SAFFIRE, LLC ONLINE/RESERVED/DEVICE-TCK-FEE 1,575.80 101 4649575 1,575.80 7428583 10956 SCA OF CA, LLC 08/22-HANDWORK & PRTCTD BK LN 6,822.98 203 4752450 6,822.98 7428584 01816 SMITH PIPE & SUPPLY INC TBP-IRRIGATION 552.21 101 4631404 552.21 TBP-IRRIGATION 2.87 101 4631404 2.87 TBP-IRRIGATION 436.42 101 4631404 436.42 991.50 991.50
7428585 11149 TAVERA, LILLIAN SUMMER 22-HOW MANY WORKS-9178 178.80 101 4643308 178.80 7428586 09665 TERRACARE ASSOCIATES, LLC 08/22-LMD MAINTENANCE 18,373.48 203 4756264 18,373.48 08/22 IRRIGATION 2,341.43 203 4756264 2,341.43 20,714.91 20,714.91
7428587 1894 THE SIGN COMPANY MOAH- 2FT VINYL BANNER 496.13 101 4649576 496.13 MOAH- WELCOME VINYL BANNER 213.89 101 4649576 213.89 710.02 710.02
7428588 C5522 THOMSON REUTERS-WEST PMT CENTR08/22-ONLINE SFTWR SBSCRPTN 580.94 101 4230301 580.94 08/22-ONLINE SFTWR SBSCRPTN 1,214.40 101 4245301 1,214.40 1,795.34 1,795.34
7428589 11233 THUNDER EAGLE,INC WEATHER EAGLE 110 ALERT 2,348.67 101 4245350 2,348.67 7428590 09754 TOYOTA OF LANCASTER CATALYTIC CONVERTER PARTS 2,984.67 111 4753207 2,984.67 7428591 09947 TYLER TECHNOLOGIES INC IMP REMOTE-FIN 3,700.00 112 4315301 3,700.00 7428592 08783 UNIFIRST CORPORATION UNIFORM CLEANINGS 115.50 480 4755209 115.50 7428593 31009 UNIVERSAL ELECTRONIC ALARMS MNTC YD-SECURITY ALARM 27.00 203 4752301 27.00 MNTC YD-SECURITY ALARM 27.00 203 4752301 27.00
54.00 54.00
7428594 04496 VULCAN MATERIAL WESTERN DIV COLD MIX 169.94 203 4752410 169.94 COLD MIX 438.00 203 4752410 438.00
COLD MIX 172.57 203 4752410 172.57
780.51 780.51
7428595 05093 WESTERN EQUIPMENT SERVICE CO LPAC-HVAC SERVICE CALL 17,572.00 104 4631402 17,572.00 ESP-HEATER REPAIRS 2,859.32 101 4631403 2,859.32 COMMUNITY HOME-STANDRIDGE 13,595.00 101 4622682 13,595.00 34,026.32 34,026.32
7428596 11220 WORKING MAN CORPORATION DEPOSIT-EDWIN MCCAIN-10/21/22 5,000.00 101 4650318 5,000.00 7428597 09201 XEROX FINANCIAL SERVICES LLC 07/27-08/26/22 LEASE PAYMENT 770.85 101 4410254 770.85 7428598 11038 YOU WRECK IT FRANK FIX IT MODIFICATION/RPR-GATE/DRIVEWAY 457.54 101 4622682 457.54 SIDE GATE REPAIR/INSTAL 314.21 101 4622682 314.21
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount BRICK WALL REPAIR/RMVL DEBRIS 496.13 101 4622682 496.13 SIDE GATE REPAIR/INSTAL 314.21 101 4622682 314.21 DIAGNOSE & REPAIR DEAD OUTLETS 499.43 101 4622682 499.43 MTRL COST-GFI OUTLETS/2-BRKRS 319.73 101 4622682 319.73 SIDE GATE REPAIR/INSTAL 314.21 101 4622682 314.21 2,715.46 2,715.46
7428599 1215 L A CO WATERWORKS 07/06/22-09/14/22 WATER SVC 66,258.66 101 4620654 70.69 101 4620654 72.18
101 4620654 165.61
101 4631654 7,589.85
101 4631654 29,681.11
101 4633654 495.98
203 4636654 54.74
203 4636654 109.49
203 4636654 306.40
203 4636654 514.93
203 4636654 1,608.00
306 4300654 54.95
306 4342654 279.10
482 4636654 359.52
482 4636654 598.02
482 4636654 2,998.37
482 4636654 4,778.42
482 4636654 5,586.50
482 4636654 10,934.80
66,258.66 66,258.66
7428600 03154 SO CA EDISON 04/04/22-08/03/22 ELECTRIC SVC 60,121.97 101 4631652 1,032.13 101 4631652 1,262.52
101 4631652 1,807.38
101 4631652 13,827.95
101 4633652 19.83
101 4633652 505.57
101 4633652 3,241.56
101 4633652 11,690.39
101 4634652 2,345.79
101 4634652 2,356.02
101 4634652 2,478.91
101 4634652 2,497.15
101 4635652 8,181.89
101 4636402 1,887.61
101 4651652 3,465.91
101 4800403 983.68
482 4636652 577.87
483 4754660 372.17
490 4250652 1,587.64
60,121.97 60,121.97
7428601 A7061 C A RASMUSSEN, INC CP22004-SUMMER PVMNT PRGRM 154,976.78 150 2100003 (8,156.67) 701 12ST048924 163,133.45
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 154,976.78 154,976.78
7428602 10830 MARINA LANDSCAPE INC (ORANGE) CP21023-2021 LANDSCAPE RSTRTN 822,348.22 150 2100003 (43,281.48) 701 11ZZ005924 865,629.70
822,348.22 822,348.22
7428603 11030 SERIOUS CONTROLS LLC SERIOUS CNTL-PRJCT MILESTONE 2 100,000.00 101 4791308 100,000.00 7428604 C8088 BUSH, TIMOTHY REIMBRSMNT-PRNT JOB-MINUTE MAN 132.30 101 4245202 132.30 7428605 C2060 CALIFORNIA WATER SERVICE 08/16/22-09/15/22 WATER SVC 1,829.19 482 4636654 1,829.19 7428606 07641 DURON, ROBERT M BAL-STEVIE RAY-10/15/22 3,750.00 101 4650318 3,750.00 7428607 06857 ENTERTAINMENTMAX, INC SPACE ODDITT-BALANCE-10/14/22 2,750.00 101 4650318 2,750.00 7428608 07635 HOGAN, JEFF JH-MLGE-ANAHEIM-10/01-04/22 75.00 101 4220256 75.00 7428609 1215 L A CO WATERWORKS 07/19/22-09/22/22 WTR SVCS 32,543.55 101 4620654 164.97 101 4631654 13,878.97
101 4633654 1,531.51
101 4650654 546.00
101 4651654 278.17
101 4800403 164.34
203 4636654 5,305.46
203 4752654 273.72
306 4342654 930.64
482 4636654 9,469.77
32,543.55 32,543.55
7428610 D4428 MERINO, ALEXUS V AM-MLGE-COLUMBUS-9/18-21/22 75.00 101 4200201 75.00 7428611 10218 ORGANIC THERAPY COMPANY 09/22-COMMUNICABLE DISEASE CON 5,000.00 101 4431301 5,000.00 7428612 A7221 P E R S LONG TERM CARE PROGRAM LONG TERM CARE PREMIUM 645.84 101 2170200 645.84 7428613 10380 PATTERSON, SONYA M SP-PR DM-LONGBEACH-9/6-9/22 119.88 101 4220256 119.88 7428614 05543 REYES, JOY JR-PER DIEM-VEGAS-10/18-21/22 241.50 101 4770256 103.50 101 4770256 138.00
241.50 241.50
7428615 10711 SEGUIN, JENNIFER JS-PR DM-COLOMBUS-09/18-20/22 75.00 101 4205202 75.00 7428616 10711 SEGUIN, JENNIFER JS-MLGE-LONGBEACH-09/07-09/22 120.75 101 4220256 120.75 7428617 03154 SO CA EDISON 08/17/22-09/15/22 ELECTRIC SVC 31.49 483 4754660 31.49 7428618 03154 SO CA EDISON 08/15/22-09/20/22 ELECTRIC SVC 177.19 482 4636652 158.39 484 4755652 18.80
177.19 177.19
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 7428619 03154 SO CA EDISON 07/28/22-08/30/22 ELECTRIC SVC 576.54 101 4634652 488.89 483 4754660 87.65
576.54 576.54
7428620 03154 SO CA EDISON 08/17/22-09/21/22 ELECTRIC SVC 18,390.94 101 4600603 435.74 101 4632652 5,455.74
101 4633652 4,953.91
101 4636402 165.34
101 4650652 7,194.83
483 4754660 185.38
18,390.94 18,390.94
7428621 1907 SO CA GAS COMPANY 07/25/22-09/26/2022 GAS SVC 3,549.01 101 4620655 146.79 101 4631655 1,536.43
101 4632655 391.63
101 4633655 1,212.63
101 4634655 58.80
101 4635655 39.06
101 4650655 151.22
306 4792655 12.45
3,549.01 3,549.01
7428622 11238 TORRES, NATALY NT-MLGE-COLUMBUS-09/18-21/22 75.00 101 4205202 75.00 7428623 06576 A V CHEVROLET EQ3883 252.32 111 4753207 252.32 7428624 02605 A V COLLISION REPAIRS, INC TRCK RPR-EQ1526 2,060.43 111 4753463 2,060.43 7428625 00107 A V PRESS 05/22-LEGAL ADS 4,366.69 101 4210263 2,706.89 101 4770263 1,659.80
06/22-LEGAL ADS 8,656.92 101 4210263 6,202.24 101 4770263 2,454.68
07/22-LEGAL ADS 2,935.64 101 4210263 1,382.58 101 4770263 1,553.06
08/22-LEGAL ADS 7,219.42 101 4210263 2,125.08 101 4770263 4,094.94
209 15ST058924 999.40
23,178.67 23,178.67
7428626 07489 ACCESSO SHOWARE PAC-06/22-TICKET/DONATN SALES 215.85 112 4315302 215.85 PAC-07/22-TICKET/DONATN SALES 23.00 112 4315302 23.00 238.85 238.85
7428627 08884 AMERICAN AIRWORKS FILTER FAST,COALESCING 850.35 480 4755405 850.35 7428628 C6143 AMERICAN BUSINESS MACHINES IMAGE RUNNER ADV COPIER 234.17 101 4432259 234.17 7428629 D3147 AMERICAN PLUMBING SERVICES,INC INCUBATOR-VAN-REPAIR 995.00 101 4636402 995.00 7428630 02693 ANDY GUMP, INC OMP-FENCE RENTAL 44.98 101 4634602 44.98
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 7428631 09751 ARMSTRONG, ALVIN JR 09/22-SPORTS OFFICIAL 400.00 101 4641308 400.00 7428632 C9805 ARROW TRANSIT MIX INC COLD MIX 713.05 203 4752410 713.05 COLD MIX 724.08 203 4752410 724.08
1,437.13 1,437.13
7428633 03485 BAKERSFIELD TRUCK CENTER EQ3836 163.40 111 4753207 163.40 EQ3998 334.41 111 4753207 334.41
497.81 497.81
7428634 C3061 BATES, JOE 09/22-SPORTS OFFICIAL 552.00 101 4641308 552.00 7428635 00269 BOETHING TREELAND FARMS, INC CHAMAEROPS HUMILIS PALM TREES 4,078.48 203 4756404 4,078.48 7428636 08902 BUILDERS UNLIMITED CONSTRUCTRS METROLINK-DEMO & INSTALL 16,250.00 207 4633403 16,250.00 PDW WORKSTATION MODIFICATIONS 5,800.00 101 11GS011924 5,800.00 22,050.00 22,050.00
7428637 06176 C S TECH GROUP, INC LCC-LOW VOLTAGE DATA DROP 2,778.87 112 4315291 2,778.87 ADDED TV DROP/ GUARD-PER EMAIL 450.00 112 4315302 450.00 LMS-LOW VOLTAGE CABLING 2,735.10 112 11BS019924 2,735.10 5,963.97 5,963.97
7428638 D0629 CA ASSOC OF CODE ENF OFFICERS SS-CCEO APPLICATION FEE 200.00 101 4220256 200.00 7428639 C0914 CAMPBELL II, EDWARD LEE 09/22-SPORTS OFFICIAL 322.00 101 4641308 322.00 7428640 00382 CARRIER COMMUNICATIONS 10/22-HAUSER MTN SITE RENT 654.32 101 4245350 654.32 7428641 04636 CAYENTA/N HARRIS COMPUTER CORPCCC-CD(PS INSTL) 3,150.00 112 4315302 3,150.00 10/22-CMS 5,840.00 112 4315302 5,840.00
8,990.00 8,990.00
7428642 C2555 CHARTER COMMUNICATIONS HOLDING09/22-INTERNET/TV/PHONE SVCS 213.42 112 4315651 213.42 7428643 10867 CITY & CO ENGINEERS ASSOC RO-MEMBERSHIP 2022 30.00 101 4771200 30.00 7428644 08076 CIVICPLUS, LLC MUNICODE FULL SRVS CODE ONLINE 480.00 101 4210360 480.00 MUNICODE PAGES 1,331.63 101 4210360 1,331.63 1,811.63 1,811.63
7428645 D1545 CLETEHOUSE CAFE, INC PAC-SANDWHICHES(60)/COFFEE BAR 793.80 101 4650251 793.80 7428646 03552 COASTLINE EQUIPMENT CO CUTTING EDGE-EQ3785 849.50 111 4753207 849.50 BOLT,NUT,WASHER-EQ3785 215.01 111 4753207 215.01 1,064.51 1,064.51
7428647 08516 CODY, RAYMOND 09/22-SPORTS OFFICIAL 100.00 101 4641308 100.00 7428648 C0054 COLE-ROUS, JOHN 09/22-SPORTS OFFICIAL 437.00 101 4641308 437.00
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 7428649 05830 CONVERSE CONSULTANTS CP21008 REBID 2021 NBRHD IMPRV 267.50 701 15ST079924 267.50 7428650 10983 COOKSEY'S LIFEGRD AND SWIM LLC 08/22-LIFEGUARD HOURS 466.25 101 4642301 466.25 09/22-LIFEGUARD HOURS 1,518.25 101 4642301 1,518.25 1,984.50 1,984.50
7428651 11097 CORPORATE STREAMS LTV-PRODUCTION SERVICES 24,583.33 101 4207301 24,583.33 7428652 00794 CORRALES, RUDY 09/22-SPORTS OFFICIAL 552.00 101 4641308 552.00 7428653 A6282 DANCIN IN ACTON TCKT PRCDS-DANCN ACTN-10/07/22 19,808.57 101 2107000 33,500.00 101 3405127 (4,993.38)
101 3405300 (6,402.00)
101 3405302 (735.15)
101 3405303 (1,395.90)
101 3405304 (66.00)
101 3405306 (99.00)
19,808.57 19,808.57
7428654 11265 DEPT HEALTH CARE SVCS-RECOVERYFINAL PAYMENT MEDICAL LIEN 2,784.34 113 4230300 2,784.34 7428655 00414 DESERT LOCK COMPANY SCHLAGE PRIMUS KEY BLANKS 2,323.36 101 4633403 2,323.36 7428656 09191 DESIGNERS TOUCH LANDSCAPE INC STP-CONCRETE & DG INSTALLATION 47,885.00 227 11BS034924 47,885.00 7428657 08839 DUKE ENGINEERING AND ASSOCS JRP-WEBBER ADA IMPROVEMENTS 11,850.00 227 11ZZ004924 11,850.00 7428658 C0293 EAST, MARY PAULINE 07/22-09/22 FILM 1,325.00 101 4601308 1,325.00 7428659 05665 EGGERTH, DARRELL 09/22-SPORTS OFFICIAL 437.00 101 4641308 437.00 7428660 07374 ELECTRI-COM, INC SRVC CALL- NO POWER BTH RM 245.00 101 4622682 245.00 7428661 C9406 ESTES, MAURICE 09/22-SPORTS OFFICIAL 483.00 101 4641308 483.00 7428662 D3240 FASTENAL COMPANY FIANCE-COPY PAPER 862.76 101 4410254 862.76 FINANCE-JANITORIAL SUPPLIES 277.48 101 4410254 198.21 101 4410259 79.27
HR-JANITORIAL SUPPLIES 2,210.26 101 4220403 2,210.26 3,350.50 3,350.50
7428663 00617 FEDERAL EXPRESS CORPORATION EXPRESS MAILING 34.63 101 4761212 34.63 7428664 10659 FISCHER COMPLIANCE LLC SSMP AUDIT PREP-2022 875.00 480 4755301 875.00 7428665 08441 FRANKLIN TRUCK PARTS INC EQ3775 (220.50) 111 4753207 (220.50) EQ3775 1,060.08 111 4753207 1,060.08
EQ3998 37.06 111 4753207 37.06
EQ3998 93.19 111 4753207 93.19
EQ3776 213.21 111 4753207 213.21
EQ3779 48.79 111 4753207 48.79
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 1,231.83 1,231.83
7428666 10579 FTI CONSULTING INC PRF SVC-COM SPPRT 05/22-06/22 25,597.50 101 4100301 25,597.50 PRF SVC-COMMNCTN SUPPORT 07/22 2,952.50 101 4100301 2,952.50 28,550.00 28,550.00
7428667 10888 GONZALEZ PROPERTY SVCS LBP-INCUBATOR-VAN-DOOR 1,445.00 101 4636402 1,445.00 MINI HOAH-WALL COATING 675.00 101 4649576 675.00 MINI HOAH-WALL COATING 785.00 101 4649576 785.00 MINI HOAH-WALL COATING 785.00 101 4649576 785.00 MOAH-LIGHT REPAIRS 395.00 101 4651402 395.00 CH-MURAL/ANTI-GRAFFITI COATING 985.00 101 4649576 985.00 OMP-CHANGING STATION INSTALL 770.00 101 4634402 770.00 5,840.00 5,840.00
7428668 03430 GRAINGER MTNC YD-SMALL TOOLS 471.91 111 4753208 471.91 PW-PPE 2,015.74 203 4752209 2,015.74
2,487.65 2,487.65
7428669 11262 GRANT, R KYOMI FIGURE MODEL-08/22 200.00 101 4651251 200.00 7428670 11041 GUANDIQUE, JORGE MARIO 09/22-SPORTS OFFICIAL 805.00 101 4641308 805.00 7428671 05822 H & H AUTO PARTS WHOLESALE FUEL ELEMENT/FILTER KIT 386.72 111 4753214 386.72 IN LINE FUEL FILTER/PANEL AIR 56.11 111 4753214 56.11 FILTER ASM-OIL 109.63 111 4753214 109.63 552.46 552.46
7428672 07201 HALL JR, CHARLES 09/22-SPORTS OFFICIAL 207.00 101 4641308 207.00 7428673 02585 HARRELL, BARON 09/22-SPORTS OFFICIAL 407.00 101 4641308 407.00 7428674 03631 HARRIS & ASSOCIATES, INC. AD ANNEX SVCS 08/22 5,776.30 480 4700301 724.99 482 4700301 1,175.46
483 4700301 1,032.87
484 4700301 2,842.98
PROF SVCS-07/31-08/27/22 13,290.51 480 4700301 2,430.92 482 4700301 5,381.82
483 4700301 2,745.15
484 4700301 2,732.62
19,066.81 19,066.81
7428675 819 HERC RENTALS INC SCISSOR LIFT 710.05 101 4649576 710.05 SCISSOR LIFT 710.05 101 4649576 710.05
1,420.10 1,420.10
7428676 09860 HILL, DAVID DM-PERF-AV WALLS-09/17/22 250.00 101 4649576 250.00 7428677 11266 HUNT, TERELL 09/22-SPORTS OFFICIAL 345.00 101 4641308 345.00 7428678 09070 INSIGHT NORTH AMERICA LLC 08/22-INVESTMENT ADVISORY SRVC 2,866.58 101 3501110 2,866.58
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 7428679 A2594 INTERSTATE BATTERY SYS OF A V VARIOUS 805.81 111 4753207 805.81 EQ3214 80.55 111 4753207 80.55
EQ3214 (80.55) 111 4753207 (80.55)
805.81 805.81
7428680 07696 JOHNSON, DONALD 09/22-SPORTS OFFICIAL 100.00 101 4641308 100.00 7428681 01419 JOHNSTONE SUPPLY FUSE FOR SWAMP COOLER 127.87 203 4752404 127.87 7428682 D1903 KERN MACHINERY INC-LANCASTER EQ5855 94.58 111 4753207 94.58 7428683 10754 KTGY GROUP, INC 07/16-08/12/22 LAC PKWY VILG 1,932.50 349 4770771 1,932.50 7428684 D0600 L A CO DEPT OF PUBLIC WORKS T9231406-CSR#31406-42ND W INST 39,433.24 217 16TS027924 39,433.24 7428685 10162 LANDSCAPE CONNECTION GROUP CHAIN LINK FENCE REPAIR 2,650.00 203 4752463 2,650.00 AHP-REPAIR CONCRETE TRIP HAZRD 1,710.00 101 4631402 1,710.00 4,360.00 4,360.00
7428686 D1736 LEVEL 3 COMMUNICATIONS LLC 09/22-INTERNET/DATA 3,744.32 112 4315651 3,744.32 7428687 11240 LITTLE, SPENSER AV WALLS BUTTERFLY SCUIPTURE 4,000.00 101 4649576 4,000.00 7428688 10283 LSY ENTERPRISE INC TRAFFIC MGMT CENTER DEVT 160.00 207 11BS027924 47.20 321 11BS027924 112.80
160.00 160.00
7428689 01386 MERRIMAC ENERGY GROUP DIESEL(1985) UNLEADED(5932) 39,834.75 111 4753217 39,834.75 7428690 06966 MICHAEL BAKER INT'L INC C. LANCASTER/03252022 30,815.15 101 4770316 30,815.15 7428691 D3578 MINUTEMAN PRESS BROCHURES-SALA ENG/SPANISH 497.43 101 4200251 244.38 101 4245206 253.05
497.43 497.43
7428692 05773 MORRISON WELL MAINTENANCE LNSC- MONTHLY TEST 450.00 101 4635301 450.00 7428693 08562 NAPA AUTO PARTS EQ3214 150.63 111 4753207 150.63 EQ5510 6.93 111 4753207 6.93
EQ5837 73.23 111 4753207 73.23
EQ1527 19.58 111 4753207 19.58
EQ6822 17.12 111 4753207 17.12
EQ5999 8.80 111 4753207 8.80
276.29 276.29
7428694 10307 NATIONAL UTILITY LOCATORS LLC TECHNICAL UTILITY LOCATING 11,755.00 203 4754301 2,351.00 203 4755301 2,351.00
480 4755301 2,351.00
483 4754301 2,351.00
484 4755301 2,351.00
11,755.00 11,755.00
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 7428695 11044 OFFICE DYNAMICS INT'L, INC 2022 CONFERENCE REGISTRATION 1,525.50 101 4220256 1,525.50 7428696 11261 ORTEGA, CARLOS FIGURE MODEL 09-01-22 150.00 101 4651251 150.00 7428697 11263 PFEFFER, MARNIE AV WALLS FEST-CULTURAL STAGE 250.00 101 4649576 250.00 7428698 11269 PIROZZI, ANTHONY LCE NEM CASHOUT 373.68 490 4250658 373.68 7428701 C5395 PRO ACTIVE WORK HEALTH SERVCES WH-ESCRN-CP PNL DRG -07/02/22 85.00 101 4220255 35.00 101 4220255 50.00
AR-ESCRN-CP PNL DRG -07/12/22 85.00 101 4220255 35.00 101 4220255 50.00
AZ-ESCRN-CP PNL DRG -07/07/22 85.00 101 4220255 35.00 101 4220255 50.00
HB-TB/PPD SKIN TEST-07/08/22 20.00 101 4220255 20.00 MM-TB/PPD SKIN TEST-07/11/22 20.00 101 4220255 20.00 AL-TB/PPD SKIN TEST-07/13/22 20.00 101 4220255 20.00 ER-TB/PPD SKIN TEST-07/14/22 20.00 101 4220255 20.00 KD-ESCRN-CP PNL DRG -07/26/22 65.00 101 4220255 65.00 DJ-PHYSICAL- BASIC-07/28/22 45.00 101 4220255 45.00 TK-ESCRN-CP PNL DRG -07/19/22 105.00 101 4220255 40.00 101 4220255 65.00
JR-TB/PPD SKIN TEST-07/05/22 20.00 101 4220255 20.00 KT-TB/PPD SKIN TEST-07/07/22 20.00 101 4220255 20.00 EM-TB/PPD SKIN TEST-07/20/22 20.00 101 4220255 20.00 JR-CHEST X-RAY; 1V-07/11/22 30.00 101 4220255 30.00 DM-TB/PPD SKIN TEST-07/11/22 20.00 101 4220255 20.00 DH-CHEST X-RAY; 1V-07/11/22 30.00 101 4220255 30.00 RF-PHYSICAL- BASIC-07/12/22 115.00 101 4220255 20.00 101 4220255 45.00
101 4220255 50.00
FM-TB/PPD SKIN TEST-07/14/22 20.00 101 4220255 20.00 DA-TB/PPD SKIN TEST-07/18/22 20.00 101 4220255 20.00 DS-TB/PPD SKIN TEST-07/19/22 20.00 101 4220255 20.00 JL-PHYSICAL- BASIC-07/19/22 115.00 101 4220255 20.00 101 4220255 45.00
101 4220255 50.00
MR-TB/PPD SKIN TEST-07/21/22 20.00 101 4220255 20.00 MF-TB/PPD SKIN TEST-07/28/22 20.00 101 4220255 20.00 JW-TB/PPD SKIN TEST-07/13/22 20.00 101 4220255 20.00 SM-TB/PPD SKIN TEST-07/22/22 20.00 101 4220255 20.00 DH-TB/PPD SKIN TEST-07/08/22 20.00 101 4220255 20.00 RR-TB/PPD SKIN TEST-07/05/22 20.00 101 4220255 20.00 RS-TB/PPD SKIN TEST-07/06/22 20.00 101 4220255 20.00 AG-ESCRN-CP PNL DRG -07/13/22 85.00 101 4220255 35.00 101 4220255 50.00
SV-COLLECTION-NON DOT-07/15/22 55.00 101 4220255 20.00 101 4220255 35.00
NT-BAT NON DOT-07/13/22 35.00 101 4220255 35.00 AB-PHYSICAL- BASIC-07/07/22 115.00 101 4220255 20.00
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 101 4220255 45.00
101 4220255 50.00
NT-ESCRN-CP PNL DRG -07/13/22 50.00 101 4220255 50.00 AA-TB/PPD SKIN TEST-07/20/22 20.00 101 4220255 20.00 PP-TB/PPD SKIN TEST-07/05/22 20.00 101 4220255 20.00 TL-TB/PPD SKIN TEST-07/07/22 20.00 101 4220255 20.00 JM-PHYSICAL- BASIC-07/12/22 115.00 101 4220255 20.00 101 4220255 45.00
101 4220255 50.00
EC-TB/PPD SKIN TEST-07/22/22 20.00 101 4220255 20.00 SH-PHYSICAL-DOT-DMV-08/24/22 69.00 101 4220255 69.00 DS-PHYSICAL-DOT-DMV-08/24/22 69.00 101 4220255 69.00 JD-PHYSICAL-DOT-DMV-08/24/22 69.00 101 4220255 69.00 DB-PHYSICAL-DOT-DMV-09/07/22 69.00 101 4220255 69.00 DG-PHYSICAL-DOT-08/16/22 69.00 101 4220255 69.00 MC-PHYSICAL-DOT-DMV-08/24/22 69.00 101 4220255 69.00 AL-TB/PPD SKIN TEST-08/24/22 20.00 101 4220255 20.00 DN-TB/PPD SKIN TEST-08/16/22 20.00 101 4220255 20.00 RW-TB/PPD SKIN TEST-08/22/22 20.00 101 4220255 20.00 JH-TB/PPD SKIN TEST-08/23/22 20.00 101 4220255 20.00 AW-TB/PPD SKIN TEST-08/23/22 20.00 101 4220255 20.00 VC-TB/PPD SKIN TEST-08/30/22 20.00 101 4220255 20.00 AW-TB/PPD SKIN TEST-08/08/22 20.00 101 4220255 20.00 IA-TB/PPD SKIN TEST-08/08/22 20.00 101 4220255 20.00 JG-ESCRN-CP PNL DRG -08/10/22 105.00 101 4220255 40.00 101 4220255 65.00
CW-TB/PPD SKIN TEST-08/10/22 20.00 101 4220255 20.00 AM-TB/PPD SKIN TEST-08/10/22 20.00 101 4220255 20.00 EB-TB/PPD SKIN TEST-08/11/22 20.00 101 4220255 20.00 BW-TB/PPD SKIN TEST-08/17/22 20.00 101 4220255 20.00 DB-TB/PPD SKIN TEST-09/07/22 20.00 101 4220255 20.00 JS-TB/PPD SKIN TEST-08/22/22 20.00 101 4220255 20.00 JW-TB/PPD SKIN TEST-08/24/22 20.00 101 4220255 20.00 RO-TB/PPD SKIN TEST-08/29/22 20.00 101 4220255 20.00 EL-TB/PPD SKIN TEST-08/26/22 20.00 101 4220255 20.00 KP-TB/PPD SKIN TEST-08/05/22 20.00 101 4220255 20.00 JH-TB/PPD SKIN TEST-08/08/22 20.00 101 4220255 20.00 HF-TB/PPD SKIN TEST-08/08/22 20.00 101 4220255 20.00 SH-TB/PPD SKIN TEST-08/09/22 20.00 101 4220255 20.00 PC-PHYSICAL- BASIC-08/10/22 115.00 101 4220255 20.00 101 4220255 45.00
101 4220255 50.00
NJ-TB/PPD SKIN TEST-08/18/22 20.00 101 4220255 20.00 AG-TB/PPD SKIN TEST-08/22/22 20.00 101 4220255 20.00 JB-TB/PPD SKIN TEST-08/22/22 20.00 101 4220255 20.00 GP-TB/PPD SKIN TEST-08/23/22 20.00 101 4220255 20.00 DB-TB/PPD SKIN TEST-08/27/22 20.00 101 4220255 20.00 AG-TB/PPD SKIN TEST-08/04/22 20.00 101 4220255 20.00 JD-TB/PPD SKIN TEST-08/08/22 20.00 101 4220255 20.00 LS-TB/PPD SKIN TEST-08/12/22 20.00 101 4220255 20.00 CF-TB/PPD SKIN TEST-08/05/22 20.00 101 4220255 20.00
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount VP-TB/PPD SKIN TEST-09/07/22 20.00 101 4220255 20.00 CH-TB/PPD SKIN TEST-08/09/22 20.00 101 4220255 20.00 ME-TB/PPD SKIN TEST-08/09/22 20.00 101 4220255 20.00 AS-TB/PPD SKIN TEST-08/17/22 20.00 101 4220255 20.00 2,969.00 2,969.00
7428702 03962 SAFETY KLEEN AUTOMATIC PARTS WASHER 7,010.95 101 4754657 7,010.95 AUTOMATIC PARTS WASHER 142.38 111 4753657 142.38 7,153.33 7,153.33
7428703 C3064 SANTOS, RENALDO 09/22-SPORTS OFFICIAL 1,265.00 101 4641308 1,265.00 7428704 06174 SHAWNS PAINTING AHP-HANDBALL COURTS PAINTED-4 994.00 101 4631403 994.00 7428705 1916 STRADLING,YOCCA,CARLSON,RAUTH GO2ZERO INVOICES #2011-2012 15,581.25 113 4230303 15,581.25 7428706 A6479 TAFT ELECTRIC COMPANY 08/03/22 ELECTRICAL SVCS 10,188.85 483 4754660 10,188.85 08/10/22-ELECTRICAL SVCS 4,640.24 203 4754460 4,640.24 08/1122 ELECTRICAL SVCS 4,640.24 203 4754460 4,640.24 08/15/22 ELECTRICAL SVCS 2,271.77 483 4754460 2,271.77 08/1622 ELECTRICAL SVCS 1,587.04 483 4754460 1,587.04 08/16/22 ELECTRICAL SVCS 1,692.04 483 4754460 1,692.04 25,020.18 25,020.18
7428707 08177 TEKWERKS 10/22-REMOTE MONITORING 1,995.00 112 4315302 1,995.00 7428708 09316 TEKWERKS INTERNET 10/22-INTERNET/FIBER SVC 4,330.69 112 4315651 4,330.69 7428709 D2568 TESLA, INC CH-8//22(96195.360 KWH) 9,134.74 101 4633652 9,134.74 MTNC YD-8/22(47457.720 KWH) 4,492.68 101 4633652 4,492.68 OMP-08/22(15792.250 KWH) 869.80 101 4634652 869.80 PAC-8/22(27959.840 KWH) 2,616.43 101 4650652 2,616.43 LMS-8//22(61708.080 KWH) 6,170.81 101 4632652 6,170.81 23,284.46 23,284.46
7428710 11264 THE LAW OFFICE OF SAMER HABBAS SETTLMNT-RELEASE OF ALL CLAIMS 24,715.66 113 4230300 24,715.66 7428711 04239 TIM WELLS MOBILE TIRE SERVICE EQ3838 1,107.54 111 4753207 1,107.54 EQ3369 20.00 111 4753207 20.00
EQ1527 935.55 111 4753207 935.55
2,063.09 2,063.09
7428712 09754 TOYOTA OF LANCASTER EQ5510 1,617.72 111 4753207 1,617.72 7428713 09947 TYLER TECHNOLOGIES INC IMP REMOTE-FIN 2,960.00 112 4315301 2,960.00 7428714 D4202 U S BANK ADMIN FEES-07/01/22-07/31/22 250.00 101 3501110 250.00 ADMIN FEES-08/01/22-07/31/23 1,800.00 991 4240962 1,800.00 2,050.00 2,050.00
7428715 08783 UNIFIRST CORPORATION UNIFORM CLEANINGS 115.50 480 4755209 115.50 UNIFORM CLEANINGS 72.73 101 4753209 36.37
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 111 4753209 36.36
UNIFORM CLEANINGS 115.50 480 4755209 115.50 UNIFORM CLEANINGS 72.73 101 4754209 36.37 111 4753209 36.36
376.46 376.46
7428716 C4011 UNITED RENTALS LNSC-BOOM LIFT 1,113.53 101 4635602 1,113.53 7428717 D2534 VERSEY, DEREK 09/22-SPORTS OFFICIAL 437.00 101 4641308 437.00 7428718 C2434 VINSA INSURANCE ASSOCIATES TULIP INSURANCE RENEWAL 3,352.20 113 4230260 3,352.20 7428719 04496 VULCAN MATERIAL WESTERN DIV COLD MIX 141.04 203 4752410 141.04 COLD MIX 350.40 203 4752410 350.40
COLD MIX 179.14 203 4752410 179.14
COLD MIX 163.37 203 4752410 163.37
833.95 833.95
7428720 06209 WAGEWORKS 09/22-FSA ADMIN FEES 506.61 101 2170213 506.61 7428721 31026 WAXIE SANITARY SUPPLY CREDIT-OMP-JANITORIAL SUPPLIES (38.82) 101 4634406 (38.82) OMP-JANITORIAL SUPPLIES 417.43 101 4634406 417.43 378.61 378.61
7428722 10249 WE THE CREATIVE BREAKFAST WITH SANTA LOGO 1,735.00 101 4205301 1,735.00 JUNETEENTH LOGO 675.00 101 4205301 675.00 2,410.00 2,410.00
7428723 D3242 ZIMMER, DANIEL 09/22-SPORTS OFFICIAL 828.00 101 4641308 828.00 7428724 06099 A V RECYCLING CENTER 08/22 CLEAN UP & VEG REMV 31,500.00 101 4800301 31,500.00 09/22 CLEAN UP & VEG REMV 31,500.00 101 4800301 31,500.00 63,000.00 63,000.00
7428725 02357 A V TRANSIT AUTHORITY OCT-DEC 22-BUS STOP MAINTENANC 21,855.50 207 4430404 21,855.50 2ND QTR BILLING-FY23 374,667.00 207 4430301 374,667.00 SENIOR ANNUAL PASS-07/22-09/22 9,250.00 204 4430770 9,250.00 405,772.50 405,772.50
7428726 A4247 DANCE MAGIC PRCDS-ACCT STTLMNT-9/10-17/22 53,146.38 101 2107000 82,066.50 101 3405127 (9,753.70)
101 3405300 (9,537.00)
101 3405302 (2,673.12)
101 3405303 (6,537.30)
101 3405305 (200.00)
101 3405306 (219.00)
53,146.38 53,146.38
7428727 04067 DELL MARKETING LP KIT-SOUNBAR-MONITOR-LATITUDE 93,464.89 112 4315302 93,464.89 7428728 10640 FERREIRA CONSTRUCTION CO CP21011-AVE K INTERCHANGE IMPR 506,364.92 150 2100003 (26,650.78) 210 15BR004924 533,015.70
City of Lancaster Check Register
From Check No.: 7428509 - To Check No.: 7428730
Printed: 10/12/2022 9:23 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 506,364.92 506,364.92
7428729 A8656 KIMLEY-HORN & ASSOCIATES INC TO3 HSIP GRANT WRITTING SUPPRT 52,500.00 101 4771301 52,500.00 TO3 HSIP GRANT WRITTING SUPPRT 7,500.00 101 4771301 7,500.00 60,000.00 60,000.00
7428730 C7946 L A CO DEPT ANIMAL CARE&CONTRL 07/22-HOUSING COSTS 153,255.49 101 4820363 153,255.49 08/22-HOUSING COSTS 150,214.69 101 4820363 150,214.69 303,470.18 303,470.18
Chk Count 220 Check Report Total 3,686,136.03
City of Lancaster Check Register
From Check No.: 101011068 - To Check No.: 101011069
Printed: 10/12/2022 9:24 From Check Date: 09/25/22 - To Check Date: 10/8/22 Check No Supplier Supplier Name Invoice Description Invoice Amt Charge Code GL Amount 101011068 D2446 THE BLVD ASSOCIATION DLPBID FEES-08/22 5,722.31 401 2501100 5,722.31 101011069 D2446 THE BLVD ASSOCIATION BLVD AMBASSADOR PROGRAM 150,000.00 101 4790313 150,000.00 Chk Count 2 Check Report Total 155,722.31
STAFF REPORT
City of Lancaster
Date: October 25, 2022
To: Mayor Parris and City Council Members
From: George N. Harris II, Finance Director
Subject:Monthly Report of Investments – September 2022
Recommendation:
Accept and approve the September 2022 Monthly Report of Investments as submitted.
Fiscal Impact:
None
Background:
Each month, the Finance Department prepares a report listing the investments for all separate entities under the jurisdiction of the City as identified in the City’s Comprehensive Annual Financial Report.
Portfolio Recap
Yield:
September 2022 August 2022
Total Portfolio 2.13% 1.53%
Local Agency Investment Fund 1.51% 1.28%
Total Portfolio Balance: $102,943,790 $108,380,406 The portfolio balance decreased from August to September by $5,436,616 or 4.7%. Significant revenues for September included $2,209,266 Sales & Use Tax, $1,778,405 Measure LC Sales Tax, and $1,119,818 Caltrans. The largest City expenditures were $4,155,420 for Capital Projects, $3,724,202 Payroll & Benefits, and $2,641,536 LA County Sheriff for June 2022 law enforcement service.
The City’s temporary idle cash, those funds not immediately needed to pay current bills and not governed by bond indentures or bond resolutions, is invested by the City’s adopted Investment Policy. The City Council reviewed this policy regularly, with the latest policy adopted on February 13, 2018, by Resolution No. 18-06.
CC 4
10/25/22
JC
1 0
7 2
The City's cash management system is designed to accurately monitor and forecast expenditures and revenues, thus enabling the City to invest funds to the fullest extent possible within the guidelines of this Investment Policy. The City attempts to achieve the highest yield obtainable through a diversified portfolio only after meeting the criteria established for safety and liquidity in that order. The principal investment objectives of the City are:
1. Preservation of capital and protection of investment principal;
2. Maintenance of sufficient liquidity to meet anticipated cash flows;
3. Attainment of a market rate of return;
4. Diversification to avoid incurring unreasonable market risks, and;
5. Compliance with the City’s Municipal Code and with all applicable City resolutions, California statutes, and Federal regulations.
The City’s portfolio is a short-term and intermediate-term fixed-income portfolio. The maximum maturity of any investment is 5 years, with consideration of anticipated cash flow requirements and known future liabilities. The City contracts with an investment advisory service (Insight Investment) to assist in the effort to maximize the returns of the City portfolio. The City’s investments include publicly-traded Treasury notes, Treasury Bills, Federal Agency Investments, Time Deposits, and Local Agency Investment Fund (LAIF) under the auspices of the State Treasurer for investment. Funds invested in LAIF are available within 24 hours, and other investments are available upon maturity at full face value. These investments enable the City to meet its expenditure requirements for the next six months, as required by state law.
The City’s investment procedures are governed by Sections 53600 et. seq. of the California Government Code. Additional requirements have been placed on the City’s authorized investments by the Investment Policy (a copy is available in the Finance Department or from the City Clerk), and all investments listed on the attached report adhere to these requirements.
GH: ma
Attachment:
Monthly Report of Investments
Interest Rate Amount Total
City of Lancaster
Wells Fargo Bank $8,016,904
City of Lancaster Account 0.00% $8,016,904
U S Bank - Safekeeping $42,405,560
US Treasury Notes 2.03% $18,540,212
Federal Government Agencies 1.58% $10,936,994
Corporate Securities 3.03% $9,656,994
Municipal/Provincial Bonds 1.09% $4,777,997
Cash & Equivalents 0.00% -$1,506,637
Chase Bank $150,980
Certificate of Deposit 0.01% $150,980
California Class $30,000,000
City of Lancaster 2.83% $30,000,000
Local Agency Investment Fund (L.A.I.F.) 1.51% $11,923,457 $11,923,457 Total City of Lancaster $92,496,901
Successor Agency for the Lancaster Redevelopment Agency California CLASS 2.61% $10,030,322 $10,030,322
Local Agency Investment Fund (L.A.I.F.) 1.51% $416,568 $416,568 Total Lancaster Successor Agency $10,446,889
Total Pooled Portfolio $102,943,790
Weighted Average 2.13%
Interest Rate Amount Total
River City Bank $9,912,642
Lancaster Choice Energy LockBox Account 0.00% $7,467,963 CCEA Operating Account 0.00% $2,444,679
The Bank of New York Mellon Trust Company, N.A. $1,483,822 LRA & LA County Escrow Account - Government Bonds 0.00% $1,483,822 US Bank $60,930,939
LRA Combined 2004 Fire Protection Facilities Project Bonds 2.73% $830,828 LRA Combined 2004 Sheriff Facilities Prjct Refunding Bonds 2.73% $1,823,263 SA Combined Project Areas Refunding Bonds 2015A & B 2.73% $2,454 SA Combined Project Areas Refunding Bonds 2016 A-1 & A-2 2.73% $1,760 SA Combined Project Areas Refunding Bonds 2016B 2.73% $123 LFA 2016 Assessment Revenue Bonds (Streetlights Acquisition) 2.73% $609 LFA LRB 2018 Construction and Improvements 2.73% $2,404,629 LFA 2018 Lease Revenue Bonds 2.73% $38
LFA LRB 2019 Street Improvements 2.73% $55,867,234
Total Restricted Cash/Investments Held in Trust $60,930,939 Total Restricted Cash/Investments Held in Trust (note 4) $72,327,402 All investments are authorized pursuant to and consistent with the investment policy of the City of Lancaster. Policy adopted 02/13/18 under resolution number 18-06.
George N. Harris II
Finance Director
ATTACHMENT A
CITY OF LANCASTER
MONTHLY REPORT OF INVESTMENTS
30-Sep-22
City of Lancaster
Cash Balances by Fund
September 30, 2022
Fund No. Fund Name Ending Balance Fund No. Fund Name Ending Balance 101 GENERAL FUND 21,652,511 $ 323 STATE GRANT - STPL (26,900) $ 104 CAPITAL REPLACEMENT FUND (2,082) $ 324 STATE GRANT - OTS (0) $ 106 COMMUNITY SERVICES FOUNDATION 112,891 $ 330 STATE GRANT RECYCLING 429,322 $ 109 CITY SPECIAL RESERVES FUND 10,439,172 $ 331 STATE GRANT - OIL RECYCLING 9,088 $ 111 FLEET INTERNAL SERVICE FUND (238,510) $ 349 MISC STATE GRANTS (821,598) $ 112 IT INTERNAL SERVICE FUND (3,537,090) $ 361 CDBG (465,841) $ 113 GEN LIAB INTERNAL SERVICE FUND (427,245) $ 363 NBRHD STABILIZATION PRGM 2,635,983 $ 139 FIXED ASSETS ACOUNT GROUP (4,451,605) $ 364 HPRP-HOMELESS PREV & RAPID REH - $ 150 CAPITAL PROJECTS FUND - CITY (22,986,736) $ 391 LANCASTER HOME PROGRAM 1,126,932 $ 203 GAS TAX (2,236,639) $ 399 FEDERAL MISCELLANEOUS GRANTS (2,482,995) $ 204 AQMD (156,062) $ 401 AGENCY FUND 145,367 $ 205 PROP 1B 5,985 $ 402 PERFORMING ARTS CENTER - $ 206 TDA ARTICLE 8 FUND (4,210,753) $ 404 GRANTS FUND - $ 207 PROP "A" TRANSIT FUND 5,403,976 $ 408 X-AEROSPACE GRANTS FUND - $ 208 TDA ARTICLE 3 BIKEWAY FUND (7,618) $ 456 STILL MEADOW LN SWR ASSMNT DST 24,032 $ 209 PROPOSITION "C" FUND 9,223,847 $ 480 SEWER MAINT FUND 4,340,591 $ 210 MEASURE R FUND 3,050,617 $ 482 LANDSCAPE MAINTENANCE DISTRICT 920,024 $ 211 MEASURE M FUND 2,780,972 $ 483 LIGHTING MAINTENANCE DISTRICT 3,737,795 $ 212 MEASURE A FUND - $ 484 DRAINAGE MAINTENANCE DISTRICT 1,919,246 $ 213 PARKS DEVELOPMENT FUND 928,943 $ 485 RECYCLED WATER FUND 32,798 $ 217 SIGNALS - DEVELOPER FEES FUND 2,748,353 $ 486 LANCASTER POWER AUTHORITY 4,805,301 $ 220 DRAINAGE - DEVELOPER FEES FUND 10,446,677$ 490 LANCASTER CHOICE ENERGY (7,343,310) $ 224 BIOLOGICAL IMPACT FEE FUND 871,683 $ 491 CALIFORNIA CHOICE ENERGY AUTH 89,751 $ 226 USP - OPERATION 2,487 $ 701 LANCASTER FINANCING AUTHORITY (33,387,844) $ 227 USP - PARKS 2,189,057 $ 810 ASSESSMENT DISTRICT FUND 154,596 $ 228 USP - ADMIN 70,946 $ 811 AD 93-3 - $
229 USP - CORP YARD 197,493 $ 812 AD 92-101 202 $ 230 MARIPOSA LILY FUND 62,733 $ 830 CFD 89-1 EASTSIDE WATER FUND 23,835 $ 232 TRAFFIC IMPACT FEES FUND 1,474,994 $ 831 CFD 90-1 (BELLE TIERRA) (207) $ 233 DEVELOPER IN LIEU 106,700 $ 832 CFD 91-1 (QUARTZ HILL) 13,201 $ 248 TRAFFIC SAFETY FUND 333,501 $ 833 CFD 91-2 (LANC BUSINESS PARK) - $ 251 ENGINEERING FEES 97 $ 991 REDEV OBLIGATION RETIREMENT FD 74,850,284 $ 252 PROP 42 CONGESTION MANAGEMENT 46,543 $ 992 DEBT SERVICE - SUCCESSOR AGENCY 22,198,985 $ 261 LOS ANGELES COUNTY REIMB 240,508 $ 993 DEBT SERVICE - COUNTY 2,495,126 $ 301 LANCASTER HOUSING AUTH. OPS. 1,862,660 $ 994 DEBT SERVICE - COUNTY (24,921,783) $ 306 LOW & MOD INCOME HOUSING 13,843,461 $ 996 SCHOOLS SUBORDINATE P/T FUND 30 $ 321 MTA GRANT - LOCAL 1,100,993 $ Total Cash Balance 101,445,471 $ Historical Cost Amortized Cost Fair Value
Unrealized Gain
(Loss)
Weighted
Average Effective
% Portfolio/
Segment
Weighted
Average Market
Cash and Equivalents $59,031,594 $59,031,594 $59,031,594 $0 1 57.34% 0.00 Corporate Bonds $9,656,994 $9,443,975 $9,032,974 ($411,001) 677 9.38% 1.75 Government Agencies $10,936,994 $10,735,402 $10,143,223 ($592,179) 559 10.62% 1.48 Government Bonds $18,540,212 $18,364,984 $17,917,903 ($447,081) 484 18.01% 1.26 Municipal/Provincial Bonds $4,777,997 $4,745,691 $4,570,296 ($175,394) 368 4.64% 0.99 $102,943,790 $102,321,646 $100,695,991 ($1,625,655) 552 100.00% 1.44 Recap of Securities Held
September 30, 2022
City of Lancaster
57.34%
9.38%
10.62%
18.01%
4.64%
Portfolio Diversification
Cash and Equivalents
Corporate Bonds
Government Agencies
Government Bonds
Municipal/Provincial Bonds
City of Lancaster
Maturity Distribution
September 30, 2022
Maturity Historical Cost Percent
Under 90 Days $65,410,164 63.54%
90 to 179 Days 90 180 $4,761,166 4.63%
180 Days to 1 Year 180 365 $5,475,193 5.32%
1 to 2 Years 365 730 $12,841,102 12.47%
2 to 3 Years 730 1095 $10,816,420 10.51%
3 to 4 Years 1095 1460 $3,639,746 3.54%
4 to 5 Years 1460 1825 $0 0.00%
Over 5 Years $0 0.00%
$102,943,790 100.00%
$0
$10
$20
$30
$40
$50
$60
$70
Under 90 Days 90 to 179
Days
180 Days to 1
Year
1 to 2 Years 2 to 3 Years 3 to 4 Years 4 to 5 Years Over 5 Years Historical Cost
(Millions) Maturity Distribution
ATTACHMENT A
CITY OF LANCASTER
MONTHLY REPORT OF INVESTMENTS
October 25, 2022
(1) This is the actual City bank account balance as of 9/30/2022. It only reflects checks that have been presented for payment and deposits received by the bank. The balance on deposit per the City books would reflect reductions for all checks and warrants issued and all deposits transmitted.
(2) This is the safekeeping account utilized for investing City funds pursuant to and consistent with the investment policy adopted 02/13/2018. The current portfolio consists of treasury notes, government agencies, corporates, and CDs. (3) Pooled Portfolio:
% of Portfolio Policy Limit
Cash 6.32% None
CDs 0.15% 25% of total portfolio
Commercial Paper 0.00% 25% of total portfolio
US Treasury 18.01% None
Federal Securities 10.62% None
Corporate Securities 9.38% 30% of total portfolio
Municipal/Provincial 4.64% None
California CLASS 38.89% None
LAIF 11.99% None
(4) These are restricted cash and investments are held in trust by the banks indicated.
These amounts cannot be pooled for other investments.
STAFF REPORT
City of Lancaster
CC 5
10/25/2022
JC
Date: October 25, 2022
To: Mayor Parris and City Council Members
From: Jeff Hogan, Senior Director - Development Services Michael Harne, Senior Manager – Development Services
Subject: Fleet Program Single Vendor Expenditure Authority Increase Recommendations:
1. Increase the City Manager, or his designee, single vendor expenditure authority to the budgeted amount for the fleet fund capital asset new and replacement accounts through the end of FY 22/23 and require the City Manager to report purchases in excess of purchasing authority to the City Council in writing.
2. Authorize the City Manager, or his designee, to sign all documents.
Fiscal Impact:
Sufficient funds are available in the City Council appropriated amount for the fiscal year 2022- 2023 Transportation Services Operating Budget account numbers 111-4753-752, 111-4753-753, 111-4753-762, and 111-4753-763.
Background:
U.S. vehicle and equipment inventory are at their lowest since the global financial crisis of the late 2000s. The shortage of microchips and the constantly changing price of materials means the final sales price of a vehicle could adjust daily. Supply chain disruptions and increased demand have significantly reduced dealer inventory over the past year. Pre-pandemic dealer inventory levels exceeded 3.0M vehicles, and current inventory levels are 1.43M. Due to ongoing supply challenges, some manufacturers cannot accommodate requested production dates, commonly known as "need by" dates. Manufacturers have also stopped publishing order lead times. As a result, vehicles will be produced when all the necessary parts have arrived.
All of these factors contribute to fleet shortages and difficulty obtaining vehicles and equipment for City operational needs. Transportation staff often competes with other buyers to secure the vehicle. Repeating this process 10-20 times yearly significantly impacts the Finance and Transportation staff. Further, due to the limitations on the City Manager's expenditure authority, Transportation staff is limited in how many vehicles can be purchased from a specific dealership. 1 0
5 1
For example, one dealership may have an excellent deal on a vehicle type needed, but the expenditure authority with that specific dealership has been exhausted. In the current vehicle market, dealerships will not hold a vehicle for the time required to obtain the City Council's approval.
The Transportation Division is proposing to increase the City Managers' expenditure authority with single vendors regarding vehicle and equipment purchases. The new expenditure authority will match the approved fleet funds capital asset budget. This would streamline the vehicle purchasing process and stay compliant with procurement guidelines outlined in the City's purchasing policy. Transportation staff will continue to use the purchasing-approved procurement methods of quotes, cooperative agreements, or solicitations to select the vendor providing the best value for each purchase. Transportation would then work with the successful vendor to finalize the purchase. In the event the City Manager authorizes one or more purchases from a single vendor in excess of his expenditure authority as established from time to time by ordinance and currently $125,000, the City Manager will notify the City Council in writing of each such purchase pursuant to the authority provided by this Council action.
Therefore, we respectfully request that Council approve this single vendor expenditure authority increase.
HA:gb
STAFF REPORT
City of Lancaster
CC 6
10/25/2022
JC
Date: October 25, 2022
To: Mayor Parris and City Council Members
From: Jeff Hogan, Senior Director - Development Services Marissa Diaz, Senior Manager - Capital Programs
Subject: Summary Vacation and Abandonment of a Certain Portion of Landscape Easement Located Along 40th Street West at Avenue J-12
Recommendation:
Adopt Resolution No. 22-56, summarily vacating and abandoning a certain portion of landscape easement as dedicated on Final Tract Map 062578-01 located along 40 th Street West and north of Avenue J-12, as shown on Exhibit “A”.
Fiscal Impact:
None.
Background:
On May 17, 2010, Planning Commission conditioned Tract Map 062578-01 to dedicate a 10-foot wide easement for landscape easement purposes on the Final Map. Since that time, the standard requirement for a landscape easement has been reduced to four feet wide.
The landscaping within this easement was only constructed within the easterly four-foot-wide area.
The westerly six-foot area of the easement was never utilized for its intended purpose. There are no public facilities located in that area. The City has no future need for that area and considers it to be excess.
Section 8333(c) of the Streets and Highways Code states that the legislative body of a local agency may summarily vacate a public service easement when the easement is determined to be excess by the easement holder, and there are no other public facilities located within the easement.
AT:ew/jr
Attachments:
Resolution No. 22-56
1 0
5 4
Exhibit “A”
RESOLUTION NO. 22-56
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
LANCASTER, CALIFORNIA, SUMMARILY VACATING AND
ABANDONING A CERTAIN PORTION OF LANDSCAPE
EASEMENT AS DEDICATED ON FINAL TRACT MAP 062578-
01 LOCATED ALONG 40TH STREET WEST AND NORTH OF
AVENUE J-12, AS SHOWN ON EXHIBIT “A”
WHEREAS, the City of Lancaster is holder of an easement for landscape purposes as dedicated on Final Tract Map 062578-01 recorded March 19, 2021, in the County of Los Angeles, State of California; and
WHEREAS, the developers of Tract 062578-01 were conditioned to dedicate a 10-foot- wide easement for landscape maintenance purposes on the Final Map. Since that time, the standard requirement for a landscape easement has been reduced to four feet wide; and WHEREAS, the landscaping within this easement was only constructed within the easterly four-foot-wide area. The westerly six-foot area of the easement was never utilized for its intended purpose. There are no public facilities located in that area. The City has no future need for that area and considers it to be excess; and
WHEREAS, Section 8333(c) of the Streets and Highways Code states the legislative body of a local agency may summarily vacate a public service easement when the easement is determined to be excess by the easement holder, and there are no other public facilities located within the easement.
NOW, THEREFORE, BE IT RESOLVED AND ORDERED BY THE CITY COUNCIL OF THE CITY OF LANCASTER, STATE OF CALIFORNIA, THAT:
Section 1. The Public interest, convenience, and necessity so requiring, the City of Lancaster summarily vacates the said portion of landscape easement as shown on Exhibit “A” attached hereto and by reference made a part hereof.
Section 2. Said summary vacation has been duly recommended for approval based on the fact that the said portion of landscape easement is not required for public use and considered to be excess.
Section 3. It is ordered, the said portion of landscape easement is abandoned by summary vacation pursuant to the California Streets and Highways Code Division 9, Part 3, Chapter 4, commencing with Section 8330, the provisions of which have been fully and completely complied with. Said portion of the landscape easement as shown on Exhibit “A” is hereby terminated, abandoned, and summarily vacated upon recordation of this resolution, from and after the date of recordation, said portion of landscape easement is considered vacated and abandoned, and no longer constitutes a public easement.
Resolution No. 22-56
2 8
8 2
Section 4. The City Clerk is hereby authorized and directed to record at the County of Los Angeles Recorders Office this resolution, including Exhibit “A” attached hereto.
PASSED, APPROVED, and ADOPTED this ______ day of _______________, 2022, by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
ATTEST: APPROVED:
____________________________ _______________________
Andrea Alexander R. REX PARRIS
City Clerk Mayor
City of Lancaster City of Lancaster
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss
CITY OF LANCASTER )
CERTIFICATION OF RESOLUTION
CITY COUNCIL
I, _________________________, _________________________ City of Lancaster, California, do hereby certify that this is a true and correct copy of the original Resolution No. 22-56, for which the original is on file in my office.
WITNESS MY HAND AND THE SEAL OF THE CITY OF LANCASTER, on this _________ day of ________________, ________.
(seal)
STAFF REPORT
City of Lancaster
CC 7
10/25/2022
JC
Date: October 25, 2022
To: Mayor Parris and City Council Members
From: Jeff Hogan, Senior Director - Development Services Marissa Diaz, Senior Manager - Capital Programs
Subject: Final Map Approval – Tract Map No. 060885 (Located at the Northwest Corner of Avenue 60th Street West and Avenue J-12)
Recommendation:
Approve the map and accept the dedications as offered on Tract Map No. 060885 located at the northwest corner of 60 th Street West and Avenue J-12; make findings that this project will not violate any of the provisions of Sections 66473.5, 66474.1 and 66474.6 of the Subdivision Map Act; and instruct the City Clerk to endorse on the face of the map the certificate which embodies the approval of said map and the dedications shown thereon.
Fiscal Impact:
None.
Background:
On July 21, 2005, the City of Lancaster Planning Commission approved Tentative Tract Map No. 060885 and granted extension on July 21, 2016. (Revised on May 28, 2021).
The Final Parcel Map is in substantial conformance with the approved tentative map. Tract Map No. 060885 has been examined by the City Surveyor, and is ready for Council approval. In addition, an Undertaking Agreement and improvement securities have been submitted to guarantee the installation of improvements.
EW:at/jr
Attachment:
Vicinity Map
STAFF REPORT
City of Lancaster
CC 8
10/25/2022
JC
Date:October 25, 2022
To: Mayor Parris and City Council Members
From:Jeff Hogan, Senior Director - Development Services Marissa Diaz, Senior Manager - Capital Programs
Subject:County Service Request Tracking System (CSRTS) 269726 - General Services Agreement Between the City of Lancaster and the Los Angeles County Public Works for Roadway Improvements on 90th Street East, from Avenue J to Palmdale Boulevard
Recommendation:
Approve the County Service Request Tracking System (CSRTS) 269726 under the General Services Agreement dated July 1, 2022, with the County of Los Angeles in the amount of $260,000.00 to rehabilitate pavement within the City of Lancaster right-of-way. Authorize the City Manager, or his designee, to sign all documents.
Fiscal Impact:
$260,000.00; sufficient funds are available in Capital Improvements Budget Account Number 211- 15ST084-924. Estimated maintenance costs are negligible.
Background:
On June 24, 2022, the County of Los Angeles executed a General Services Agreement with the City of Lancaster that extends the services the City may receive for an additional five-year period.
As part of the County’s 90th Street East (Phase 2) – Avenue J to Palmdale Boulevard project, the County has offered to include portions of the roadway within City right-of-way. CSRTS 269726 allows the County to rehabilitate 90th Street East, from Avenue J-8 to Avenue L within the City right-of-way, and identifies the City’s estimated jurisdictional share of costs as $260,000.00. Actual costs shall be paid in accordance with the General Services Agreement. Sufficient funding was appropriated with the Fiscal Year 2023 Budget to the City Pavement Management Program Pavement Preservation project (15ST084).
FL:SN:vw
Attachments:
1 0
5 8
City of Lancaster General Services Agreement dated July 1, 2022 Los Angeles County CSRTS 69726 dated May 23, 2022
Supervisorial District 5 General Treatment Map 90th St East – Phase 2 79281
STAFF REPORT
City of Lancaster
CC 9
10/25/2022
JC
Date: October 25, 2022
To: Mayor Parris and City Council Members
From: Jeff Hogan, Senior Director - Development Services Michael Harne, Senior Manager - Transportation
Subject: Secoa 800-HPR-ECO Series IV Truck Mounted High-Pressure Sewer Cleaner Recommendation:
Approve the purchase of one (1) Secoa 800-HPR-ECO Series IV Truck Mounted High-Pressure Sewer Cleaner, utilizing the Sourcewell Cooperative Purchasing Contract awarded to Sewer Equipment Co. of America (Secoa) via authorized dealer Nixon-Egli Equipment Co.
Fiscal Impact:
Funds are available in the fiscal year 2022-2023 in expenditure account 111-4753-762.
Accordingly, approve a purchase amount of $375,232.00, with a contingency of $37,523.00, for a total not to exceed the amount of $412,755.00.
Background:
Nixon-Egli Equipment Co. is an authorized dealer of Sewer Equipment Co. of America (Secoa), awarded contract number 101221-SCA by Sourcewell Cooperative Purchasing (formerly National Joint Powers Alliance). Bid documents meet all State and City requirements for competitive procurement. The City could not make this purchase locally as no Lancaster business sells trucks of this size.
U.S. vehicle and equipment inventory are at their lowest since the global financial crisis of the late 2000s. The shortage of microchips and the constantly changing price of materials means the final sales price of a vehicle could adjust daily. Therefore, we respectfully request a 10% contingency authority to allow flexibility when processing the final order.
This purchase will replace an existing 2009 Sterling, Inc., Model: 800 HPR Acterra Sewer Cleaner (EQ 3998) used for preventive maintenance of City sewer infrastructure. The existing vehicle has reached the end of its useful operating life and will be auctioned via an approved City program.
The revenues from this auction will fund future fleet replacements. 1 0
6 2
HA:gb
Attachment:
Nixon-Egli Equipment Co. Quote
www.nixon-egli.com
• S. CALIFORNIA: 2044 South Vineyard Avenue, Ontario, CA 91761 • (909) 930-1822 • FAX (909) 923-2356 • N. CALIFORNIA: 800 East Grant Line Road, Tracy, CA 95376 • (209) 830-8600 • FAX (209) 830-8884
City of Lancaster October 06, 2022
615 West Avenue H
Lancaster, CA 93534-7602
Attention: Ben Stewart
Reference: Secoa 800-ECO Series IV Sewer Equipment Sourcewell Contract #101221-SCA Nixon Quote# 100641 R3
Dear Ben,
We are pleased to provide you a quotation on a new Secoa 800-HPR-ECO Series IV Truck Mounted High Pressure Sewer Cleaner with all standard equipment including:
Rear Compartment Options:
• "Giant 65 GPM @ 2000 PSI w/30 Min Run Dry Capability" • Hydrostatic Drive Via Trans Power PTO
• Lighted NEMA 4 Control Panel
• Tachometer / Hour Meter
• Air Purge Valve
• Recirculation System at Highway Speed
• "Painted Steel Shroud Enclosure w/3 Roll-Up Doors"
• 80,000 BTU Compartment Heater
• Midship Water Manifold System
• Consolidated Water Drain System
Hose Reel & Hose Option:
• Telescoping & Rotating Safety Reel
w/700' Capacity of 1"" Hose
Tank & Fill:
• 1500 Gallon Duraprolene™ (Black) Water Tank w/10 Year Warranty • 2.5" Fill System
Truck:
• Mounting to Approved Chassis
• Mudflaps & Aluminum Side Skirting
• Bumper / Hitch Receiver
• Aluminum Underbody Toolboxes (2) Per Side, (1) Rear
• D.O.T. Approved LED Lighting
www.nixon-egli.com
• S. CALIFORNIA: 2044 South Vineyard Avenue, Ontario, CA 91761 • (909) 930-1822 • FAX (909) 923-2356 • N. CALIFORNIA: 800 East Grant Line Road, Tracy, CA 95376 • (209) 830-8600 • FAX (209) 830-8884 Nozzles & Accessories:
• 10' Leader Hose
• BB Hose Guide
• Tri-Star (Chisel Point) Nozzle
• DD (High Flow) Nozzle
• Finned Nozzle Extension
• Nozzle Rack
• 25' Fill Hose
• Washdown Gun w/25' Ext. Hose
• Upstream Pulley Guide
• Paper Operator / Owner Manual
Additional Options Included in Pricing Below:
• Upgrade Water System to Giant 80 Gpm @ 2500 Psi Plunger Style Triplex Water Pump W/30 Min Run Dry Capability
• Hydraulic Pressure Gauge
• Hydraulic Tool Circuit (Rated @ 9.5 Gpm, System Engaged Via Manual Diverter Valve and Supplied W/ Parker 60 Series Connectors.
• Washdown System W/50' Retractable Hose Reel (Access Through Rear Door) • (800’) Piranha Sewer Hose (1" I.D. X 2500 Psi Operating Pressure) Per Ft. • Automatic Level wind with Hydraulic Up/Down Action
• Digital 'Smart Counter' Footage Meter ±3% Accuracy
• Upgrade To 3000 Gallon Duraprolene™ (Black) Water Tank W/10 Year Warranty, Includes Insulation of Exterior Tank Cross-Over Plumbing
• Fill Hose Storage Rack
• Engine/Water Pump Compartment Light
• LED Flood Light
• LED Strobe Light
• Whelen MC16PA Lightbar
• LED Arrow Stick
• (8) 4" X 1" Led Class 1 Surface Mounted Strobe Package - (2) Grill Mounted, (2) Drivers Side Shroud, (2) Passenger Side Shroud, (2) Rear of Shroud.
• Wireless Remote Pendant Control (With Hose Reel Payout/Retrieve, Throttle Up/Down, Water On/Off, Water Pressure Up/Down, Hose Reel Speed Up/Down, Water Pressure Display, And Kill Switch) • Adjustable Spray Bar (Front Frame Mounted & Curb Side Watering Spray Nozzle) – Water Truck Modification
• Lockable Long Handled Tool Storage (2) 4" Tubes
• Roll-Out Root Cutter Maintenance Box (Uses 1 Side Toolbox) • Rear Back Up Camera W/7 Inch Color Monitor Mounted in Cab • Additional paper Operators Manual
• USB Operators Manual
• LED Lighting in Toolboxes
• Second Y-Strainer on Fill Side
www.nixon-egli.com
• S. CALIFORNIA: 2044 South Vineyard Avenue, Ontario, CA 91761 • (909) 930-1822 • FAX (909) 923-2356 • N. CALIFORNIA: 800 East Grant Line Road, Tracy, CA 95376 • (209) 830-8600 • FAX (209) 830-8884
Chassis:
• Freightliner 108SD Regular Cab Cummins L9 370HP Diesel Powered Chassis
Unit List Price: $215,319.00
Sourcewell Discount 3%: -$6,459.57
Unit Price: $208,859.43
Sewer Equipment Market Adjustment: $14,620.16
Additional Discount: -$29,240.32
Chassis (Freightliner Tandem Rear Axle): $120,000.00
Dealer Items: $25,200.00
Sales Tax (Los Angeles County 10.25%): $34,792.52
Outbound Freight: $1,000.00
Total Price: $375,231.79
Freight will be via driveaway service.
This quote is valid for 30 days.
Thank you for the opportunity to quote on your equipment needs. If you have any further questions, please feel free to contact me.
Sincerely,
NIXON-EGLI EQUIPMENT CO.
Christian Velasco
Municipal Area Manager
STAFF REPORT
City of Lancaster
CC 10
10/25/2022
JC
Date: October 25, 2022
To: Mayor Parris and City Council Members
From: Jeff Hogan, Senior Director - Development Services Chenin Dow, Senior Manager - Real Estate & Economic Development Patti Garibay, Manager - Real Estate & Economic Development Subject: Second Amendment to the Agreement with PowerFlex Systems, Inc., for the City Hall Resiliency Project
Recommendations:
1. Approve the Second Amendment to the Agreement with PowerFlex Systems, Inc., (PowerFlex) for the City Hall Resiliency Project.
2. Authorize the City Manager, or his designee, to sign all agreements with PowerFlex and Southern California Edison related to the project.
Fiscal Impact:
$440,650.00, bringing the total amount to $1,482,900.00; with these actions, sufficient funds are available in expenditure account 101-11ZZ008-924 to cover the added project costs. The City is eligible for an Investment Tax Credit (ITC) equal to 30% of the project costs or $485,379.00. The ITC will cover all of the required system upgrades and a portion of the project costs. PowerFlex will support the City in applying for the ITC reimbursement.
Background:
Staff has continued working with PowerFlex to move the City Hall Resiliency project forward.
Most recently, the City and SCE met onsite to discuss the project and determine system upgrades that will be needed in order to accommodate a battery onsite.
Through their site evaluation, SCE determined that system upgrades are needed onsite. The upgrades include the installation of a new utility transformer, secondary feeder conductors, the addition of a new meter, and a new foundation for the transformer. The work required by SCE will increase the building’s amp level to 1600.
Prior to work being started by SCE, PowerFlex will need to facilitate a professional site survey to 1 0
7 0
develop a scaled site plan. Once completed, the site plan will be provided to SCE engineers so that they may design and issue the City a contract for the utility work needed. This process is expected to take about three to four months to complete. The anticipated project completion date is now April 2024.
PG/sm
Attachment:
Second Amendment to Engineering Procurement and Construction Services Agreement with PowerFlex
1 SECOND AMENDMENT
TO
ENGINEERING, PROCUREMENT AND CONSTRUCTION SERVICES AGREEMENT
THIS SECOND AMENDMENT TO ENGINEERING, PROCUREMENT AND
CONSTRUCTION SERVICES AGREEMENT (this “Amendment”) is entered into as of this _____ day of __________ 2022 (the “ Amendment Date ”) by and between City of Lancaster , a California municipal corporation and charter city (“Owner”), and PowerF lex Systems , Inc., a Delaware corporation (“Contractor”). Each of Owner and Contractor is sometimes referred to as a “Party” and collectively as the “Parties.”
RECITAL
A. Owner and Contractor are parties to that certain Engineering, Procurement and Construction Services Agreement, dated November 10, 2021, (the “Agreement”), with respect to services provided by Contractor to Owner; and
B. Owner and Contractor entered into an Amendment to amend the Agreement dated January 6, 2022 (the “First Amendment”); and
C. Owner and Contractor are entering into this Amendment to further amend certain terms of the Agreement, as set forth herein.
AGREEMENT
1. Defined Terms. Capitalized terms used but not defined in this Amendment have the meanings assigned to them pursuant to the Agreement.
Adjustment to Schedule 1.1. The definition of “Utility” in Subsection (108) is hereby deleted and replaced in its entirety by the following: “Utility” means Southern California Edison, the local public utility operating, or interconnecting with, the Distribution System. 2 2. Adjustment to Contract Price and Milestone Payment Schedule.
a. Agreement Section 3.1 hereby is deleted and replaced in its entirety by the following Section 3.1:
3.1 Contract Price. As consideration to Contractor for completing and furnishing the Work and Materials, Owner agrees to pay Contractor One Million, Four Hundred Eighty-Two Thousand Nine Hundred Dollars ($1,482,900.00) plus applicable sales tax, in accordance with Exhibit M, and subject to adjustment pursuant to authorized Change Orders (such amount being the “Contract Price”).
Any payments made by Owner to Contractor in accordance with the Milestone Payment Schedule shall be based on the Contract Price specified in Exhibit M.
Except as set forth above or with respect to any additions or deductions relating to authorized Change Orders, and as provided in Section 3.2, the Contract Price shall not be increased or decreased for any reason under this Agreement.
b. Agreement Exhibit M hereby is deleted and replaced in its entirety by Exhibit M to this Amendment.
3. Change to Microgrid Milestone Schedule of Work. Agreement Exhibit C hereby is deleted and replaced in its entirety by Exhibit C to this Amendment.
4. Adjustment to Project Description and Scope of Work. Agreement Exhibit A is hereby deleted and replaced in its entirety by Exhibit A to this Amendment.
5. Utility-Side Interconnection Upgrades. Agreement Exhibit J is hereby deleted and replaced in its entirety by Exhibit J to this Amendment.
6. Investment Tax Credit. Contractor shall, on behalf of Owner, use commercially reasonable efforts to assist Owner in securing Federal Investment Tax Credit for the System under applicable La ws (the “System ITC”). Owner shall be entitled to all benefits arising under the System ITC, 3 which the Parties currently anticipate will yield a thirty percent (30%) return of the Owner’s project costs through Federal Direct Pay, all subject to and in accordance with applicable Law.
The Contract Price shall not be altered or offset by the application for and/or receipt of System ITC funds other than as set forth herein.
7. Miscellaneous.
a. This Amendment shall be interpreted and enforced in accordance with the laws of the State of California, excluding any choice of law rules that may direct the application of the laws of another jurisdiction.
b. This Amend ment may be executed in one or more duplicate counterparts, and when executed and delivered by all the parties listed below, shall constitute a single binding Amendment with respect to the Agreement.
c. Except as specifically provided in this Amendment and the First Amendment, the Agreement remains unchanged and in full force and effect in accordance with its terms.
[Signature page follows.]
Signature Page to First Amendment
To Engineering, Procurement and Construction Services Agreement
IN WITNESS WHEREOF, the Parties have caused this Amendment to be executed in their respective names as of the Amendment Date.
CONTRACTOR:
POWERFLEX SYSTEMS, INC. Delaware
corporation
By:
Name:
Title:
OWNER:
CITY OF LANCASTER, a California
municipal corporation and charter city
By:
Name:
Title:
Exhibit A
Project Description and Scope of Work (includes Attachment A1 – Contract Documents)
Except as otherwise defined in this Exhibit A or this “Scope of Work,” capitalized terms have the meanings assigned to them in the Engineering, Procurement and Construction Services Agreement (the “Agreement”), as amended, to which this Exhibit A is attached and into which this Exhibit A is incorporated.
Except as noted in the table below or otherwise in this Scope of Work, Contractor shall perform all work necessary for the des ign, engineering, development, permitting, material and equipment procurement, installation, construction, testing, commissioning, and start- up of the System (collectively, the “Project”):
SUMMARY
ID# Sub-System Description Responsible Party
1. Battery Storage
System
Engineer, procure, construct, install, and
commission a 250kWDC, 500kWh Battery Storage
System
Contractor
2. Microgrid Electrical
Infrastructure
Engineer, procure, construct, install, and
commission a Schneider Electric Energy Control
Center
Contractor
3. Control System Procure, install, and commission Schneider Electric Microgrid Energy Management System to control
the new Battery Storage System and existi ng Solar
PV System, Diesel Generator currently located at
the Site.
Contractor
4. Utility Required
Service Upgrades
Engineer, procure and install necessary equipment to
accommodate utility-required transformer upgrade
and meter location change. (see exclusions below)
Contractor
General Inclusions:
A. Contractor will provide turn -key installation services for a complete, fully commissioned, and operational system(s) per the System specifications above.
B. Contractor will perform System start-up and provide commissioning documentation for the Battery Storage system and Energy Management System (each a “Subsystem”).
C. Contractor will coordinate interconnection application process and all applicable inspections or requisite activities for final interconnection.
D. All work will be completed using Prevailing Wage Labor.
E. All work shall be completed in a workmanlike manner, in conformity with the requirements of the City of Lancaster’s l egal requirements, including the City’s Building and Safety Department permitting standards.
F. Provide progress updates, revised schedules, and relevant communication throughout the performance of the Project.
G. Provide proper removal, disposal, recycling, and associated coordination of all equipment, materials, appurtenances, etc. to be removed, replaced, or decommissioned. Disposal and recycling documentation shall be provided by Contractor to Owner, upon request.
H. Observe and strictly adhere to all Owner and CalOSHA required safety plans, procedures, and requirements. Furthermore, Contractor ackno wledges that it shall notify and cause all of Contractor’s employees and subcontractors to access and review such handbooks and to agree to the terms thereof, as amended from time to time, before making initial entry on to the Site.
I. Properly secure work areas with temporary fencing, scaffolding, shoring, trench covers, and other required security measures to ensure a safe workplace for employees and subcontractors throughout the performance of the Project.
J. Provide applicable Material Safety Data Sheets, upon request.
K. Structural Engineering and Electrical Engineering Design as necessary including, if applicable, for submission to the City’s Building and Safety Department L. Engineers of Record will be licensed in the state of California.
M. Owner agrees to provide a Letter of Authority (LOA) for Contractor to contact the Utility for the purposes of monitoring the System operation and the System interconnection.
N. All Permitting documentation necessary for submission and permit issuance from City of Lancaster.
O. Copper wire/cable will be used for all conductors.
P. All Interconnection coordination with the local Utility.
Q. All installation coordination with Owner’s project management and Contractor subcontractors.
R. Interconnection shutdowns if required will be performed outside of normal business hours.
S. A person responsible for the Property will be present to shut down the power or the Owner will provide a letter indemnifying the Contractor for any damages that directly result from the Contractor shutting off the power.
T. Conduit shall be PVC schedule 40 below grade or as required by City’s Building Code.
U. See Exhibit B and preliminary System Plans for preliminary Property layout and System location information.
V. Delivery and Unloading of the equipment at the Project site.
W. Temporary fencing to “safe off” the work area as required for the Project construction period.
X. Temporary restrooms within the temporary fencing for Contractor’s use.
Y. Permit Fees.
Z. Utility Standard interconnection fee for a simplified Interconnection.
AA. Final System Plans (as-builts) will be provided in PDF format.
BB. Contractor to provide existing conditions survey, engineering, design and coordination to gain utility-approval of site plan and design for utility -required transformer upgrade and metering location change. Contractor to provide materials and labor to install conduit, cable, junction boxes, transformer foundation vault box, grounding systems and other materials required to be installed in accordance with utility -approved service design . Not including materials or scope to be completed by the utility (see exclusions below).
8. Exclusions:
A. Owner Inspection Costs are the responsibility of the Owner.
B. Project designs will be based upon accurate Property documentation provided by Owner.
C. Any work, including costs incurred for work, due to changes to the System location depicted in Exhibit B directed by Owner are not included.
D. Owner will bring current electrical equipment at the Property up to code, if and to the extent required under applicable Law.
E. Excludes all materials and labor contracted between the Owner and utility related to necessary upgrades to electrical service including demolition of utility equipment, supply of new utility-owned transformer, metering equipment, primary conductors and terminations, service lateral conductors and terminations, and other items within utility-provided scope in accordance with SCE Electrical Service Requirements (ESR, 3 rd Quarter Issue 2022) for
Underground Service applicable to the required service upgrade.
F. Excludes new easements or adjustments to perimeter fencing/gating to transformer area for utility access purposes
G. Excludes any demolition work of nearby radio / cellular network equipment if required by utility for clearances to new equipment.
H. Excludes supply and operation of any temporary power to Owner facilities during service upgrade work or system testing. Temporary power supply will be provided by Owner by use of its existing diesel generator and emergency electrical system.
I. Excludes new underground raceways between utility transformer and Owner Main Electrical room location. Raceways. Contractor to repurpose existing underground service lateral raceways upon utility abandonment.
J. Excludes geotechnical or soils investigation.
EXHIBIT C –
Microgrid Milestone Schedule
Contract Execution (__10/31/21____)
Permit Approval (___1/30/22___)
Interconnection Approval (__8/31/22____)
Schneider Energy Control Center Installed (__11/1/23____)
BESS Delivered (__1/15/24____)
Mechanical Completion (___3/15/24___)
Final Completion and Turnover (__4/15/24____)
EXHIBIT J –
INTERCONNECTION WORK
INTERCONNECTION WORK:
Contractor Interconnection Work – Contractor shall only be responsible to perform the interconnection work for the Project as set forth in subsection 4 of Exhibit A.
Owner Interconnection Work – Owner shall be responsible for all Utility -side interconnection upgrades or Electrical System upgrades required for the Project , and for clarity, the costs for these upgrades shall be paid by Owner directly to the Utility.
EXHIBIT M – MILESTONE PAYMENT SCHEDULE
Contractor and Owner have agreed on the following Milestone Payment Schedule apportioning the Contract Price across the items identified below, which Owner and Contractor agree constitute the significant cost items associated with the Work. The items identified below are for the convenience of administering payments to Contractor pursuant to Article 3 and shall not be interpreted as establishing or modifying Contractor’s Scope of Work under the Agreement. Owner reserves the right in its sole discretion to assign any costs for the Work submitted by Contractor to any item set forth below.
Payment
Milestone
Payment
terms
(days)
% of
Contract
Price
Estimated
Milestone
Payment
1 Executed EPC Agreement 30 20% $296,580
2 Interconnection Approval
30 10% $148,290
3 Schneider Energy Control Center Delivered
30 30% $444,870
4 BESS Delivered
30 30% $444,870
5 Mechanical Completion
30 5% $74,145
6 Final Completion and Turnover
30 5% $74,145
STAFF REPORT
City of Lancaster
CC 11
10/25/22
JC
Date: October 25, 2022
To: Mayor Parris and City Council Members
From: Jason Caudle, City Manager
Subject:Adoption of a Resolution Approving the Lancaster Energy 2022 Integrated Resource Plan
Recommendation:
Adopt Resolution No. 22-57, approving Lancaster Energy 2022 Integrated Resource Plan.
Fiscal Impact:
None.
Background:
The City’s Community Choice Aggregation (CCA) Program, Lancaster Energy (LE), was established by the City Council through the adoption of Ordinance 997 on May 27, 2014. LE began serving customers in May 2015.
Senate Bill 350, approved by the Governor on October 7, 2015, added, among other actions, Public Utilities Code section 454.52 which established the requirement for load-serving entities, including CCAs to file an Integrated Resource Plan (IRP) with the California Public Utilities Commission (CPUC).
Senate Bill 350 (SB 350) also revised the Renewable Portfolio Standards (RPS) for California, with which LE is required to comply. Specifically, it increased the minimum renewables energy standard from 33% by December 31, 2020 to 50% by December 31, 2030.
To ensure CCAs are meeting these minimum standards, as well as meeting greenhouse gas reduction targets as established by the California Air Resources Board, an IRP is required to be filed with the CPUC for certification. The IRP looks out at a 10-year time horizon and establishes a plan for LE’s procurement activities to meet the RPS and greenhouse gas reduction targets established by SB 350. The IRP is strictly a forecasted plan and does not commit LE to the specific actions identified to meet the RPS and greenhouse gas reduction targets. As such, the CPUC requires the IRP to be revised every two years. The Lancaster City Council approved its most recent IRP on September 8, 2020, and per SB 350, the IRP will be updated and brought back to City Council for approval every two years.
1 0
7 3
California Choice Energy Authority and its technical consultants have been working closely with the CPUC to ensure the IRP as presented to ensure the IRP meets all requirements as established by the CPUC. The proposed IRP, a completed copy of which is on file in the Finance Department, follows the required template as provided by the CPUC.
Attachments:
Resolution No. 22-57
RESOLUTION NO. 22-57
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
LANCASTER, CALIFORNIA, APPROVING THE LANCASTER
ENERGY 2022 INTEGRATED RESOURCE PLAN
WHEREAS, Community Choice Aggregation, authorized by Assembly Bill 117, is a state law that allows cities, counties and other authorized entities to aggregate electricity demand within their jurisdictions in order to purchase and/or generate alternative energy supplies for residents and businesses within their jurisdiction while maintaining the existing electricity provider for transmission and distribution services; and
WHEREAS, on May 27, 2014, City Council adopted Ordinance 997, Establishing a Community Choice Aggregation program, Lancaster Choice Energy; and WHEREAS, Senate Bill 350, approved October 7, 2015, establishes a requirement for Community Choice Aggregation Programs to develop an Integrated Resource Plan and submit it to the California Public Utilities Commission for certification; and WHEREAS, Lancaster Energy’s Integrated Resource Plan was developed consistent with the requirements as established by the California Public Utilities Commission.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LANCASTER AS FOLLOWS:
SECTION 1. That based upon and in consideration of staff reports, presentations, public testimony and comment, and such other matters presented to the City Council during the public meeting on this matter, the City Council finds and declares the foregoing recitals to be true and correct and incorporates the same as substantive findings herein.
SECTION 2. That the Integrated Resource Plan for Lancaster Energy has been developed in compliance with Senate Bill 350 and California Public Utilities Commission direction and is hereby approved.
SECTION 3. That the City Clerk shall certify to the adoption of this Resolution, and it shall become effective immediately upon adoption.
Resolution No. 22-57
2 9
2 0
PASSED, APPROVED and ADOPTED this 25th day of October 2022 by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
ATTEST: APPROVED:
ANDREA ALEXANDER R. REX PARRIS
City Clerk Mayor
City of Lancaster City of Lancaster
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss
CITY OF LANCASTER )
CERTIFICATION OF RESOLUTION
CITY OF LANCASTER
I, , City of Lancaster, CA, do hereby
certify that this is a true and correct copy of the original Resolution No. 22-57 for which the original is on file in my office.
WITNESS MY HAND AND THE SEAL OF THE CITY OF, on this___ day of , .
(seal)
STAFF REPORT
City of Lancaster
CC 12
10/25/2022
JC
Date: October 25, 2022
To: Mayor Parris and City Council Members
From: Andrea Alexander, City Clerk
Subject: Resolution No. 22-59 Proclaiming a Local Emergency, Ratifying the Proclamation of a State Emergency by Executive Orders N-25-20, N-29-20 and N-35-20, and Authorizing Remote Teleconference Meetings for a Thirty (30) day period Pursuant to Brown Act Provisions
Recommendation:
That the City Council approve Resolution 22-59, proclaiming a local emergency, ratifying the proclamation of a state of emergency by Executive Orders N-25-20, N-29-20 and N-35-20, and authorizing remote teleconference meetings for a thirty (30) day period pursuant to Brown Act provisions
Fiscal Impact:
None.
Background:
On September 16, 2021, Governor Newsom signed Assembly Bill (“AB”) 361 into law. AB 361 is urgency legislation amending the Brown Act to allow legislative bodies of local agencies to meet remotely with relaxed teleconferencing requirements during declared emergencies under certain conditions.
AB 361 adds new procedures and clarifies the requirements for conducting remote meetings, including the following:
· Public Comment Opportunities in Real Time: A legislative body that meets remotely pursuant to AB 361 must allow members of the public to access the meeting via a call-in option or an internet-based service option, and the agenda for the remote meeting must provide an opportunity for members of the public to directly address the body in real time. A legislative body cannot require public comments to be submitted in advance of the meeting.
· No Action During Disruptions: In the event of a disruption that prevents the local agency from broadcasting the remote meeting, or in the event of a disruption within the local agency’s control that prevents members of the public from offering public comments using the call-in option or internet-based service option, AB 361 prohibits the legislative body from taking any further action on items appearing on the meeting agenda until public access to the meeting via the call-in or internet-based options is restored.
· Periodic Findings: To continue meeting remotely pursuant to AB 361, a legislative body must make periodic findings concerning the declared emergency and its effects. AB 361 will sunset on January 1, 2024.
The proposed resolution would make the findings required by AB 361 in order to allow the City of Lancaster to continue to make remote attendance available to its legislative bodies and the public if and to the extent needed.
Attachment:
Resolution No. 22-59
RESOLUTION NO. 22-59
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LANCASTER (“CITY”)
PROCLAIMING A LOCAL EMERGENCY, RATIFYING THE PROCLAMATION OF A STATE OF EMERGENCY BY EXECUTIVE ORDERS N-25-20, N-29-20 AND N-35-20,
AND AUTHORIZING REMOTE TELECONFERENCE MEETINGS FOR A THIRTY (30) DAY PERIOD PURSUANT TO BROWN ACT PROVISIONS.
WHEREAS, City of Lancaster is committed to preserving and ensuring public access and participation in meetings of its legislative bodies; and WHEREAS, all meetings of City of Lancaster’s legislative bodies are open and public, as required by the Ralph M. Brown Act (Cal. Gov. Code 54950 – 54963), so that any member of the public may attend, participate, and watch the City’s legislative bodies conduct their business; and WHEREAS, the Brown Act, Government Code section 54953(e), makes provisions for remote teleconferencing participation in meetings by members of a legislative body, without compliance with the requirements of Government Code section 54953(b)(3), subject to the existence of certain conditions; and
WHEREAS, a required condition is that a state of emergency is declared by the Governor pursuant to Government Code section 8625, proclaiming the existence of conditions of disaster or of extreme peril to the safety of persons and property within the state caused by conditions as described in Government Code section 8558; and
WHEREAS, a proclamation is made when there is an actual incident, threat of disaster, or extreme peril to the safety of persons and property within the jurisdictions that are within the City’s boundaries, caused by natural, technological, or human-caused disasters; and WHEREAS, it is further required that state or local officials have imposed or recommended measures to promote social distancing, or, the legislative body meeting in person would present imminent risks to the health and safety of attendees; and WHEREAS, such conditions now exist in the City, specifically, the Governor of California issued a series of Executive Orders aimed at containing the novel coronavirus; and WHEREAS, the State of California and County of Los Angeles recommend social distancing due to the coronavirus; and
WHEREAS, the City Council does hereby find that the threat of the coronavirus has caused, and will continue to cause, conditions of peril to the safety of persons within the City that are likely to be beyond the control of services, personnel, equipment, and facilities of the City, and desires to proclaim a local emergency and ratify the proclamation of state of emergency by the Governor of the State of California; and
WHEREAS, as a consequence of the local emergency, the City Council does hereby find that the City Council of City of Lancaster shall conduct its meetings without compliance with paragraph (3) of subdivision (b) of Government Code section 54953, as authorized by subdivision (e) of section 54953, and that the City Council shall comply with the requirements to provide the public with access to the meetings as prescribed in paragraph (2) of subdivision (e) of section 54953; and
WHEREAS, the City will post an agenda (72 hours in advance of a regular meeting and 24 hours in advance of a special meeting) on the City’s website at cityoflancasterca.org which will contain information on how the public can participate in the meeting and provide Public Comments.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LANCASTER DOES HEREBY RESOLVE AS FOLLOWS:
Section 1. Recitals. The Recitals set forth above are true and correct and are incorporated into this Resolution by this reference.
Section 2. Proclamation of Local Emergency. The City Council hereby proclaims that a local emergency now exists throughout the City’s jurisdiction, and social distancing is recommended by the State of California and County of Los Angeles.
Section 3. Ratification of Governor’s Proclamation of a State of Emergency. The City Council hereby ratifies the Governor of the State of California’s Proclamation of State of Emergency, effective as of this Resolution’s issuance date of October 25, 2022.
Section 4. Remote Teleconference Meetings. The Executive Director/CEO and the City Council of the City of Lancaster are hereby authorized and directed to take all actions necessary to carry out the intent and purpose of this Resolution including, conducting open and public meetings in accordance with Government Code section 54953(e) and other applicable provisions of the Brown Act.
Section 5. Effective Date of Resolution. This Resolution shall take effect immediately upon its adoption and shall be effective until the earlier of (i) November 25, 2022, or such time the City Council adopts a subsequent resolution in accordance with Government Code section 54953(e)(3) to extend the time during which the City Council of City of Lancaster may continue to teleconference without compliance with paragraph (3) of subdivision (b) of section 54953.
PASSED AND ADOPTED by the City Council of the City of Lancaster this 25th day of October, 2022.
___________________________
Mayor
ATTEST:
City Clerk
STAFF REPORT
City of Lancaster
CC 13
10/25/2022
JC
Date: October 25, 2022
To: Mayor Parris and City Council Members
From: Jeff Hogan, Senior Director - Development Services Trolis Niebla, Assistant City Manager
Jeff Hogan, Senior Director - Development Service
Chenin Dow, Senior Manager - Real Estate and Economic Development Patti Garibay, Manager - Real Estate and Economic Development Subject: Approval of the Agreements for the Lancaster Power Choice Solar and Battery Residential Program
Recommendations:
1. Approve the Framework Agreement between the City (Lancaster Energy), Tesla, and Participant Energy (PE).
2. Approve the Wholesale Power Purchase Agreement (PPA)between the City and PE.
3. Approve the Program Management Agreement between the City and PE
4. Approve the Program Support Service Fee Agreement between the City and PE.
5. Authorize the City Manager, or his designees, to execute all documents and make any non- substantive changes necessary to complete the transaction.
Fiscal Impact:
Lancaster will, in connection with the required development services, be paid a fee during the construction phase targeted at $0.40 per watt developed. Additionally, The City will receive a nominal operating service fee of $0.002 per kilowatt-hour generated and $15.00 per month for each powerwall installed over the life of the program an estimated $25,000,000.00.
Background:
1 0
4 2
Under the leadership of Mayor R. Rex Parris and the City Council, the City of Lancaster has been a trailblazer in the development of green energy. The City Council has supported programs that have encouraged the expansion of solar in the City, including an expedited solar permitting process; the creation of a reach code which required solar to be added to each new home developed in the City prior to the CECs state requirement; and the development of the State of California’s first municipal Community Choice Aggregator (CCA), Lancaster Energy. The proposed project would continue this rich tradition of leveraging innovation and cutting-edge technologies to protect our environment and create new benefits for our residents.
The City, Participate Energy and Tesla have developed the Lancaster Power Choice Solar and Battery Residential Program, which will support both new home developers in meeting their Title 24 requirements and all homeowners with a zero up-front cost option to install solar and batteries for energy savings, back-up and potentially to participate in grid services. The Framework Agreement related to the program provides details on the structure of the agreement between the City, Tesla, and Participate Energy and lays out the responsibilities of each party.
Homeowners and Developers will order systems from Tesla, which will in turn design, permit and install solar and batteries on new residential development and on existing residential homes.
Participate Energy will finance the program and own the solar and battery systems. Participate Energy will also contract with Tesla to provide ongoing operations and maintenance throughout the thirty-year duration of their agreement. The City will assist with marketing the program to developers and existing residents. The City will also enter into the Power Purchase Agreement with Participate Energy to purchase the energy that is created from the behind-the-meter solar and battery systems, while in parallel selling energy and battery services to the homeowners as part of the City and CCA retail offer. The CCA Customer Agreement with Lancaster Energy customers is tentatively proposed at $0.145 per kWh with a 1.9% annual escalator for solar and $115.00 per month for each battery. Customers can acquire additional powerwalls at a cost of $75.00 per month. The proposed wholesale PPA rate from Participate Energy to the City is $0.145 per kWh with a 1.9% annual escalator.
Developers and homeowners who are interested in participating in the program will find program information on Lancaster Energy’s website and will add basic home information to a fillable form on the site. Once the form is completed, information will be sent directly to Tesla, who will then follow up with the customer. Tesla will also enable ordering directly from the Tesla.com website.
Tesla will be responsible for all installation-related work, including permitting systems through the City.
The City will earn revenues in two forms. First is a $0.40 per watt up-front fee for each system developed and deployed through the program, equating to approximately $3,000,000.00 for every 1,000 homes deployed with a standard 7,600 watt and one (1) Powerwall configuration. The City will also receive a program support service fee of $0.002 per kilowatt hour generated and $15.00 per month for each powerwall installed which equates to an estimated $25,000,000.00 over the life of the program.
Homeowners and developers who participate in the program will enjoy a host of benefits. These include easy access to solar financing and installation, comprehensive integration with their existing CCA service, access to back-up power in the event of an emergency or Public Safety Power Shutoff, and of course, substantial savings on their electric bills. In addition, a significant portion of their expenditures will remain local and be reinvested in our community. 1 0
4 2
It is the intention of the Parties to develop a replicable structure that Participate Energy and Lancaster can utilize in expanding the Program to other Community Choice Aggregators.
PG/sm
Attachments:
Framework Agreement
Wholesale Power Purchase Agreement
Program Management Agreement
Program Support Service Fee Agreement
Framework CalChoice Distributed Energy Resource Program Agreement This Framework CalChoice Distributed Energy Resource Program Agreement (this “Agreement”) is entered into as of _____________, 2022 (the “Effective Date”), among the parties listed below (each, a “Party” and together the “Parties”). This Agreement comprises (i) the Key Terms set out below (the “Key Terms”), and (ii) all schedules referenced in the “Attachments” section of the Key Terms.
Key Terms
This Agreement sets out the terms and conditions on which the California Choice Energy Authority (“CalChoice”) and [the City of Lancaster] (“Member”) shall market and offer a program for the deployment of traditional solar PV systems and Powerwalls to certain residential customers (“Customers”) and new homes builders (“Builders”) located in the Member territory, with sales and educational support provided by Member, product and product installation support provided by Tesla, purchase and operation of System by [Program Fund] for the sale of energy from the Systems to Member for resale to Customers (the “Program”).
Parties:
Tesla: Tesla, Inc., a corporation organized under the laws of Delaware.
CalChoice: California Choice Clean Energy Authority, a California Joint Powers Authority Member: The City of Lancaster, a California municipal corporation.
The Program Fund: [ Participate Energy Fund I, LLC]
Framework Agreement Term:
Term: The period commencing on the Effective Date and ending on the second (2nd) anniversary of the Effective Date (the “Term”), which shall automatically be extended for additional, one-year periods upon the expiration of the then- current Term unless terminated early in accordance with this Agreement.
Notices:
Tesla Notice Address: 1 Tesla Road, Austin, TX 78735, USA.
Attn: Energy Notices / Legal Department
Phone: +1. 512.516.8177.
Email: [email protected].
Tesla Address for submission of
Purchase Orders:
[ Insert Tesla Existing Homes and New Homes Energy Order Tool internet addresses ]
CalChoice Notice Address: 44933 Fern Avenue, Lancaster CA 93534 Attn: Jason Caudle, City Manager
Phone: 661.723.6110
[email protected]
Member Notice Address: [44933 Fern Avenue, Lancaster CA 93534 Attn: Jason Caudle, City Manager
Phone: 661.723.6110
[email protected] ]
[Program Fund] Notice Address: [ Insert address ]
NDA:
NDAs: The non-disclosure agreement dated November 10, 2021 between Tesla and Member.
Attachments:
The attachments below are incorporated by reference into this Agreement. In the event of any conflict, the order of precedence shall be (i) these Key Terms and (ii) the Schedules, in order of appearance.
Schedule 1: Program Terms and Conditions
Schedule 2: Pricing
Attachment A: Form of Customer Agreement
Attachment B: Form of New Homes Builder Framework Agreement Attachment C: Form of Customer Order – Program Terms
EXECUTED by the Parties on the Effective Date.
CALIFORNIA CHOICE CLEAN ENERGY AUTHORITY
(SIGNATURE)
(PRINT NAME)
(PRINT TITLE)
[CITY OF LANCASTER]
(SIGNATURE)
(PRINT NAME)
(PRINT TITLE)
TESLA, INC.
(SIGNATURE)
(PRINT NAME)
(PRINT TITLE)
[PARTICIPATE ENERGY FUND I, LLC]
(SIGNATURE)
(PRINT NAME)
(PRINT TITLE)
Schedule 1
Program Terms and Conditions
1. The Program. The objective of the Program is to deploy eligible Systems with a target of 500 MW of direct current capacity throughout the territorial boundaries of Member and the Community Choice Aggregation (“CCA”) service territories managed by Member or its CCA partners, including, but not limited to, the cities of:
[San Jacinto, Pico Rivera, Rancho Mirage, Apple Valley, Pomona, Baldwin Park, Santa Barbara, Palmdale, and Lancaster] (the “Territory”), as further set forth in this Agreement (the “Objective”).
2. Program Development.
(a) Geographic Focus. Member shall target all residential Customers and Builders located or operating within the portion of the Territory that is located within Member’s jurisdictional boundaries through the Master Marketing Plan.
(b) Site Eligibility. Eligible sites include existing single-family residential properties (“Existing Homes”) and single-family residential properties under construction by participating Builders in accordance with a New Homes Builder Framework (“New Homes”) located in the portion of the Territory that is located within Member’s jurisdictional boundaries.
(c) Marketing Strategy & Outreach. The Master Marketing Plan shall be jointly developed by the Parties and designed to enlist the participation of Customers and Builders located in the portion of the Territory that is located within Member’s jurisdictional boundaries. (i) Marketing Strategy. Within [thirty (30)] days, Member shall develop a strategy for marketing and promoting the Program, including:
1. Specific tactics that will be used to execute the Master Marketing Plan strategy;
2. An annual budget and description of dedicated resources that will be used to support Program marketing efforts;
3. Specific communications to be made through its sales channels; and
4. Dedicated education and links to the Tesla Products Offering on the Member [and CalChoice?] website.
(ii) Marketing Outreach. Member shall provide consistent and targeted marketing outreach consistent with the Master Plan to prospective Customers and Builders in the portion of the Territory that is located within Member’s jurisdictional boundaries. (d) Sales Support. Member shall:
(i) Provide sales support for interested Customers and Builders by phone, email, and chat; (ii) Provide educational information regarding Tesla Products, economics, billing, maintenance, installation and technical performance of the System and components thereof; and, (iii)Convert inbound interest and Leads into Orders that (i) that Customers may submit to Tesla through the Existing Homes Retrofit Energy Order Tool; and (ii) participating Builders may submit to Tesla through the New Homes Energy Order Tool. (e) Order Funding. CalChoice and Member shall facilitate the establishment of a fund (the “Program Fund”) that shall be obligated to pay for Orders placed in accordance with the Program criteria set forth herein and that shall own and operate the Systems in accordance with the terms and conditions of each Customer Agreement.
3. Customer Eligibility; Engagement.
(a) Eligibility. To be eligible for participation in the Program, a Customer must: (i) either own an Existing Home or have entered into an agreement with a Builder to purchase a New Home, (ii) be an existing participant, or agree to become a participant, in the CalChoice Member’s Community Choice Aggregation program (“CCA”) with utility service provided by [Southern California Edison] (“Utility”), (iii) agree to host a System installed on the Home and to provide the Program Fund, as System owner, and its agents with a non-exclusive license (the “Site License”) for access to the Site for the entire term of the Customer’s participation in the Program for the purposes operating and maintaining the System; and (iv) agree to purchase an equivalent amount of energy generated by the System pursuant to a Solar Power Purchase & Energy Storage Services Agreement with Member (each, a “Customer Agreement”) using the form attached hereto as Attachment A. (b) Customer Engagement. Member shall direct Customers with New Homes to accept the transfer and assumption of a Customer Agreement from a participating Builder in accordance with the terms and conditions of the applicable New Homes Builder Framework as more particularly described in Section 4. Member shall direct Customers with Existing Homes to place Orders directly with Tesla and to enter into a Customer Agreement in accordance with Section 5.
4. New Homes Builder Framework Agreement.
(a) Builder Framework Agreement. During the Term, the Parties may consider Builders for participation in the Program. Upon Tesla confirmation of Builder eligibility, Member and each participating Builder will enter into a New Homes Builder Framework Agreement (the “Builder Framework”) in the form attached as Attachment B. Material deviations from the Builder Framework are not permitted without unanimous written agreement of the Parties. (b) Builder Framework Obligations. Member will require, pursuant to each Builder Framework, that Builders deliver and maintain the following to remain eligible for participation in the Program:
(i) A fully executed Builder Framework;
(ii) Community Specific Terms setting forth the Tesla Product Suite, eligible System information and Pricing applicable to the particular subdivision of new homes (each, a “Community”); (iii)An executed Builder non-disclosure agreement in the form attached to the Builder Framework; (iv)Orders as set forth in Section 5 placed in accordance with each Builder Framework; (v) For each Order, a “solar ready” home that will include internal conduit installation, roof dry in and order details developed in consultation with the buyer of each applicable home in the Community (each, a “Home Owner”) sufficient for Tesla to complete installation of Tesla Products and the home to pass inspection by the applicable building department as the authority having jurisdiction (“AHJ”); and
(vi)Ongoing compliance with the Builder Framework and Program requirements as Tesla, Member and CalChoice may mutually agree to update from time to time.
5. Orders.
(a) During the Term, Member shall direct eligible Customers to the Existing Homes Energy Order Tool at [URL] and a Builders to the New Homes Energy Order Tool at [URL] to place orders for Tesla Products for installation on Existing Homes or New Homes the portion of the Territory that is located within Member’s jurisdictional boundaries in accordance with these Program terms and the form of Customer Order – Program Terms set forth in Attachment C (“Orders”). (b) Tesla shall deliver and install Tesla Products in accordance with each applicable Order. The Program Fund shall purchase and pay for the quantities and types of Tesla Products at the prices stated in each applicable Order. Tesla will review each submitted Order to ensure that it tracks the Program criteria and the Community Specific Terms, if applicable. If Tesla reasonably believes that the Order does not track the Program criteria or the Community-Specific Terms, it will notify the Parties and the Parties will then reasonably cooperate to resolve the issue. (c) For each Order that is accepted by Tesla (each, an "Accepted Order"), Tesla shall supply, install and commission a Tesla Product at the Site identified in that Accepted Order in accordance with that Accepted Order and the Work Standards described in Section 8(a) (the “Work”). Accepted Orders will be subject to Tesla’s standard terms and conditions. (d) For purposes of this Agreement and each Accepted Order, “Tesla Products” means a Traditional PV System with a Powerwall, as more particularly set forth in the Community Specific Guidelines of each Builder Framework. A “Traditional PV System” means a traditional solar photovoltaic generating system comprising of solar modules, an inverter and various balance of system components. A “Powerwall” means an energy storage system manufactured by Tesla and accompanying Tesla accessories. Each Traditional PV System, Powerwall shall consist of those that correspond to the specifications published in the Tesla Partner Portal as of the date when an Order for such Tesla Product is submitted.
(e) Tesla agrees to provide Lancaster with access to a platform managed by Tesla that enables access to and control of distributed energy resource assets (“DER Assets”), manufactured by Tesla and owned directly or indirectly by Lancaster or the Program Fund, for monitoring, aggregation, and control (the “Aggregation Platform”). Tesla will not charge Lancaster or the Program Fund any fees for access or use of the platform, but otherwise reserves the right to establish the terms and conditions for Lancaster’s access to the Aggregation Platform within an Aggregation Platform Subscription Agreement. Access to the Aggregation Platform excludes aggregation services offered by Tesla.
(f) The Parties acknowledge and agree that Tesla can choose at any time to discontinue a product, feature or option related to any one or more Tesla Products and, in Tesla’s sole discretion, can choose whether to provide a comparable product, feature or option, or terminate any affected Order before installation of any Tesla Product. If Tesla fails to provide a comparable product, feature or option to Member’s reasonable satisfaction, Member may terminate any affected Order before installation of any Tesla Product.
6. Pricing; Order Payment.
(a) Pricing. Programmatic pricing for Tesla Products is set forth in Schedule 2 (the “Pricing”). The System size or design may be adjusted by Tesla in its reasonable discretion based on a variety of factors, including installation complexity or product availability, provided that the Pricing remains at or below the Pricing set forth on the Program website. If that happens, we will update the Pricing in the applicable Order; Orders with updated Pricing that exceeds the Pricing set forth on the Program website and that are not accepted will be terminated. (b) Order Payment. For Accepted Orders, the price for the Work performed by Tesla under each Accepted Order shall be the Contract Price identified in that Accepted Order. The Program Fund shall pay the Contract Price for each Accepted Order plus applicable taxes within 30 days after receipt of Tesla’s invoice, which Tesla shall provide after the affected Tesla Products have been installed and passed inspection by the AHJ. Passed inspection shall also be deemed “Acceptance” in this Agreement and in each Builder Framework.
7. Title; Risk of Loss. Title to and risk of loss for the Tesla Products shall pass to the Program Fund after Acceptance.
8. Permits. Customers and Builders, as the case may be, shall bear the obligation to obtain and maintain all permits required for Tesla to install each Tesla Product (the “Permits”), except that Tesla shall include the cost of Permits in Orders for Existing Homes.
9. Installation.
(a) Work Standards. Tesla, or its approved subcontractors, will perform the Work according to Tesla’s standard practices and the “Tesla Work Standards” set forth in Exhibit 2 to each Builder Framework exercising the reasonable skill and care of an installation contractor and in accordance with mandatory laws, regulations and permits applicable to the Work. (b) Subcontractors. Tesla will be responsible for all work performed by, and acts or omissions of, each subcontractor and will ensure that all subcontractors are licensed as required by applicable law. (c) Safety. Tesla shall ensure that all Tesla employees and subcontractors comply with Builder’s safety procedures and requirements while on Sites during prosecution of the Work.
10. Failure to Perform.
(a) If any Party believes that any other Party is not satisfying its obligations under this Agreement or with respect to an Order, such Party must notify the other Party in writing. Whichever Party is notified of not meeting its obligations will have 30 days after receiving that notice to correct the issue. If not, whoever gave the notice can terminate the affected Order or this Agreement in accordance with Section 12.
(b) In addition, if Tesla notifies the Parties of the Program Fund’s failure to pay the Price for an Order, Tesla can suspend our work on that Order and, if not cured within ten (10) days, Tesla can suspend performance under this Agreement.
(c) If a Customer or Builder terminates an Order for Tesla’s failure to perform before installation of the Tesla Products for that Order has commenced, we will return any payment(s) made toward the Price for those products.
(d) If either party terminates an Order for the other party’s failure to perform, except as specified in the next sentence Tesla may take back all components of any Tesla Products we delivered but that have not yet been installed for that Order and shall not have any further obligation to deliver product pursuant to this Agreement or that Order. In addition, if an Order is terminated by pursuant to this Section, Tesla will complete the installation of Tesla Products where installation is partially complete, unless otherwise requested by the Program Fund (in which case, Tesla will deinstall and remove the Tesla Products from the affected home and return the jobsite to its original condition, at no cost). Each Party will also be able to pursue all rights and remedies available at law or in equity with respect to the failure to perform, except as otherwise provided in Section 12, below. Breaches of one or more Orders will not constitute breaches under any other Orders or under this Agreement, and breaches of this Agreement independent of any Orders shall not constitute breaches of any Orders.
11. Warranties.
(a) Starting on the date of installation, Tesla warrants to the Program Fund that all materials, equipment and work furnished by Tesla as part of an Order will be:
(i) of good quality, free from fault and defects, and
(ii) performed in a good and workmanlike manner, in accordance with all applicable laws, building codes and ordinances, and in strict conformity with the Order.
If the Program Fund notifies Tesla within 1 year after Acceptance (for Existing Homes) or the initial close of escrow by a Home Owner (for New Homes), Tesla shall, at its sole expense, immediately correct or replace any Work that is defective or determined to be not in accordance with the requirements of the above warranties.
(b) Tesla’s warranties in this Agreement are limited, as they do not cover (i) any defect or damage to the extent caused (A) by events that are (1) beyond Tesla’s reasonable control, (2) not reasonably foreseeable, and (3) not caused by Tesla’s or its subcontractor’s negligence, or (B) by Customer or Program Fund misuse or negligence, and (ii) any material or equipment connected to the Tesla Products that Tesla did not install. Tesla is not providing any warranties in connection with this Agreement other than those in this Agreement or in the product warranties provided by Tesla pursuant to Section 11(c), even if those other warranties are express or implied by any law. (c) Tesla's warranties under this Agreement shall in all cases survive termination of this Agreement and the transfer of title in the home to a third-party purchaser, except for a Home Owner (whose warranty is set forth in Sections 10(e) and 10(f)).
(d) With respect to any warranty claim by the Program Fund under Section 10(a) for the correction, replacement and warranty work, the remedies set forth in Section 10(a) and in Sections 9(d) and 10, as applicable, are the Program Fund’s sole and exclusive remedies. For clarity, the foregoing shall not limit the Program Fund’s ability to bring claims for other purposes not related to the correction, replacement and warranty work as set forth in this Section 10(d), including, without limitation, the Program Fund’s rights to indemnification under Section 13. (e) If a Home Owner exercises a buyout option and purchases any Tesla Product from the Program Fund, Tesla will cover each Home Owner with limited warranties for Tesla Products in the forms attached as Exhibit 3 to each Builder Framework, as applicable. (f) In addition, Tesla will provide to each Home Owner the workmanship warranty attached as Exhibit 4 to each Builder Framework, assuming the Program Fund assigns that warranty to the Home Owner.
(g) The manuals and equipment warranties for Tesla Products are available upon request after each Order.
12. Proprietary Rights.
(a) Ownership. As between the Parties, Tesla shall remain the sole and exclusive owner of any and all Proprietary Rights associated with the System or any parts or derivations thereof. “Proprietary Rights” means patents, trademarks, copyrights, mask work rights, trade secrets and any other intellectual or proprietary rights.
(b) License. Tesla hereby grants to Member and CalChoice a limited, non-exclusive, non-sublicensable, non-transferable license to use the materials that Tesla provides for implementing the Master Marketing Plan and marketing the Plan in accordance with this Agreement. Except for the foregoing, no license or other right to Tesla’s Proprietary Rights is granted or implied hereby.
13. Termination.
(a)Termination for Cause. Each party may terminate its participation in this Agreement or any Accepted Order for cause in the event (i) an insolvency event involving one of the other parties; or (iii) any party has materially breached any provision of this Agreement (other than non-payment) and, within 30 days after receipt of written notice of such breach from a non-breaching party, the breaching party has failed to cure such breach or, in the event the breach cannot reasonably be cured within such 30 day period, submit a plan for cure acceptable to each non-breaching party in its reasonable discretion. The termination of this Agreement by any single party shall result in the termination of this Agreement as to all parties.
(b)Insolvency Event. An “Insolvency Event” occurs with respect to a Party (i) if it is adjudged bankrupt; (ii) if it makes a composition or arrangement with its creditors; (iii) if it has a winding up petition or a petition for an administration order presented against it; (iv) if it has a receiver or manager or administrative receiver or provisional liquidator appointed; or (v) upon the happening of any other event of insolvency.
(c)Effects of Termination. Except as otherwise set forth in this Agreement, the expiration or termination of this Agreement will not affect any rights or obligations of the Parties that were incurred or that accrued prior to such expiration or termination. Termination shall not be deemed an election of remedies, and the non-defaulting party shall have all rights and remedies available under applicable law in connection with and following such termination.
14. Indemnification.
(a)No party to this Agreement will be obligated to indemnify any other party from any losses, damages, liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines, costs or expenses, including reasonable legal fees (“Losses”) arises out of or due to the negligence or willful misconduct of such other Party. For purposes of this Agreement and each Builder Framework, “Indemnified Parties” means for each Party, (i) the Party and any person providing financing to the Party with respect to the System, (ii) any affiliate of the persons set forth in clause (i), and (iii) any director, officer, partner, member, manager, agent or employee of a person described in clause (i) or (ii); and, “Indemnifying Party” means each other Party, as the context requires. (b)Tesla’s Indemnities. Tesla will indemnify, defend and hold harmless each other Party’s Indemnified Parties from any Losses arising out of any claim, action, suit, proceeding, investigation made or brought by any third party (“Claims”):
i. that Tesla Products (or any component or software thereof) or Tesla’s Work pursuant to any Accepted Order infringes the intellectual property rights of a third party, other than a Claim for which such Party is responsible under Section 10(c). In addition, if such Party is enjoined from the use, operation or enjoyment of Tesla Products or any part thereof as a result of any Claim alleging that Tesla Products or Tesla’s Work infringes the intellectual property rights of a third party, Tesla will at no cost to such Party, at Tesla’s option: (1) have such injunction removed, (2) substitute non-infringing goods or processes, or (3) modify the infringing goods or processes so they become non- infringing and provide the same or better functionality and performance relative to the affected item’s then-current functionality and performance; and ii. in connection with the design, construction, installation, workmanship, materials or functionality of any materials, equipment and work furnished by Tesla, except with respect to any modification by any party other than Tesla (directly or indirectly) or use or reuse of Tesla Products that are the subject of an Accepted Order other than as permitted under this Agreement or their warranties.
(c)Member, CalChoice and Program Fund Intellectual Property Indemnity. Member, CalChoice and Program Fund will indemnify and hold harmless Tesla and Tesla’s Indemnified Parties from any Losses arising out of Claims alleging infringement to the extent involving:
i. a particular design, process or product required or specified pursuant to any Accepted Order or where the copyright violations are contained in drawings, specifications or other documents prepared or provided by You or others for whom You are responsible, ii. any modification by any party other than Tesla (directly or indirectly), use or reuse of Tesla Products other than as permitted under this Agreement or their warranties, iii. use of Tesla Products in combination with any other products, materials or equipment not expressly authorized in writing by Tesla in circumstances where the infringement would have been avoided by the use of Tesla Products not so combined, unless such other products, materials or equipment are provided, required or approved by Tesla (as indicated by reasonable evidence) for, or are intrinsic to, use of Tesla Products, or iv. any modifications or changes made to Tesla Products by any party other than Tesla other than at the direction (as indicated by reasonable evidence) of Tesla in circumstances where the infringement would have been avoided without such modifications or changes.
15. Limitation of Liability. Except for indemnification obligations (Section 10), breach of confidentiality (Section 13), or any gross negligence or willful misconduct, the Program Fund’s and Tesla’s total liability for all damages of any kind arising out this Agreement will not exceed [$1,000,000.00] and Member’s and CalChoice’s total liability for all damages of any kind arising out this Agreement will not exceed [$_______].
Also, no party will have to pay any other party for any indirect, special or consequential damages.
16. Force Majeure. Each Party shall be excused from performance and shall not be considered to be in breach with respect to any obligation hereunder other than any obligation to pay money due and owing, if and to the extent that such Party’s failure of, or delay in, performance is due to a Force Majeure Event; provided:
(a) such Party gives the other Parties notice describing the particulars of the Force Majeure Event as soon as is reasonably practicable and in any event within ten (10) Business Days after the discovery of the Force Majeure Event and its impact on such Party’s performance; (b) the suspension of performance is of no greater scope and of no longer duration than is reasonably required by the Force Majeure Event;
(c) the Party uses reasonable endeavors to:
(i) overcome or mitigate the effects of such occurrence, and (ii) minimize costs and expenses attendant to or arising from such occurrence; (d) when the Party is able to resume performance of the affected obligations, such Party shall so notify the other Party and promptly resume performance;
17. Confidentiality; Publicity.
(a) Except for communications exchanged between each Party, each Party will keep any disclosures, as well as the terms of this Agreement, confidential in accordance with the non-disclosure agreements between them (the “NDAs”) and agree that this Agreement is confidential information of each of them for purposes of the NDAs. (Even though the NDAs are separate documents, they are considered part of this Agreement). (b) Neither Party will advertise or issue any public announcement about this Agreement, or use the other party’s mark, name or logo in any marketing literature, web sites, articles, press releases (including interviews with representatives of media organizations of any form), or any other document or electronic communication, without the other party’s written consent. (c) Nothing in this Agreement, the NDAs, or any other agreement between the Parties limits or prohibits any announcement, disclosure, or other act that is required by law.
18. Governing Law; Disputes.
(a) The Parties agree to comply with all applicable laws and regulations in connection with this Agreement. This Agreement is governed by the laws of the State of California. Any dispute arising out of or relating to this Agreement shall be brought in the Superior Court of California, County of Los Angeles, or the United States District Court for the Central District of California. (b) Neither of us is bound by any terms relating to Tesla Products or other matters covered by this Agreement or any Order that are not contained in this Agreement or the affected Order. (c) Each of the Parties also agree to promptly notify the other’s senior level management if there is any dispute relating to this Agreement or any Orders and to try to resolve the dispute in good faith.
If we are unable to resolve a dispute within 20 days after that notice is given, then either of us can take the dispute to arbitration through Judicial Arbitration and Mediation Services (“JAMS”) according to JAMS Streamlined Arbitration Rules. The existence, content and result of the arbitration will be confidential. The arbitration will be conducted by a single arbitrator in English and in Los Angeles, California, unless otherwise agreed by the Parties. We will each bear our own expenses in the arbitration and will share equally the costs of the arbitration unless the arbitrator assigns costs to one of us. Judgment upon the award rendered in the arbitration may be entered in any court of competent jurisdiction
19. Miscellaneous.
(a) Representations. Each Party represents and warrants to the other Parties that (i) it is a legal entity, duly organized, validly existing and in good standing under the laws of jurisdiction of incorporation; (ii) this Agreement constitutes a legal, valid and binding obligation of such Party enforceable in accordance with its terms; and (iii) the execution, delivery and performance of this Agreement (A) is within its powers, (B) has been duly authorized by all requisite action and (C) will not violate any agreement, commitment, certificate or other document to which it is a party or by which any of its assets may be bound or affected. (b) Compliance with Law. Each Party will comply with all applicable laws and regulations in connection with its performance under Agreement.
(c) Notices. All notices under this Agreement must be in writing and must be sent via email, or express and/or certified mail, to the contacts identified in the Cover Page. (d) Assignment. Tesla can assign this Agreement and each Accepted Order (i) to an affiliate and (ii) as collateral in connection with its financing activities, in either case without the need for consent from any other Party.
(e) Insurance. Each Party shall carry and maintain in force, with reputable insurance companies authorized to do business in the jurisdictions where the portion of the Territory that is located within Member’s jurisdictional boundaries is located. Each of the Parties shall each maintain all insurance that such Party is required by law to maintain. In connection with the Work pursuant to each Builder Framework and Accepted Order, Tesla shall be required to maintain insurance as set forth in Exhibit 6 to the Builder Framework.
(f) Cumulative and Certain Exclusive Remedies. Except as otherwise specifically set forth in this agreement, all rights and remedies provided under this Agreement are cumulative and not exclusive, and the exercise by either Party of any right or remedy does not preclude the exercise of any other rights or remedies that may now or subsequently be available at law, in equity, by statute, in any other agreement between the Parties or otherwise. (g) Entire Agreement; Severability. This Agreement constitutes the entire agreement between the Parties regarding the subject matter hereof and supersedes all prior agreements, representations and understandings, oral or written, between the Parties regarding the subject matter hereof. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, such term shall be severable from the remainder of this Agreement and the remainder of this Agreement or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable shall not be affected and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by the law.
(h) Amendment and Modification. No amendment or modification of this Agreement is effective unless it is in writing and signed by each Party.
(i) Waiver. No waiver by either Party of any provision of this Agreement is effective unless explicitly set forth in writing and signed by such Party. No failure to exercise, or delay in exercising, any right or remedy arising from this Agreement operates or may be construed as a waiver thereof. No single or partial exercise of any right or remedy hereunder precludes any other or further exercise thereof or the exercise of any other right or remedy.
(j) Relationship of the Parties. The relationship between the Parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment or fiduciary relationship between the Parties, and neither Party shall have authority to contract for or bind the other Party in any manner whatsoever.
(k) No Third-Party Beneficiaries. This Agreement is for the sole benefit of the Parties hereto and their respective successors and permitted assigns and nothing herein is intended to or shall confer upon any other person or entity any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.
(l) Survival. Provisions of this Agreement which by their nature contemplate or govern performance or observance subsequent to the termination or expiration of this Agreement shall survive such termination or expiration.
Schedule 2
Pricing
The following terms set forth in this table listed below (the “Pricing”) shall apply to each Accepted Order as of the date the Accepted Order is received by Tesla in accordance with the terms and conditions of this Agreement. The Parties agree that Tesla may, in its reasonable discretion, based upon community-specific factors, including installation complexity, as well as recent market factors and product availability, update the Pricing applicable to each Community pursuant to each New Home Builder Framework so long as the Pricing is at or below the Pricing set forth on the Program website. Pricing shall not exceed the Pricing on the Program website absent written Notice to the Parties (including email) and written acceptance by each applicable Party or any other method as may reasonably be agreed upon by the Parties.
Solution Price
Solar PV (Rooftop) $2.42/Wp
Powerwall – 1st $11,500
Powerwall – Each Additional $7,000
15 Year Powerwall Extended Warranty - Each $650
Lancaster Services $0.40/Wp of PV
Tesla Pre-Construction Services
Examples: Remove copper from roof; upgrade
structure; remove existing solar PV;
remove/relocate AC unit; remove/fix existing
generator; remove existing battery backup;
remove/relocate existing solar thermal;
remove/relocate rooftop vents; remove/trim tree;
clean roof surface; fix electrical code violation;
remove/relocate shelving; master-panel upgrade
(MPU) (situational)
14.5¢ PPA: $0 - $750 in pre-construction services
15.0¢ PPA: $751 - $2,500 in pre-construction services
15.5¢ PPA: $2,500 - $5,000 in pre-construction services Project Ineligible: > $5,000 in pre-construction services By way of example, for a typical System (7.6 kW Solar PV + 1 Powerwall) Solution Price
7.6 kW Solar PV $16,700
Powerwall – 1st $11,700
Powerwall – Each Additional $0
15 Year Powerwall Extended Warranty - Each $650
Lancaster Services $3,040
Tesla Pre-Construction Services $2,000
TOTAL: $34,090 (corresponds to a 15.0¢ Customer PPA)
Attachment A
Form of Customer Agreement
[Insert]
Attachment B
Form of New Homes Builder Framework Agreement
[Insert]
Attachment C
Form of Customer Order – Program Terms
[Insert]
PROGRAM MANAGEMENT AGREEMENT
This Program Management Agreement (this “Agreement”) dated effective as of __, 2022, (the “Effective Date”) is by and between CITY OF LANCASTER, A CALIFORNIA
MUNICIPAL CORPORATION AND CHARTER CITY, D/B/A LANCASTER ENERGY (“Program Manager”), and [PARTICIPATE.ENERGY [FUND 1] LLC], a California limited liability company (the “Owner”). The parties hereto are sometimes herein referred to individually as a “Party” and collectively as the “Parties”.
RECITALS
A. Program Manager, Owner and Tesla, Inc. (“Installer”) have entered in to certain agreements for the creation of a distributed solar and energy storage program for residential electricity customers in Program Manager’s service territory (the” Program”). Under the terms of the Program, Owner will develop, finance, and own residential solar and energy storage systems to be located at private residences within Program Manager’s service territory (each a “System” or, collectively, the “Systems”), Installer will install the Systems under an installation contract between Installer and Owner (“Installation Contract”), and Program Manager will buy from Owner the energy and certain energy attributes and benefits generated by each System under the terms of a certain power purchase agreement between the Parties of even date herewith (the “Power Purchase Agreement”).
B. Owner does not independently maintain the internal capability to perform the Program Management Services (as defined below) that Owner requires in connection with the installation of the Systems, and Program Manager’s capabilities are expected to provide significant benefits to Owner. Therefore, Owner desires to engage Program Manager to manage certain aspects of the System permit management, Installer communication, and origination of potential customers in Program Manager’s service territory, all as further set forth herein (the “Program Management Services”).
C. In consideration of the mutual covenants and agreements herein contained, and for other good and valuable consideration, the sufficiency and adequacy of which are hereby acknowledged, the Parties agree to the following:
AGREEMENT
In consideration of the above recitals, the premises and mutual covenants set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties, intending to be legally bound, hereby agree as follows:
1.Appointment and Term; Assumption of Development Responsibilities; Standard of Performance. Owner hereby appoints Program Manager to render the Program Management Services as further described in the Schedule of Program Management Services attached hereto as Exhibit A. Program Manager hereby accepts such appointment. The term of this Agreement shall be co-terminus with the term of the Power Purchase Agreement (“Term”).
Program Manager shall use such diligence, care and prudence in the performance of its obligations 2 hereunder as are commercially reasonable, and shall devote such time, effort and skills of its personnel as a reasonable service Program Manager in like position would do in like circumstances.
2.Limitations and Restrictions. Notwithstanding any provisions of this Agreement, Program Manager shall not take any action, expend any sum, make any decision, give any consent, approval or authorization, or incur any obligation with respect to any of the following matters unless and until the same has been approved by Owner:
(a) alteration of any System contemplated by the Installation Contract, except for such matters as may be expressly delegated in writing to Program Manager by Owner; (b) any proposed change in the installation of a System, or in the plans and specifications therefor as previously approved by Owner, that increases the cost thereof, or any other change that would affect the design, cost, value or quality of any of a System, except for such matters as may be expressly delegated in writing to Program Manager by Owner.
3.Standard of Conduct.
a) Program Manager shall provide the Program Management Services, perform its other obligations and exercise its rights or powers under this Agreement in a prudent manner, with the degree of skill and judgment normally exercised by Program Managers performing Program Management Services for the permitting of systems of a similar nature, and in accordance with: (i) any applicable laws and regulations; and (ii) any agreement, instrument or other document to which Owner is a party, and that Owner has delivered to Program Manager, that relates to a System or any component thereof (“Project Documents”), except to the extent Owner provides Program Manager with written instructions not to do so in the event Owner is contesting in good faith the validity or application of any such applicable laws and regulations or such term and condition of a System Document, in any reasonable manner. b) Program Manager may, at any time, if it reasonably considers it to be necessary or appropriate, request written instruction from Owner with respect to any matter contemplated by this Agreement and may defer action thereon pending the receipt of such written instructions.
c) Program Manager shall advise Owner promptly, if it becomes aware of any material inconsistency between any of the following:
(i) Owner’s instructions given in accordance with this Agreement from time to time;
(ii) any System Document;
(iii) Required insurance (if any); and
(iv) any applicable laws and regulations or Permit.
3 d) Any action taken by Program Manager in accordance with the written instructions of Owner, or failure to act pending the receipt of such written instructions, shall be deemed to be within the scope of Program Manager’s authority and in accordance with its obligations under this Agreement and, without limitation, shall not constitute gross negligence or willful misconduct as referred in Section 10(b).
4.Accounts and Records.
(a) Program Manager, shall keep such books of account and other records relating to each System as may be required by applicable laws and regulations or as reasonably requested by Owner in writing. All accounts and records relating to a System, including all correspondence, shall be surrendered to Owner upon demand without charge therefor. (b) All books and records prepared or maintained by Program Manager shall be kept and maintained at all times at secure locations accessible to Owner for audit, inspection and copying by Owner or any representative or auditor therefor or supervisory or regulatory authority upon reasonable written request.
(c) During the Term, Program Manager shall keep Owner reasonably informed as to the status of the Program Management Services provided by Program Manager. Program Manager shall notify Owner in writing of any material event related to the Program Management Services provided by Program Manager hereunder.
5.Accrual Schedule. The Program Management Agreement Fee (as defined below) shall be earned in full for a System when a System is placed in service for purposes of Sections 48 and 168 of the Internal Revenue Code, as amended, and shall be paid promptly when a System has reached final completion under the terms of the respective Installation Contract (collectively, “Final Completion”).
6.Compensation. As consideration for Program Manager’s Program Management Services to be performed under this Agreement, Owner will pay Program Manager a fee (the “Program Management Agreement Fee”) equal to Forty U.S. Cents ($0.40) multiplied by each Watt/dc of solar generating capacity for each System that has reached Final Completion and for which Program Manager has confirmed in a legally binding manner that such System will be covered under the Power Purchase Agreement for the term thereof. 4 7.Default and Remedies. If Program Manager defaults in the performance of any of its material covenants or obligations under this Agreement and such default continues unremedied for a period of 30 days after written notice thereof from Owner to Program Manager, Owner shall have the right, at its election, to exercise one or more of the following rights and remedies; provided, however, if the default is of such a nature that it cannot be cured within the 30-day period, and Program Manager has begun to cure each default within the 30-day period, Program Manager shall have an additional 60 days in which to cure said default provided it acts in good faith and with due diligence to cure the same (all of which shall be cumulative); provided, further, however, that a default under any agreement with a contractor, subcontractor, engineer or equipment Program Manager for a System, or a delay due to action or inaction by the utility shall not be deemed a default under the Agreement:
(a) terminate this Agreement; and
(b) enforce the provisions of this Agreement by legal proceedings for the specific performance of any covenant or agreement contained herein or for the enforcement of any other appropriate legal or equitable remedy and recover damages caused by any breach by Program Manager of the provisions of this Agreement, including court costs, reasonable attorneys’ fees and other expenses incurred in the enforcement of the obligations of Program Manager hereunder; and (c) exercise any and all rights and remedies that Owner (or its Members) may have under applicable laws and regulations; and
(d) in addition to any rights now or hereafter granted under applicable laws and regulations and not by way of limitation of any such rights, upon the occurrence of any event of default hereunder that is not cured within the time period specified in this Section 7, Owner is authorized to set off and to apply any amounts payable to Program Manager hereunder against and on account of the obligations of Program Manager to Owner hereunder.
8.Indemnity and Liability
(a) Limitation of Liability.
(i) Notwithstanding any provision in this Agreement to the contrary, neither Party, nor their respective Affiliates, nor any of their respective officers, directors, employees, agents, contractors, subcontractors, vendors, shareholders, members, partners or representatives, shall be liable hereunder for any consequential or indirect loss or damage, including loss of profit, cost of capital, loss of goodwill or any other special or incidental damages, it being understood that the Parties’ indemnification obligations under this Section 8 are not and shall not be deemed to be consequential or indirect loss or damage under this Section 8. (ii) Except as provided in this Section 8, Program Manager shall have no liability hereunder to Owner for damages or other amounts in connection with a breach by Program Manager of this Agreement or a failure by Program Manager to perform the Program Management Services in accordance with the terms and conditions hereof or otherwise as a result of the Program Management Services performed by Program Manager pursuant to this Agreement. 5 (iii) The Parties further agree that the waivers and disclaimers of liability, indemnities, releases from liability, and limitations on liability expressed in this Agreement shall survive termination or expiration of this Agreement, and shall apply at all times, whether in contract, equity, tort or otherwise, even in the event of the fault, negligence, including sole negligence, strict liability, or breach of the Party indemnified, released or whose liabilities are limited, and shall extend to the partners, members, principals, shareholders, directors, officers, employees and agents of each Party and its Affiliates.
(b) Indemnity. To the extent it may lawfully do so, each of Program Manager and Owner hereby indemnify, defend (with counsel of its choosing), and hold harmless the other party and its directors, agents, officers, members, employees and volunteers from and against any and all liability or claim of liability, loss or expense, including defense costs and legal fees and claims for damages of whatsoever character, nature and kind, whether directly or indirectly arising from or connected to: bodily injury, death, personal injury, or property damage caused by negligence, creation or maintenance of a dangerous condition of property, or intentional infliction of harm, including any workers’ compensation suits, liability, or expense, arising from or connected with Program Management Services performed by on behalf of the indemnifying party by any person pursuant to this Agreement; nonpayment for labor, materials, appliances, teams, or power, performed on, or furnished or contributed to the Site. Notwithstanding the above, neither Program Manager nor Owner shall be required to defend, indemnify and hold harmless the other for such other party’s negligent acts and omissions or willful misconduct. It is the intent of the Parties that where negligence is determined to have been joint or contributory, principles of comparative negligence will be followed, and each Party shall bear the proportionate cost of any loss damage, expense or liability attributable to that Party’s negligence.
9.Notices. Any notice, request, demand or other communication which is required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given:
(i) on the date of receipt by the applicable Party if personally delivered; (ii) when transmitted by the applicable Party if transmitted by telecopy, electronic mail, or other digital transmission method, subject to the sender’s facsimile machine receiving the correct answerback of the addressee and confirmation of uninterrupted transmission by a transmission report or the recipient confirming by telephone to sender that he has received the facsimile or electronic mail message; and (iii) when received by the applicable Party, if sent for next day delivery to a domestic address by recognized overnight delivery service or, if sent by certified or registered mail, return receipt requested.
Notices shall be given:
If to Owner, to:
_______
6 If to Program Manager, to:
Lancaster Energy
44933 Fern Ave.
Lancaster, CA Zip: 93534
Attn: Contract Administration
Phone: (661) 723-6185
Facsimile: (661) 723-6180
Email:
10.General Provisions.
(a) No Agency Relationship. This Agreement does not create an agency relationship between the Parties and does not establish a joint venture or partnership between the parties. Except as expressly set forth herein, neither party has the authority to bind the other party or represent to any person that the party is an agent of the other party. (b) Agreement. This Agreement consists of the terms and conditions set forth herein, as well as the appendices hereto, which are incorporated by reference herein and made part hereof.
In the event of a conflict, variation or inconsistency between the appendices hereto and the terms and conditions contained in the body of this Agreement, the latter shall control and be given priority.
(c) Relationship of the Parties.
(i) Program Manager has been retained by Owner as an independent contractor to solely perform the Program Management Services on behalf of Owner. (ii) Without limiting the relationship of any Party under any other agreement, nothing contained or implied in this Agreement shall constitute or be deemed to constitute any Party as the partner of any other Party for any purpose whatsoever; or create, or be deemed to create, any partnership between any Party and the any other Party. (iii) No Party shall by virtue of this Agreement have the power or authority to enter into any agreement or undertaking for or to act on behalf of or otherwise to bind the any other Party as to any matter or thing to be done in relation to a System or to the provision of the Program Management Services save as may be expressly authorized in this Agreement or agreed in writing between the Parties from time to time.
(d) Entire Agreement. This Agreement, the Schedules and Exhibits attached hereto contains the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior negotiations, undertakings and agreements. Neither Party will be bound by or deemed to have made in connection herewith any representations, warranties, commitments or undertakings, except those contained herein.
7 (e) Captions; Exhibits. Titles or captions of sections contained in this Agreement are inserted only as a matter of convenience and for reference, and in no way define, limit, extend, describe or otherwise affect the scope or meaning of this Agreement or the intent of any provision hereof. All exhibits and appendices attached hereto shall be considered a part hereof as though fully set forth herein.
(f) Amendment. This Agreement may not be amended or modified in any way unless such amendment or modification is in writing signed by duly authorized representatives of each Party.
(g) No Waivers. It is understood and agreed that any delay, waiver or omission by Owner or Program Manager to exercise any right or power arising from any breach or default by Owner or Program Manager with respect to any of the terms, provisions, or covenants of this Agreement shall not be construed to be a waiver by Owner or Program Manager of any subsequent breach or default of the same or other terms, provisions or covenants on the part of Owner or Program Manager. No waiver of any right or power by any Party under this Agreement shall be deemed effective unless in writing and signed by the waiving Party. (h) Changed Conditions; Invalidity. If there is an occurrence of an event of Force Majeure, there is a material change in market conditions affecting the prices of goods and Program Management Services constituting Development Costs, there is a change in any Project Document or financing document or Owner enters into a new Project Document or financing document affecting performance of the Program Management Services hereunder, or there is a change in any applicable Law, and any such performance or occurrence results in increased or decreased costs to Program Manager, or Owner, as the case may be, shall be entitled to an equitable budget adjustment reflecting the reasonable value of any such increased or decreased costs from such performance or occurrence, and the Parties hereby agree to adjust equitably such other provisions of this Agreement that are directly affected by such performance or occurrence; provided, however, that such adjustments must be consistent with the economic expectations and the intent of the Parties. The invalidity or unenforceability for public policy or other equitable grounds of any provision of this Agreement shall be determined only by a court of competent jurisdiction, and the Parties hereby agree to negotiate an equitable adjustment to the invalid or unenforceable provisions with a view toward affecting the purposes of this Agreement. The validity or enforceability of the remaining provisions or portions or applications hereof shall not be affected thereby.
(i) Representations and Warranties.
(i) Each Party represents and warrants to the other that:
(A) it is duly formed and validly existing under the laws of its jurisdiction of formation;
8 (B) it has the legal right and full power and authority to execute and deliver, and to exercise its rights and perform its obligations under, this Agreement; (C) all corporate or company action required by it validly and duly to authorize the execution and delivery of, and to exercise its rights and perform its obligations under, this Agreement has been duly taken; and
(D) this Agreement constitutes a valid and binding agreement enforceable against it in accordance with its terms.
(ii) Except as expressly provided in this Agreement or as required by law, no Party makes any warranties or guarantees to the other, either express or implied, with respect to the Facility, the Program Management Services or any other subject matter of this Agreement, and, to the extent permitted by law, each Party disclaims and waives any implied warranties or warranties imposed by law.
(j) Counterparts. The Parties may execute this Agreement in two or more counterparts, which shall, in the aggregate, be signed by the Parties and each counterpart shall be deemed an original instrument as against any Party who has signed it. (k) Facsimile or Electronic Delivery. This Agreement may be duly executed and delivered by a Party by execution and facsimile or electronic format (including portable document format (.pdf)) delivery of the signature page of a counterpart to the other Party, and, if delivery is made by facsimile or other electronic format, the executing Party shall promptly deliver, via overnight delivery, a complete original counterpart that it has executed to the other Party, but this Agreement shall be binding on and enforceable against the executing Party whether or not it delivers such original counterpart.
(l) Dispute Resolution. In the event a dispute arises between the Parties regarding the application or interpretation of this Agreement, the aggrieved Party shall promptly notify the other Party of its intent to invoke this dispute resolution procedure within ten (10) Business Days after such dispute arises. If the Parties shall fail to resolve the dispute within ten (10) Business Days after delivery of such notice, each Party shall, within five (5) Business Days thereafter, nominate a senior officer of its management to meet at the Facility, or at any other mutually agreed location, to resolve the dispute. If the dispute remains unresolved within ten (10) Business Days after such a meeting has commenced, each Party, without further delay, shall have the right to pursue any and all remedies available at law or in equity. The pendency of any dispute under this Agreement shall not of itself relieve any Party of any duty to perform under this Agreement. (m) Non-Recourse. Notwithstanding anything to the contrary provided in this Agreement, it is specifically understood and agreed that there shall be absolutely no personal liability on the part of any of the partners, members, shareholders, or affiliates of the Parties, or any of their respective directors, officers, employees, agents or representatives, (each, a “Protected Person”) for the payment of any amounts due or the performance of any other obligation of any Party under this Agreement. Each Party shall look solely to the assets of the other Parties for the satisfaction of each and every right or remedy under or in connection with this Agreement. In 9 furtherance of the foregoing, Owner and Program Manager each agrees that it shall neither seek or obtain, nor be entitled to seek or obtain, any deficiency or other judgment against any Protected Person for any action or inaction under or in connection with this Agreement, and Owner and Program Manager each releases all such Protected Persons from any such claims by Program Manager or Owner, as the case may be.
[Signature Page Follows]
[Signature Page to Program Management Agreement]
IN WITNESS WHEREOF, the parties have executed this Program Management Services Agreement as of the date first written above.
PROGRAM MANAGER:
City of Lancaster,
a California municipal corporation and charter
city,
d/b/a Lancaster Energy
By: ____________________________
Name: ___________________________
Title: ___________________________
OWNER:
[Owner Name]
By: ____________________________
Name: ___________________________
Title: ___________________________
EXHIBIT A
PROGRAM MANAGEMENT SERVICES SCHEDULE
Program Management Services generally include all activities necessary or helpful to (a) monitor, manage, and accelerate all permitting activities for any System; (c) create a streamlined and integrated System permitting process allowing for faster System permitting;
(d) effectively communicate with and guide Installer through the System permitting process to ensure shorter permitting timelines and to avoid any permitting delays; (e) Effectively coordinate the System permitting process with all other governmental agencies involved;
(f) To the extent legally permissible, expedite the permitting for any System; and (d) prepare materials and conduct communications and outreach to residential electric power customer in its service territory to promote the Program and to encourage the installation of Systems by its customers.
PROGRAM SUPPORT AGREEMENT
This Program Support Agreement (this “Agreement”) dated effective as of __, 2022, (the “Effective Date”) is by and between CITY OF LANCASTER, A CALIFORNIA MUNICIPAL CORPORATION AND CHARTER CITY, D/B/A LANCASTER ENERGY (“Lancaster Energy”), and [PARTICIPATE.ENERGY [FUND 1] LLC], a California limited liability company (the “Owner”). The parties hereto are sometimes herein referred to individually as a “Party” and collectively as the “Parties”.
RECITALS
A. Lancaster Energy, Owner and Tesla, Inc. (“O&M Provider”) have entered in to certain agreements for the creation of a distributed solar and energy storage program for residential electricity customers in Lancaster Energy’s service territory (the “Program”). Under the terms of the Program, Owner will develop, finance, and own residential solar and energy storage systems to be located at private residences within Lancaster Energy’s service territory (each a “System” or, collectively, the “Systems”), O&M Provider will operate and maintain the Systems under an O&M Contract between O&M Provider and Owner (the “O&M Contract”), Lancaster Energy will buy from Owner the energy and certain energy attributes and benefits generated by each System under the terms of a certain power purchase agreement between the Parties of even date herewith (the “Power Purchase Agreement”), and sell the electric power generated by a System to the residential customer in Lancaster Energy’s service territory, where the System is located (the “Customer”).
B. Buyer and Owner intend that Systems will be added to this Agreement and the Power Purchase Agreement from time to time during the term of the Power Purchase Agreement.
C. Owner does not independently maintain the internal capability to perform the Program Support Services (as defined below) that Owner requires in connection with the operation and maintenance of the Systems, and Lancaster Energy’s capabilities are expected to provide significant benefits to Owner. Therefore, Owner desires to engage Lancaster Energy to support certain aspects of the Systems operations and management as further set forth herein (the “Program Support Services”).
D. In consideration of the mutual covenants and agreements herein contained, and for other good and valuable consideration, the sufficiency and adequacy of which are hereby acknowledged, the Parties agree to the following:
AGREEMENT
In consideration of the above recitals, the premises and mutual covenants set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties, intending to be legally bound, hereby agree as follows:
1.Appointment and Term; Assumption of Development Responsibilities; Standard of Performance. Owner hereby appoints Lancaster Energy to render the Program Support Services as further described in the Schedule of Program Support Services attached hereto 2 as Exhibit A. Lancaster Energy hereby accepts such appointment. The term of this Agreement shall be co-terminus with the term of the Power Purchase Agreement (“Term”). Lancaster Energy shall use such diligence, care and prudence in the performance of its obligations hereunder as are commercially reasonable, and shall devote such time, effort and skills of its personnel as a reasonable service provider in like position would do in like circumstances.
2.Standard of Conduct.
a) Lancaster Energy shall provide the Program Support Services, perform its other obligations and exercise its rights or powers under this Agreement in a prudent manner, with the degree of skill and judgment normally exercised by service providers performing operations and management services to support solar and energy storage system operations and management of a similar nature, and in accordance with: (i) any applicable laws and regulations and permits; and (ii) any agreement, instrument or other document to which Owner is a party, and that Owner has delivered to Lancaster Energy, that relates to the development, construction, Owner or a System or any component thereof (“System Documents”), except to the extent Owner provides Lancaster Energy with written instructions not to do so in the event Owner is contesting in good faith the validity or application of any such applicable laws and regulations or such term and condition of a System Document, in any reasonable manner. b) Lancaster Energy may, at any time, if it reasonably considers it to be necessary or appropriate, request written instruction from Owner with respect to any matter contemplated by this Agreement and may defer action thereon pending the receipt of such written instructions.
c) Lancaster Energy shall advise Owner promptly, if it becomes aware of any material inconsistency between any of the following:
(i) Owner’s instructions given in accordance with this Agreement from time to time;
(ii) any System Document;
(iii) Required insurance (if any); and
(iv) any applicable laws and regulations or permit.
d) Any action taken by Lancaster Energy in accordance with the written instructions of Owner, or failure to act pending the receipt of such written instructions, shall be deemed to be within the scope of Lancaster Energy’s authority and in accordance with its obligations under this Agreement and, without limitation, shall not constitute gross negligence or willful misconduct as referred in Section 7.
3.Accounts and Records.
3 (a) Lancaster Energy, on behalf of Owner, shall keep such books of account and other records relating to each System as may be required by applicable laws and regulations or reasonably requested by Owner in writing. All accounts and records relating to a System, including all correspondence, shall be surrendered to Owner upon demand without charge therefor. (b) All books and records prepared or maintained by Lancaster Energy shall be kept and maintained at all times at secure locations accessible to Owner for audit, inspection and copying by Owner or any representative or auditor therefor or supervisory or regulatory authority upon reasonable written request.
(c) During the Term, Lancaster Energy shall keep Owner informed as to the status of the Program Support Services provided by Lancaster Energy hereunder in a frequency Lancaster Energy and Owner may agree to from time to time. Lancaster Energy shall notify Owner of any material event related to the Program Support Services provided by Lancaster Energy hereunder.
4.Compensation and Payment.
(a) As consideration for Lancaster Energy’s Program Support Services to be performed under this Agreement, Owner will pay Lancaster Energy a fee (the “Program Support Services Fee”) equal to (i) Two U.S. Cents ($0.02) multiplied by each Kilowatt-hour Watt/dc of solar generating capacity for each System that has been placed into operation and for which Lancaster Energy has confirmed in a legally binding manner that such System will be covered under the Power Purchase Agreement for the term thereof, plus (ii) Fifteen Dollars ($15.00) per month for each Tesla Powerwall installed as part of a System that has been placed into operation and for which Lancaster Energy has confirmed in a legally binding manner that such System will be covered under the Power Purchase Agreement for the term thereof. (b) The Program Support Services Fee shall become due and payable on a quarterly basis, not later than the fifteenth (15th) day after the end of each calendar quarter during the Term (each, a “Fee Calculation Period”), provided, that payment of any Program Support Services Fee due and payable shall be limited to funds available to Owner from Net Operating Cash Flow during such Fee Calculation Period. The term “Net Operating Cash Flow” as used in this Agreement shall mean the cash proceeds received by Owner under the terms of the Power Purchase Agreement during a Fee Calculation Period, reduced by (i) actual or reasonably estimated operating and maintenance expenses for all Systems in operation at any time during such Fee Calculation Period, including, without limitation insurance expenses and reasonably estimated reserves for loses, and actual or reasonably estimated System equipment replacement costs during the Term and reserves therefore, (ii) actual or reasonably estimated income or other taxes payable by Buyer with respect to such cash proceeds (iii) preferred distributions to be made and any cash flow payable, or revenue or profit participation allocated to tax or sponsor equity investors unaffiliated with Owner in accordance with the terms and conditions of the then current charter documents of Owner, and (iv) payment of all obligations, including without limitation payment of principal and interest, under any loan document binding Owner at any time during such Fee Calculation Period, or for which any System operating at any time during such Fee Calculation Period has been placed as collateral.
4 (c) Together with any Program Support Services Fee payment, Owner shall provide Lancaster Energy a written accounting for the Program Support Fee due in reasonable detail. In addition, if payment for a Fee Calculation Period is reduced to available funds for payment for the respective Fee Calculation Period in accordance with Section 4(b), above, Owner shall provide Lancaster Energy a written accounting in reasonable detail supporting any fee reduction during such Fee Calculation Period.
(d) Any portion of the Program Support Services Fee reduced during one Fee Calculation Period in accordance with Section 4(b), above, shall be added to the Program Support Services Fee becoming due and payable in the following Fee Calculation Period subject, however, to availability funds from Net Operating Cash Flow during such following Fee Calculation Period.
(e) To facilitate payment and verification, Owner shall maintain all books and records necessary for billing and payments, including copies of all invoices under this Agreement, for a period of at least two (2) years or as otherwise required by applicable laws and regulations.
Upon fifteen (15) days’ Notice to Owner, Lancaster Energy shall be granted reasonable access to the accounting books and records pertaining to all invoices generated pursuant to this Agreement. (f) Payment adjustments shall be made if Owner or Lancaster Energy discovers there have been good faith inaccuracies in invoicing that are not otherwise disputed under Section 4(h), or there is determined to have been a meter inaccuracy sufficient to require a payment adjustment under the Power Purchase Agreement. If the required adjustment is in favor of Owner, Owner’s quarterly Program Support Services Fee payment shall be credited in an amount equal to the adjustment. If the required adjustment is in favor of Lancaster Energy, Lancaster Energy shall add the adjustment amount to Owner’s next quarterly Program Support Fee payment obligation, subject, however, to the limitations set forth in Section 4(b), above. (g) If a payment due date under Section 4(b), above, falls on a weekend or legal holiday, such due date shall be the next Business Day. Payments made after the due date will be considered late and will bear interest on the unpaid balance, except, however, any payment reduction applied during a Fee Calculation Period, if paid during the next available Fee Calculation Period during which funds available to Owner from Net Operating Cash Flow first allow payment of the reduced amount. If the amount due is not paid on or before the due date or if any other payment that is due and owing from one party to another is not paid on or before its applicable due date, a late payment charge shall be applied to the unpaid balance and shall be added to the next billing statement. Such late payment charge shall be calculated based on an annual interest rate equal to 10% (the “Interest Rate”) of the total amount due. If the due date occurs on a day that is not a Business Day, the late payment charge shall begin to accrue on the next succeeding Business Day. The payment of any late payment fee by Owner shall be subject to availability of funds from Net Operating Cash Flow.
(h) A Party may, in good faith, dispute the correctness of any invoice or any adjustment to an invoice, rendered under this Agreement or adjust any invoice for any arithmetic or computational error within twelve (12) months of the date the invoice, or adjustment to an 5 invoice, was rendered. In the event an invoice or portion thereof, or any other claim or adjustment arising hereunder, is disputed, payment of the undisputed portion of the invoice shall be required to be made when due. Any invoice dispute or invoice adjustment shall be in writing and shall state the basis for the dispute or adjustment. Payment of the disputed amount shall not be required until the dispute is resolved. Upon resolution of the dispute, any required payment shall be made within two (2) Business Days of such resolution along with interest accrued at the Interest Rate from and including the original due date to but excluding the date paid. Inadvertent overpayments shall be returned upon request or deducted by the Party receiving such overpayment from subsequent payments, with interest accrued at the Interest Rate from and including the date of such overpayment to but excluding the date repaid or deducted by the Party receiving such overpayment. Any dispute with respect to an invoice is waived if the other Party is not notified in accordance with this Section 4(h) within twelve (12) months after the invoice is rendered or subsequently adjusted, except to the extent any misinformation was from a third party not affiliated with any Party and such third party corrects its information after the twelve-month period. If an invoice is not rendered within twelve (12) months after the close of the month during which performance occurred, the right to payment for such performance is waived.
5.Default and Remedies. If either Party defaults in the performance of any of its material covenants or obligations under this Agreement and such default continues unremedied for a period of (a) ten (10) days, in case of any monetary default, or (b) thirty (30) days in case of non- monetary default, in each after written notice thereof from the non-defaulting Party to the defaulting Party, the non-defaulting Party shall have the right, at its election, to exercise one or more of the following rights and remedies; provided, however, if a non-monetary default is of such a nature that it cannot be cured within said thirty (30) day period, and the defaulting Party has begun to cure each default within the 30-day period, the defaulting Party shall have an additional 60 days in which to cure said default provided it acts in good faith and with due diligence to cure the same (all of which shall be cumulative); provided, further, however, that a default under any agreement with a contractor, subcontractor, engineer or equipment manager for a System, or a delay due to action or inaction by the utility shall not be deemed a default under the Agreement:
(a) terminate this Agreement; and
(b) enforce the provisions of this Agreement by legal proceedings for the specific performance of any covenant or agreement contained herein or for the enforcement of any other appropriate legal or equitable remedy and recover damages caused by any breach by the defaulting Party of the provisions of this Agreement, including court costs, reasonable attorneys’ fees and other expenses incurred in the enforcement of the obligations of the Defaulting Party hereunder; and
(c) exercise any and all rights and remedies that the non-defaulting Party may have under applicable laws and regulations; and
(d) in addition to any rights now or hereafter granted under applicable laws and regulations and not by way of limitation of any such rights, upon the occurrence of any event of default hereunder that is not cured within the time period specified in this Section 5, the non- defaulting Party is authorized to set off and to apply any amounts payable to the defaulting Party 6 hereunder against and on account of the obligations of defaulting Party to the non-defaulting Party hereunder.
6.Indemnity and Liability
(a) Limitation of Liability.
(i) Notwithstanding any provision in this Agreement to the contrary, neither Party, nor their respective Affiliates, nor any of their respective officers, directors, employees, agents, contractors, subcontractors, vendors, shareholders, members, partners or representatives, shall be liable hereunder for any consequential or indirect loss or damage, including loss of profit, cost of capital, loss of goodwill or any other special or incidental damages, it being understood that the Parties’ indemnification obligations under this Section 6 are not and shall not be deemed to be consequential or indirect loss or damage under this Section 6. (ii) Except as provided in this Section 6, Lancaster Energy shall have no liability hereunder to Owner for damages or other amounts in connection with a breach by Lancaster Energy of this Agreement or a failure by Lancaster Energy to perform the Program Support Services in accordance with the terms and conditions hereof or otherwise as a result of the Program Support Services performed by Lancaster Energy pursuant to this Agreement. (iii) The Parties further agree that the waivers and disclaimers of liability, indemnities, releases from liability, and limitations on liability expressed in this Agreement shall survive termination or expiration of this Agreement, and shall apply at all times, whether in contract, equity, tort or otherwise, even in the event of the fault, negligence, including sole negligence, strict liability, or breach of the Party indemnified, released or whose liabilities are limited, and shall extend to the partners, members, principals, shareholders, directors, officers, employees and agents of each Party and its Affiliates.
(b) Indemnity. To the extent it may lawfully do so, each of Lancaster Energy and Owner hereby indemnify, defend (with counsel of its choosing), and hold harmless the other party and its directors, agents, officers, members, employees and volunteers from and against any and all liability or claim of liability, loss or expense, including defense costs and legal fees and claims for damages of whatsoever character, nature and kind, whether directly or indirectly arising from or connected to: bodily injury, death, personal injury, or property damage caused by negligence, creation or maintenance of a dangerous condition of property, or intentional infliction of harm, including any workers’ compensation suits, liability, or expense, arising from or connected with Program Support Services performed by on behalf of the indemnifying party by any person pursuant to this Agreement; nonpayment for labor, materials, appliances, teams, or power, performed on, or furnished or contributed to the Site. Notwithstanding the above, neither Lancaster Energy nor Owner shall be required to defend, indemnify and hold harmless the other for such other party’s negligent acts and omissions or willful misconduct. It is the intent of the Parties that where negligence is determined to have been joint or contributory, principles of comparative negligence will be followed, and each Party shall bear the proportionate cost of any loss damage, expense or liability attributable to that Party’s negligence. 7 7.Notices. Any notice, request, demand or other communication which is required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given: (i) on the date of receipt by the applicable Party if personally delivered; (ii) when transmitted by the applicable Party if transmitted by telecopy, electronic mail, or other digital transmission method, subject to the sender’s facsimile machine receiving the correct answerback of the addressee and confirmation of uninterrupted transmission by a transmission report or the recipient confirming by telephone to sender that he has received the facsimile or electronic mail message; and (iii) when received by the applicable Party, if sent for next day delivery to a domestic address by recognized overnight delivery service or, if sent by certified or registered mail, return receipt requested.
Notices shall be given:
If to Owner, to:
_______
If to Lancaster Energy, to:
Lancaster Energy
44933 Fern Ave.
Lancaster, CA Zip: 93534
Attn: Contract Administration
Phone: (661) 723-6185
Facsimile: (661) 723-6180
Email:
8.General Provisions.
(a) No Agency Relationship. This Agreement does not create an agency relationship between the Parties and does not establish a joint venture or partnership between the parties. Except as expressly set forth herein, neither party has the authority to bind the other party or represent to any person that the party is an agent of the other party. (b) Agreement. This Agreement consists of the terms and conditions set forth herein, as well as the appendices hereto, which are incorporated by reference herein and made part hereof.
In the event of a conflict, variation or inconsistency between the appendices hereto and the terms and conditions contained in the body of this Agreement, the latter shall control and be given priority.
8 (c) Relationship of the Parties.
(i) Lancaster Energy has been retained by Owner as an independent contractor to solely perform the Program Support Services on behalf of Owner. (ii) Without limiting the relationship of any Party under any other agreement, nothing contained or implied in this Agreement shall constitute or be deemed to constitute any Party as the partner of any other Party for any purpose whatsoever; or create, or be deemed to create, any partnership between any Party and the any other Party. (iii) No Party shall by virtue of this Agreement have the power or authority to enter into any agreement or undertaking for or to act on behalf of or otherwise to bind the any other Party as to any matter or thing to be done in relation to a System or to the provision of the Program Support Services save as may be expressly authorized in this Agreement or agreed in writing between the Parties from time to time.
(d) Entire Agreement. This Agreement, the Schedules and Exhibits attached hereto contains the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior negotiations, undertakings and agreements. Neither Party will be bound by or deemed to have made in connection herewith any representations, warranties, commitments or undertakings, except those contained herein.
(e) Captions; Exhibits. Titles or captions of sections contained in this Agreement are inserted only as a matter of convenience and for reference, and in no way define, limit, extend, describe or otherwise affect the scope or meaning of this Agreement or the intent of any provision hereof. All exhibits and appendices attached hereto shall be considered a part hereof as though fully set forth herein.
(f) Amendment. This Agreement may not be amended or modified in any way unless such amendment or modification is in writing signed by duly authorized representatives of each Party.
(g) No Waivers. It is understood and agreed that any delay, waiver or omission by Owner or Lancaster Energy to exercise any right or power arising from any breach or default by Owner or Lancaster Energy with respect to any of the terms, provisions, or covenants of this Agreement shall not be construed to be a waiver by Owner or Lancaster Energy of any subsequent breach or default of the same or other terms, provisions or covenants on the part of Owner or Lancaster Energy. No waiver of any right or power by any Party under this Agreement shall be deemed effective unless in writing and signed by the waiving Party. (h) Changed Conditions; Invalidity. If there is an occurrence of an event of Force Majeure, there is a material change in market conditions affecting the prices of goods and Program Support Services constituting Development Costs, there is a change in any Project Document or financing document or Owner enters into a new Project Document or financing document affecting performance of the Program Support Services hereunder, or there is a change in any applicable Law, and any such performance or occurrence results in increased or decreased costs to Lancaster 9 Energy, or Owner, as the case may be, shall be entitled to an equitable budget adjustment reflecting the reasonable value of any such increased or decreased costs from such performance or occurrence, and the Parties hereby agree to adjust equitably such other provisions of this Agreement that are directly affected by such performance or occurrence; provided, however, that such adjustments must be consistent with the economic expectations and the intent of the Parties.
The invalidity or unenforceability for public policy or other equitable grounds of any provision of this Agreement shall be determined only by a court of competent jurisdiction, and the Parties hereby agree to negotiate an equitable adjustment to the invalid or unenforceable provisions with a view toward affecting the purposes of this Agreement. The validity or enforceability of the remaining provisions or portions or applications hereof shall not be affected thereby. (i) Representations and Warranties.
(i) Each Party represents and warrants to the other that:
(A) it is duly formed and validly existing under the laws of its jurisdiction of formation;
(B) it has the legal right and full power and authority to execute and deliver, and to exercise its rights and perform its obligations under, this Agreement; (C) all corporate or company action required by it validly and duly to authorize the execution and delivery of, and to exercise its rights and perform its obligations under, this Agreement has been duly taken; and
(D) this Agreement constitutes a valid and binding agreement enforceable against it in accordance with its terms.
(ii) Except as expressly provided in this Agreement or as required by law, no Party makes any warranties or guarantees to the other, either express or implied, with respect to the Facility, the Program Support Services or any other subject matter of this Agreement, and, to the extent permitted by law, each Party disclaims and waives any implied warranties or warranties imposed by law.
(j) Counterparts. The Parties may execute this Agreement in two or more counterparts, which shall, in the aggregate, be signed by the Parties and each counterpart shall be deemed an original instrument as against any Party who has signed it. (k) Facsimile or Electronic Delivery. This Agreement may be duly executed and delivered by a Party by execution and facsimile or electronic format (including portable document format (.pdf)) delivery of the signature page of a counterpart to the other Party, and, if delivery is made by facsimile or other electronic format, the executing Party shall promptly deliver, via overnight delivery, a complete original counterpart that it has executed to the other Party, but this Agreement shall be binding on and enforceable against the executing Party whether or not it delivers such original counterpart.
10 (l) Dispute Resolution. In the event a dispute arises between the Parties regarding the application or interpretation of this Agreement, the aggrieved Party shall promptly notify the other Party of its intent to invoke this dispute resolution procedure within ten (10) Business Days after such dispute arises. If the Parties shall fail to resolve the dispute within ten (10) Business Days after delivery of such notice, each Party shall, within five (5) Business Days thereafter, nominate a senior officer of its management to meet at the Facility, or at any other mutually agreed location, to resolve the dispute. If the dispute remains unresolved within ten (10) Business Days after such a meeting has commenced, each Party, without further delay, shall have the right to pursue any and all remedies available at law or in equity. The pendency of any dispute under this Agreement shall not of itself relieve any Party of any duty to perform under this Agreement. (m) Non-Recourse. Notwithstanding anything to the contrary provided in this Agreement, it is specifically understood and agreed that there shall be absolutely no personal liability on the part of any of the partners, members, shareholders, or affiliates of the Parties, or any of their respective directors, officers, employees, agents or representatives, (each, a “Protected Person”) for the payment of any amounts due or the performance of any other obligation of any Party under this Agreement. Each Party shall look solely to the assets of the other Parties for the satisfaction of each and every right or remedy under or in connection with this Agreement. In furtherance of the foregoing, Owner and Lancaster Energy each agrees that it shall neither seek or obtain, nor be entitled to seek or obtain, any deficiency or other judgment against any Protected Person for any action or inaction under or in connection with this Agreement, and Owner and Lancaster Energy each releases all such Protected Persons from any such claims by Lancaster Energy or Owner, as the case may be.
[Signature Page Follows]
[Signature Page to Program Support Agreement]
IN WITNESS WHEREOF, the parties have executed this Program Support Services Agreement as of the date first written above.
LANCASTER ENERGY:
City of Lancaster,
a California municipal corporation and charter
city,
d/b/a Lancaster Energy
By: ____________________________
Name: ___________________________
Title: ___________________________
OWNER:
[Owner Name]
By: ____________________________
Name: ___________________________
Title: ___________________________
EXHIBIT A
PROGRAM SUPPORT SERVICES SCHEDULE
1. Lancaster Energy shall provide Level 1 System Support for all Systems included under the Power Purchase Agreement, including without limitation maintaining and coordinating all personnel, activities, and infrastructure reasonably required for such Level 1 Support Services. “Level 1 Support Services” shall include:
a) Provide first contact and Customer interaction for any System-related communication via email and telephone;
b) Clarify general System functions and features via email or telephone upon receipt of Customer requests;
c) To the extent possible by telephone or email, verify, analyze and correct System problems reported by Customers;
d) Create incident reports, including initial analysis, for System problems that cannot be corrected by telephone or email;
e) Forward incident reports to Tesla promptly upon report of any System problem that cannot be corrected by Lancaster Energy by telephone or email; f) Period reporting to Owner and Tesla of all significant System-related Customer interactions.
FORM OF POWER PURCHASE AGREEMENT
25382653v1
RESIDENTIAL SOLAR / ENERGY STORAGE PROGRAM
POWER PURCHASE AND SALE AGREEMENT
BETWEEN
CITY OF LANCASTER, A CALIFORNIA MUNICIPAL CORPORATION
AND CHARTER CITY, D/B/A LANCASTER ENERGY
AND
[PARTICIPATE.ENERGY [FUND 1] LLC]
TABLE OF CONTENTS
[NTD: INDEX WILL BE UPDATED IN FINAL VERSION]
Page
i
25382653v1
ARTICLE 1 DEFINITIONS .................................................................................................1
1.1 Contract Definitions................................................................................................1
1.2 Rules of Interpretation ..........................................................................................13 ARTICLE 2 SPECIAL CONDITIONS...............................................................................14
2.1 Generating System................................................................................................14
2.2 Forecasted Commercial Operation Date...............................................................16
2.3 ..............................................................................................................................16
2.4 ..............................................................................................................................16
2.5 ..............................................................................................................................16
2.6 ..............................................................................................................................17 ARTICLE 3 TERM; CONDITIONS PRECEDENT...........................................................17
3.1 Contract Term.......................................................................................................17
3.2 Conditions Precedent............................................................................................17
3.3 Seller Reports........................................................................................................18
3.4 ..............................................................................................................................18 ARTICLE 4 PURCHASE AND SALE...............................................................................19
4.1 Sale of Product......................................................................................................19
4.2 Sale of Green Attributes .......................................................................................19
4.3 Compensation .......................................................................................................19
4.4 ..............................................................................................................................20
4.5 Ownership of Renewable Energy Incentives........................................................20
4.6 Future Environmental Attributes ..........................................................................20
4.7 ..............................................................................................................................21
4.8 ..............................................................................................................................21
4.9 ..............................................................................................................................21
4.10 Eligibility ..............................................................................................................21
4.11 ..............................................................................................................................21 ARTICLE 5 OBLIGATIONS AND DELIVERIES............................................................21
5.1 Delivery ................................................................................................................21
5.2 Title and Risk of Loss...........................................................................................22
5.3 ..............................................................................................................................22
5.4 Forecasting............................................................................................................24
5.5 Dispatch Down/Curtailment .................................................................................25
5.6 Reduction in Delivery Obligation.........................................................................26
5.7 ..............................................................................................................................26
5.8 Financial Statements.............................................................................................26
TABLE OF CONTENTS
(continued)
Page
ii
25382653v1
ARTICLE 6 TAXES ...........................................................................................................27
6.1 Allocation of Taxes and Charges..........................................................................27
6.2 Cooperation...........................................................................................................27 ARTICLE 7 MAINTENANCE OF THE SYSTEM ...........................................................27
7.1 Maintenance of the System...................................................................................27
7.2 Maintenance of Health and Safety........................................................................27 ARTICLE 8 METERING....................................................................................................28
8.1 Metering................................................................................................................28
8.2 Meter Verification ................................................................................................28 ARTICLE 9 INVOICING AND PAYMENT; CREDIT.....................................................28
9.1 Invoicing...............................................................................................................28
9.2 Payment ................................................................................................................28
9.3 Books and Records ...............................................................................................29
9.4 Payment Adjustments; Billing Errors...................................................................29
9.5 Billing Disputes ....................................................................................................29
9.6 Netting of Payments .............................................................................................30
9.7 ..............................................................................................................................30
9.8 Seller’s Performance Security ..............................................................................30 ARTICLE 10 NOTICES .......................................................................................................31
10.1 Addresses for the Delivery of Notices..................................................................31
10.2 Acceptable Means of Delivering Notice...............................................................31 ARTICLE 11 FORCE MAJEURE........................................................................................31
11.1 Definition..............................................................................................................31
11.2 No Liability If a Force Majeure Event Occurs .....................................................32
11.3 Notice....................................................................................................................32
11.4 Termination Following Force Majeure Event ......................................................32 ARTICLE 12 DEFAULTS; REMEDIES; TERMINATION................................................33
12.1 Events of Default ..................................................................................................33
12.2 Remedies; Declaration of Early Termination Date ..............................................35
12.3 Termination Payment............................................................................................35
12.4 Notice of Payment of Termination Payment ........................................................36
12.5 Disputes With Respect to Termination Payment..................................................36
12.6 Failure to Meet Commercial Operation Deadline ................................................36
TABLE OF CONTENTS
(continued)
Page
iii
25382653v1
12.7 Rights And Remedies Are Cumulative.................................................................37
12.8 Mitigation .............................................................................................................37 ARTICLE 13 LIMITATION OF LIABILITY AND EXCLUSION OF
WARRANTIES ..............................................................................................37
13.1 No Consequential Damages..................................................................................37
13.2 Waiver and Exclusion of Other Damages ............................................................37 ARTICLE 14 REPRESENTATIONS AND WARRANTIES; AUTHORITY.....................38
14.1 Seller’s Representations and Warranties ..............................................................38
14.2 Buyer’s Effective Date Representations and Warranties......................................39
14.3 General Covenants................................................................................................39 ARTICLE 15 ASSIGNMENT...............................................................................................40
15.1 General Prohibition on Assignments....................................................................40
15.2 Permitted Assignment; Change of Control of Seller ............................................40
15.3 Change of Control of Buyer .................................................................................40 ARTICLE 16 LENDER ACCOMMODATIONS.................................................................41
16.1 Granting of Lender Interest ..................................................................................41
16.2 Rights of Lender ...................................................................................................41
16.3 Cure Rights of Lender ..........................................................................................42 ARTICLE 17 DISPUTE RESOLUTION..............................................................................42
17.1 Governing Law .....................................................................................................42
17.2 Dispute Resolution................................................................................................42 ARTICLE 18 INDEMNIFICATION ....................................................................................42
18.1 Indemnification.....................................................................................................42
18.2 Claims...................................................................................................................43 ARTICLE 19 INSURANCE .................................................................................................43
19.1 Insurance...............................................................................................................43 ARTICLE 20 CONFIDENTIAL INFORMATION..............................................................45
20.1 Definition of Confidential Information ................................................................45
20.2 Duty to Maintain Confidentiality..........................................................................45
20.3 Irreparable Injury; Remedies ................................................................................45
20.4 Disclosure to Lender.............................................................................................45
TABLE OF CONTENTS
(continued)
Page
iv
25382653v1
ARTICLE 21 MISCELLANEOUS.......................................................................................45
21.1 Entire Agreement; Integration; Exhibits...............................................................45
21.2 Amendments.........................................................................................................46
21.3 No Waiver.............................................................................................................46
21.4 No Agency, Partnership, Joint Venture or Lease .................................................46
21.5 Severability...........................................................................................................46
21.6 Forward Contract..................................................................................................46
21.7 Mobile-Sierra........................................................................................................46
21.8 Counterparts..........................................................................................................47
21.9 Facsimile or Electronic Delivery ..........................................................................47
21.10 Binding Effect.......................................................................................................47 v
25382653v1
Exhibits:
Exhibit A Included Systems List
Exhibit B Notices
Exhibit C Emergency Contact Information
25382653v1
RESIDENTIAL SOLAR / ENERGY STORAGE PROGRAM
POWER PURCHASE AND SALE AGREEMENT
This Residential Solar / Energy Storage Program Power Purchase and Sale Agreement (this “Agreement”) is made and effective as of ________, 2022 (the “Effective Date”), by and between [Participate.Energy Fund 1, LLC] (“Seller”) and City of Lancaster, a California municipal corporation and charter city, d/b/a Lancaster Energy (“Buyer”). Seller and Buyer are sometimes referred to herein individually as a “Party” and jointly as the “Parties.” Unless the context otherwise specifies or requires, capitalized terms in this Agreement have the meanings set forth in Article 1.
RECITALS
A, Seller desires to develop, design, construct, finance, own and operate residential solar and energy storage systems to be located at private residences within Buyer’s service territory (each a “System” or, collectively, the “Systems”).
B. Seller desires to sell to Buyer, and Buyer is willing to purchase from Seller the Product generated by each System pursuant to the terms and conditions of this Agreement.
C. Buyer and Seller intend that Seller will add Systems to this Agreement from time to time during the Portfolio Term. Each System, once such System has reached Commercial Operation evidenced by delivery from Seller to Buyer of (i) written confirmation from the System installer that such System has been completed, and (ii) an updated Included Systems List attached hereto as Exhibit A listing such new System as a system covered under this Agreement, shall be covered under the terms of this Agreement, and Buyer shall purchase from Seller the Product generated by such System as of the Commercial Operation Date.
D. In consideration of the mutual covenants and agreements herein contained, and for other good and valuable consideration, the sufficiency and adequacy of which are hereby acknowledged, the Parties agree to the following:
ARTICLE 1
DEFINITIONS
1.1Contract Definitions. The following terms, when used herein with initial capitalization, shall have the meanings set forth below:
“Affiliate” means, with respect to any Person, each Person that directly or indirectly controls, is controlled by, or is under common control with such designated Person. For purposes of this definition, “control” (including, with correlative meanings, the terms “controlled by” and “under common control with”), as used with respect to any Person, shall mean (a) the direct or indirect right to cast at least fifty percent (50%) of the votes exercisable at an annual general meeting (or its equivalent) of such Person or, if there are no such rights, ownership of at least fifty 2 percent (50%) of the equity or other ownership interest in such Person, or (b) the right to direct the policies or operations of such Person.
“Agreement” has the meaning set forth in the Preamble and includes any exhibits, schedules and any written supplements hereto, any designated collateral, credit support or similar arrangement between the Parties.
“Bankrupt” means with respect to any entity, such entity that (a) files a petition or otherwise commences, authorizes or acquiesces in the commencement of a proceeding or cause of action under any bankruptcy, insolvency, reorganization or similar Law, (b) has any such petition filed or commenced against it which remains unstayed or undismissed for a period of sixty (60) days, (c) makes an assignment or any general arrangement for the benefit of creditors, (d) otherwise becomes bankrupt or insolvent (however evidenced), (e) has a liquidator, administrator, receiver, trustee, conservator or similar official appointed with respect to it or any substantial portion of its property or assets, or (f) is generally unable to pay its debts as they fall due. “Bankruptcy Code” means the United States Bankruptcy Code (11 U.S.C. §101 et seq.), as amended, and any successor statute.
“Business Day” means any day except a Saturday, Sunday, or a Federal Reserve Bank holiday in California. A Business Day begins at 8:00 a.m. and ends at 5:00 p.m. local time for the Party sending a Notice, or payment, or performing a specified action. “Buyer” has the meaning set forth in the preamble.
“Buyer’s Service Territory” means the service territory of Lancaster Energy
1.2“Commercial Operation” means, with respect to each System, the condition existing when (i) all conditions to operate the System, including without limitation all applicable regulatory authorizations, approvals and permits for the operation of the System have been obtained, satisfied and complied with, and are in full force and effect, in order to produce, sell and transmit Energy.
“Commercial Operation Date” means the first date of Commercial Operation of a System after completion of a System as confirmed in writing by the System installer. “Confidential Information” has the meaning set forth in Section 20.1. “Contract Capacity” means, with respect to each System the kW AC capacity measured at the Delivery Point set forth in the Included Systems List with respect to such System. “Capacity Charge” has the meaning set forth in Section 4.3 “Contract Price” has the meaning set forth in Section 4.3. “Contract Term” has the meaning set forth in Section 3.1. 3 “Contract Year” means with respect to any and all Systems a twelve (12) month period beginning on the Commercial Operation Date and each successive twelve (12) month period thereafter during the Contract Term.
“Customer” means the property owner of the property where a System is located. “Customer Agreement” means an agreement between the Seller and Customer relating to (a) the installation of the System at the property, (b) the sale of power generated by the System by Seller to Buyer, and (3) the sale by Buyer to the Customer of an amount of electric power, which is equivalent to electric power generated by the System located on the property. “Costs” means, with respect to the Non-Defaulting Party, brokerage fees, commissions and other similar third-party transaction costs and expenses reasonably incurred by such Party either in terminating any arrangement pursuant to which it has hedged its obligations or entering into new arrangements which replace the Agreement; and all reasonable attorneys’ fees and expenses incurred by the Non-Defaulting Party in connection with terminating the Agreement. “CPUC” means the California Public Utilities Commission, or successor entity. “Defaulting Party” has the meaning set forth in Section 12.1(a). “Delivered Energy” means with respect to each System all Energy produced from the System as measured in kWh at the System Delivery Point. “Delivery Point” means with respect to each System the point of delivery for Energy as set forth in the final as-built plans for such System.
“Early Termination Date” has the meaning set forth in Section 12.2. “Effective Date” has the meaning set forth on the Preamble. “Energy” means metered electrical energy, measured in kWh, which is produced by each System or by a number of Systems in the aggregate.
“Energy Rate” has the meaning set forth in Section 4.3
“Event of Default” has the meaning set forth in Section 12.1. “FERC” means the Federal Energy Regulatory Commission or any successor government agency.
“Force Majeure Event” has the meaning set forth in Section 11.1. “Future Environmental Attributes” shall mean, with respect to each System, any and all generation attributes (other than Green Attributes or Renewable Energy Incentives) under the RPS regulations and/or under any and all other international, federal, regional, state or other law, rule, regulation, bylaw, treaty or other intergovernmental compact, decision, administrative decision, program (including any voluntary compliance or membership program), competitive market or 4 business method (including all credits, certificates, benefits, and emission measurements, reductions, offsets and allowances related thereto) that are attributable, now, or in the future, to the generation of electrical energy by the System.
“Gains” means, with respect to any Party, an amount equal to the present value of the economic benefit to it, if any (exclusive of Costs), resulting from the termination of this Agreement for the remaining Contract Term, determined in a commercially reasonable manner. Factors used in determining the economic benefit to a Party may include, without limitation, reference to information supplied by one or more third parties, which shall exclude Affiliates of the non- defaulting Party, including without limitation, quotations (either firm or indicative) of relevant rates, prices, yields, yield curves, volatilities, spreads or other relevant market data in the relevant markets, comparable transactions, forward price curves based on economic analysis of the relevant markets, settlement prices for comparable transactions at liquid trading hubs (e.g., NP-15), all of which should be calculated for the remaining Contract Term, and includes the value of Green Attributes and Resource Adequacy Benefits.
“Governmental Authority” means any federal, state, provincial, local or municipal government, any political subdivision thereof or any other governmental, congressional or parliamentary, regulatory, or judicial instrumentality, authority, body, agency, department, bureau, or entity with authority to bind a Party at law; provided, however, that “Governmental Authority” shall not in any event include any Party.
“Green Attributes” means any and all credits, benefits, emissions reductions, offsets, and allowances, howsoever entitled, attributable to the generation from the System, and its displacement of conventional Energy generation. Green Attributes include but are not limited to Renewable Energy Credits, as well as: (1) any avoided emissions of pollutants to the air, soil or water such as sulfur oxides (SOx), nitrogen oxides (NOx), carbon monoxide (CO) and other pollutants; (2) any avoided emissions of carbon dioxide (CO2), methane (CH4), nitrous oxide, hydrofluorocarbons, perfluorocarbons, sulfur hexafluoride and other greenhouse gases (GHGs) that have been determined by the United Nations Intergovernmental Panel on Climate Change, or otherwise by law, to contribute to the actual or potential threat of altering the Earth’s climate by trapping heat in the atmosphere;1 (3) the reporting rights to these avoided emissions, such as Green Tag Reporting Rights. Green Tag Reporting Rights are the right of a Green Tag Purchaser to report the ownership of accumulated Green Tags in compliance with federal or state law, if applicable, and to a federal or state agency or any other party at the Green Tag Purchaser’s discretion, and include without limitation those Green Tag Reporting Rights accruing under Section 1605(b) of The Energy Policy Act of 1992 and any present or future federal, state, or local law, regulation or bill, and international or foreign emissions trading program. Green Tags are accumulated on a MWh basis and one Green Tag represents the Green Attributes associated with one (1) MWh of Energy. Green Attributes do not include (i) any energy, capacity, reliability or other power attributes from the System, (ii) production tax credits associated with the construction or operation of the System and other financial incentives in the form of credits, reductions, or 1 Avoided emissions may or may not have any value for GHG compliance purposes. Although avoided emissions are included in the list of Green Attributes, this inclusion does not create any right to use those avoided emissions to comply with any GHG regulatory program. 5 allowances associated with the System that are applicable to a state or federal income taxation obligation, (iii) fuel-related subsidies or “tipping fees” that may be paid to Seller to accept certain fuels, or local subsidies received by the generator for the destruction of particular preexisting pollutants or the promotion of local environmental benefits, or (iv) emission reduction credits encumbered or used by the System for compliance with local, state, or federal operating and/or air quality permits. If the System is a biomass or landfill gas System and Seller receives any tradable Green Attributes based on the greenhouse gas reduction benefits or other emission offsets attributed to its fuel usage, it shall provide Buyer with sufficient Green Attributes to ensure that there are zero net emissions associated with the production of electricity from the System. “Green Tag Reporting Rights” means the right of a purchaser of renewable energy to report ownership of accumulated “green tags” in compliance with and to the extent permitted by Law and include, without limitation, rights under Section 1605(b) of the Energy Policy Act of 1992, and any present or future federal, state or local certification program or emissions trading program, including pursuant to the WREGIS operating rules. “Included Systems List” means a list of Systems covered by the terms of this Agreement, of which Seller will sell to Buyer, and Buyer will purchase from Seller the Product generated by each System listed thereon. The Included System List will be amended by means of Seller delivering an updated Included Systems List to Buyer from time to time, listing any new System completed by Seller. The initial Included Systems List is attached hereto as Exhibit A and subsequent Included Systems List amended as stated above shall automatically replace any prior Included Systems List as Exhibit A attached hereto. Absent manifest error or fraud, each updated Included Systems List shall be binding upon the Parties. “Indemnified Party” has the meaning set forth in Section 18.1. “Indemnifying Party” has the meaning set forth in Section 18.1. “Installed Capacity” means, with respect to each System, the System demonstrated peak System electrical output measured in kW AC at the System Delivery Point. “Interconnection Agreement” means [__]
“Interest Rate” has the meaning set forth in Section 9.2. “kW” means kilowatts measured in alternating current.
“kWh” means kilowatt-hour.
“Law” means any applicable law, statute, regulation, rule, regulation, decision, writ, order, decree or judgment, permit or any interpretation thereof, promulgated or issued by a Governmental Authority.
“Lender” means, collectively, any Person (i) providing senior or subordinated construction, interim or long-term debt or equity financing or refinancing for or in connection with the development, construction, purchase, installation or operation of the System, whether that financing or refinancing takes the form of private debt, equity, public debt or any other form 6 (including financing or refinancing provided to a member or other direct or indirect owner of Seller), including any equity investor directly or indirectly providing financing or refinancing for the System or purchasing equity ownership interests of Seller and/or its Affiliates, and any trustee or agent acting on their behalf, (ii) providing interest rate or commodity protection under an agreement hedging or otherwise mitigating the cost of any of the foregoing obligations and/or (iii) participating in a lease financing (including a sale leaseback or leveraged leasing structure) with respect to the System.
“Losses” means, with respect to any Party, an amount equal to the present value of the economic loss to it, if any (exclusive of Costs), resulting from termination of this Agreement for the remaining Contract Term, determined in a commercially reasonable manner. Factors used in determining economic loss to a Party may include, without limitation, reference to information supplied by one or more third parties, which shall exclude Affiliates of the non-defaulting Party, including without limitation, quotations (either firm or indicative) of relevant rates, prices, yields, yield curves, volatilities, spreads or other relevant market data in the relevant markets, comparable transactions, forward price curves based on economic analysis of the relevant markets, settlement prices for comparable transactions at liquid trading hubs (e.g., NYMEX), all of which should be calculated for the remaining Contract Term and must include the value of Green Attributes and Resource Adequacy Benefits.
“MW” means megawatts measured in alternating current.
“MWh” means megawatt-hour.
“Non-Defaulting Party” has the meaning set forth in Section 12.2. “Notice” shall, unless otherwise specified in the Agreement, mean written communications by a Party to be delivered by hand delivery, United States mail, overnight courier service, facsimile or electronic messaging (e-mail). “Party” has the meaning set forth in the Preamble.
“Person” means any individual, sole proprietorship, corporation, limited liability company, limited or general partnership, joint venture, association, joint-stock company, trust, incorporated organization, institution, public benefit corporation, unincorporated organization, government entity or other entity.
“Portfolio Term” means the time period commencing on the Effective Date and ending on the [5th] anniversary thereof.
“Pre-Construction Expenses” means expenses incurred by Seller or its contractors prior to construction of a System to prepare the System site for System integration, which may include, without limitation removal of copper or other materials from roof; upgrade roof structure; removal of existing solar PV; removal or relocation of AC unit; removal or repair of existing generator; removal of existing battery backup; removal or relocation of existing solar thermal; removal or relocation of rooftop vents; removal of trees or obstructions and tree trimming; cleaning of roof surface; repair of electrical code violation; removal or relocation of shelving; or master-panel upgrade (MPU).
7 “Product” means, with reference to each System, all electric energy produced by the System throughout the System Delivery Term; all Green Attributes; and all Resource Adequacy Benefits, if any; generated by, associated with or attributable to the System throughout the System Delivery Term.
“Prudent Operating Practice” means the practices, methods and standards of professional care, skill and diligence engaged in or approved by a significant portion of the electric power industry for facilities of similar size, type, and design, that, in the exercise of reasonable judgment, in light of the facts known at the time, would have been expected to accomplish results consistent with Law, reliability, safety, environmental protection, applicable codes, and standards of economy and expedition. Prudent Operating Practices are not necessarily defined as the optimal standard practice method or act to the exclusion of others, but rather refer to a range of actions reasonable under the circumstances.
“Qualified Assignee” means any Person that has (or will contract with a Person that has) competent experience in the operation and maintenance of similar electrical generation systems and is financially capable of performing Seller’s obligations (considering such Person’s own financial wherewithal and that of such Person’s guarantor or other credit support) under this Agreement.
“Renewable Energy Credit” has the meaning set forth in California Public Utilities Code Section 399.12(h), as may be amended from time to time or as further defined or supplemented by Law.
“Renewable Energy Incentives” means with respect to each System: (a) all federal, state, or local Tax credits or other Tax benefits associated with the construction, ownership, or production of electricity from the System (including credits under Sections 38, 45, 46 and 48 of the Internal Revenue Code of 1986, as amended); and (b) any other form of incentive relating in any way to the System that are not a Green Attribute or a Future Environmental Attribute. “Resource Adequacy Benefits” means the rights and privileges attached to the System that satisfy any entity’s resource adequacy obligations, as those obligations are set forth in CPUC Decisions 04-01-050, 04-10-035, 05-10-042, 06-06-064, 06-07-031 and any subsequent CPUC ruling or decision and shall include any local, zonal or otherwise locational attributes associated with the System.
“Seller” has the meaning set forth in the preamble.
“Settlement Amount” means the non-defaulting Party’s Costs and Losses, on the one hand, netted against its Gains, on the other. If the non-defaulting Party’s Costs and Losses exceed its Gains, then the Settlement Amount shall be an amount owing to the non-defaulting Party. If the non-defaulting Party’s Gains exceed its Costs and Losses, then the Settlement Amount shall be zero dollars ($0). The Settlement Amount does not include consequential, incidental, punitive, exemplary or indirect or business interruption damages. “System(s)” has the meaning set forth in the Recitals hereto. 8 “System Delivery Term” means with respect to each System the period of twenty-five (25) Contract Years beginning on the Commercial Operation Date and ending on the twentieth (25th) anniversary of the Commercial Operation Date, unless terminated earlier or extended in accordance with the terms and conditions of this Agreement. In the event of an extension of a Customer Agreement beyond 25 years, the System Delivery Term for the respective System shall be extended to be co-terminus with such Customer Agreement. “System Forecast List” has the meaning set forth in Section 20.1. The format of the System Forecast List shall be substantially similar to the format of the Included Systems List. “Tax” or “Taxes” means all U.S. federal, state and local and any foreign taxes, levies, assessments, surcharges, duties and other fees and charges of any nature imposed by a Governmental Authority, whether currently in effect or adopted during the Contract Term, including ad valorem, excise, franchise, gross receipts, import/export, license, property, sales and use, stamp, transfer, payroll, unemployment, income, and any and all items of withholding, deficiency, penalty, additions, interest or assessment related thereto. “Termination Payment” has the meaning set forth in Section 12.3. “Terminated Transaction” has the meaning set forth in Section 12.2. “WREGIS” means the Western Renewable Energy Generation Information System or any successor renewable energy tracking program.
1.3Rules of Interpretation. In this Agreement, except as expressly stated otherwise or unless the context otherwise requires:
(a) headings and the rendering of text in bold and italics are for convenience and reference purposes only and do not affect the meaning or interpretation of this Agreement; (b) words importing the singular include the plural and vice versa and the masculine, feminine and neuter genders include all genders; (c) the words “hereof”, “herein”, and “hereunder” and words of similar import shall refer to this Agreement as a whole and not to any particular provision of this Agreement; (d) a reference to an Article, Section, paragraph, clause, Party, or Exhibit is a reference to that Section, paragraph, clause of, or that Party or Exhibit to, this Agreement unless otherwise specified, and in the event of a conflict, the provisions of the main body of this Agreement shall prevail over the provisions of any attachment or annex; (e) a reference to a document or agreement, including this Agreement shall mean such document, agreement or this Agreement including any amendment or supplement to, or replacement, novation or modification of this Agreement, but disregarding any amendment, supplement, replacement, novation or modification made in breach of such document, agreement or this Agreement;
9 (f) a reference to a Person includes that Person’s successors and permitted assigns;
(g) the term “including” means “including without limitation” and any list of examples following such term shall in no way restrict or limit the generality of the work or provision in respect of which such examples are provided; (h) references to any statute, code or statutory provision are to be construed as a reference to the same as it may have been, or may from time to time be, amended, modified or reenacted, and include references to all bylaws, instruments, orders and regulations for the time being made thereunder or deriving validity therefrom unless the context otherwise requires; (i) in the event of a conflict, a mathematical formula or other precise description of a concept or a term shall prevail over words providing a more general description of a concept or a term;
(j) references to any amount of money shall mean a reference to the amount in United States Dollars;
(k) the expression “and/or” when used as a conjunction shall connote “any or all of”;
(l) words, phrases or expressions not otherwise defined herein that (i) have a generally accepted meaning in Prudent Operating Practice shall have such meaning in this Agreement or (ii) do not have well known and generally accepted meaning in Prudent Operating Practice but that have well known and generally accepted technical or trade meanings, shall have such recognized meanings; and
(m) each Party acknowledges that it was represented by counsel in connection with this Agreement and that it or its counsel reviewed this Agreement and that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement.
ARTICLE 2
SYSTEMS, COMMERCIAL OPERATION, FORECASTING
2.1Systems. During the Portfolio Period Seller shall use reasonable commercial efforts to design, develop and install Systems in Buyer’s Service Territory. Each System developed by Seller in Buyer’s Service Territory shall be developed exclusively for inclusion under the terms of this Agreement.
2.2Commercial Operation. Within ten (10) days after a System qualified under Section 2.1 above has reached Commercial Operation, Seller shall deliver to Buyer confirmation by the System installer either in hardcopy or electronic that such System has been completed and an updated Included Systems List adding such System thereon. Upon delivery of the updated Included Systems List, such System shall be covered under the terms of this Agreement. 10 2.3Forecasting. Within ten (10) days after the end of each calendar quarter during the Portfolio Period, Seller shall deliver to Buyer a list (the “System Forecast List”) with Systems which Seller forecasts to place into Commercial Operation within ninety (90) days after the date of the System Forecast List.
ARTICLE 3
TERM
3.1Contract Term. The term of this Agreement (“Contract Term”) consist of the Portfolio Term and the System Delivery Term, and shall commence on the Effective Date and shall remain in full force and effect with respect to each System until the end of the applicable System Delivery Term.
3.2Contract Term Extension. Buyer shall have the right, but not the obligation, to extend the System Delivery Term for any System for two additional five (5) Contract Years at the then-current Contract Price, but Seller must receive Notice of such extension at least one hundred eighty days (180) before the end of the initial Contract Term or the then current extension term thereof.
3.3Survival of Contract Provisions. Applicable provisions of this Agreement shall continue in effect after termination, including early termination, to the extent necessary to enforce or complete the duties, obligations or responsibilities of the Parties arising prior to termination.
The confidentiality obligations of the Parties under Article 19 shall remain in full force and effect for two (2) years following the termination of this Agreement, and all indemnity and audit rights shall remain in full force and effect for one (1) year following the termination of this Agreement.
ARTICLE 4
PURCHASE AND SALE
4.1Sale of Product. Subject Seller’s document deliveries to Buyer under Section 2.2 above and the terms and conditions of this Agreement, during the Delivery Term, Seller shall sell and deliver to Buyer, and Buyer shall purchase from Seller at the applicable Energy Rate, all of the Product produced by a System delivered to the System Delivery Point. At its sole discretion, Buyer may re-sell or use for another purpose all or a portion of the Product. Buyer will have exclusive rights to offer, bid, or otherwise submit the Product from the System for resale in the market, and retain and receive any and all related revenues. Buyer has no obligation to purchase from Seller any Product from any System that is not or cannot be delivered to the System Delivery Point as a result of any circumstance, including, an outage of the System, a Force Majeure Event affecting Buyer’s ability to receive the Product (but not its ability to transmit the Product from the System Delivery Point). In no event shall Seller have the right to procure any element of the Product for sale or delivery to Buyer from sources other than the Systems covered under the terms of this Agreement.
4.2Sale of Green Attributes. During the Delivery Term, Seller shall sell and deliver to Buyer, and Buyer shall purchase from Seller, all of the Green Attributes, attributable to the Energy produced by a Systems covered under the terms of this Agreement. 11 4.3Compensation. The contract price payable by Buyer to Seller hereunder (the “Contract Price”) shall be calculated as the sum of Energy Rate and Capacity Charge. (a) Energy Rate. For each kWh delivered to a System Delivery Point Buyer shall pay Seller the following amounts (the “Energy Rate”) during the first Contract Year of each System Delivery Term:
(i) fourteen and one-half U.S. Cents ($0.145) for Systems with Pre- Construction Costs of seven hundred fifty Dollars ($750.00) or less; (ii) fifteen U.S. Cents ($0.15) for Systems with Pre-Construction Costs exceeding seven hundred fifty Dollars ($750.00) but less than two thousand five hundred Dollars ($2,500);
(iii) fifteen and one-half U.S. Cents ($0.155) for Systems with Pre- Construction Costs exceeding two thousand five hundred Dollars ($2,500) but less than five thousand Dollars ($5,000)
The applicable Energy Rate for the first Contract Year of the System Delivery Term will be set forth on the Included Systems List for each System. For each subsequent Contract Year during the System Delivery Term, the Energy Rate shall increase by one and nine-tenth percent (1.9%) annually.
(b) Capacity Charge. For each System that includes an installed and operational Tesla Powerwall, Buyer shall pay Seller a monthly fee (the “Capacity Charge”) in the amount of one hundred fifteen Dollars ($115.00), provided, that the Capacity Charge shall be reduce to seventy-five Dollars ($75.00) for any additional Tesla Powerwall installed at the same System site.
4.4Ownership of Renewable Energy Incentives. Seller shall have all right, title and interest in and to all Renewable Energy Incentives. Buyer acknowledges that any Renewable Energy Incentives belong to Seller. If any Renewable Energy Incentives, or values representing the same, are initially credited or paid to Buyer, Buyer shall cause such Renewable Energy Incentives or values relating to same to be assigned or transferred to Seller without delay. Buyer shall reasonably cooperate with Seller, at Seller’s sole expense, in Seller’s efforts to meet the requirements for any certification, registration, or reporting program relating to Renewable Energy Incentives.
4.5Future Environmental Attributes.
(a) The Parties acknowledge and agree that as of the Effective Date, environmental attributes sold under this Agreement are restricted to Green Attributes; however, Future Environmental Attributes may be created by a Governmental Authority through Laws enacted after the Effective Date. In such event, Buyer shall bear all costs associated with the transfer, qualification, verification, registration and ongoing compliance for such Future Environmental Attributes, but there shall be no increase in the Contract Price. Upon Seller’s receipt of Notice from Buyer of Buyer’s intent to claim such Future Environmental Attributes, the Parties shall determine the necessary actions and additional costs associated such Future 12 Environmental Attributes. Seller shall have no obligation to alter the System unless the Parties have agreed on all necessary terms and conditions relating to such alteration and Buyer has agreed to reimburse Seller for all costs associated with such alteration. (b) If Buyer elects to receive Future Environmental Attributes pursuant to Section 4.5(a), the Parties agree to negotiate in good faith with respect to the development of further agreements and documentation necessary to effectuate the transfer of such Future Environmental Attributes, including agreement with respect to (i) appropriate transfer, delivery and risk of loss mechanisms, and (ii) appropriate allocation of any additional costs, as set forth above; provided, that the Parties acknowledge and agree that such terms are not intended to alter the other material terms of this Agreement.
4.6Sale of Energy to Customers. Buyer agrees to sell the electric energy produced by the System throughout the System Delivery Term at a price not higher than the Energy Rate and at terms no less favorable than the terms set forth under this Agreement.
ARTICLE 5
OBLIGATIONS AND DELIVERIES
5.1Delivery.
(a) Energy. Subject to the terms and conditions of this Agreement, Seller shall make available and Buyer shall accept all Delivered Energy on an as-generated, instantaneous basis at the respective System Delivery Point. Notwithstanding anything to the contrary in this Agreement (including with respect to any Force Majeure Event), Buyer shall be responsible for all charges, penalties, ratcheted demand or similar charges, and any transmission related charges, including imbalance penalties or congestion charges associated with Delivered Energy from and after the System Delivery Point.
(b) Green Attributes. Seller hereby provides and conveys all Green Attributes associated with the Delivered Energy as part of the Product being delivered. Seller represents and warrants that Seller holds the rights to all Green Attributes from the System, and Seller agrees to convey and hereby conveys all such Green Attributes to Buyer as included in the delivery of the Product from the System.
5.2Title and Risk of Loss.
(a) Energy. Title to and risk of loss related to the Delivered Energy generated by each System shall pass and transfer from Seller to Buyer at the System Delivery Point. (b) Green Attributes. Title to and risk of loss related to the Green Attributes shall pass and transfer from Seller to Buyer upon the transfer of such Green Attributes in accordance with WREGIS.
ARTICLE 6
TAXES
6.1Allocation of Taxes and Charges. Seller shall pay or cause to be paid all Taxes 13 on or with respect to any System or on or with respect to the sale and making available Product to Buyer, that are imposed on Product prior to the System Delivery Point. Buyer shall pay or cause to be paid all Taxes on or with respect to the delivery to and purchase by Buyer of Product that are imposed on Product at and from a System Delivery Point (other than withholding or other Taxes imposed on Seller’s income, revenue, receipts or employees). Notwithstanding the foregoing, each Party shall be responsible for its own Taxes calculated based on the income or profits generated in connection with the purchase and sale of the Product hereunder. If a Party is required to remit or pay Taxes that are the other Party’s responsibility hereunder, such Party shall promptly pay the Taxes due and then seek and receive reimbursement from the other for such Taxes. In the event any sale of Energy hereunder is exempt from or not subject to any particular Tax, Buyer shall provide Seller with all necessary documentation within thirty (30) days after the Effective Date to evidence such exemption or exclusion. If Buyer does not provide such documentation, then Buyer shall indemnify, defend, and hold Seller harmless from any liability with respect to Taxes from which Buyer claims it is exempt.
6.2Cooperation. Each Party shall use reasonable efforts to implement the provisions of and administer this Agreement in accordance with the intent of the Parties to minimize all Taxes, so long as no Party is materially adversely affected by such efforts. The Parties shall cooperate to minimize Tax exposure; provided, however, that neither Party shall be obligated to incur any financial or operational burden to reduce Taxes for which the other Party is responsible hereunder without receiving due compensation therefore from the other Party. All Energy delivered by Seller to Buyer hereunder shall be a sale made at wholesale, with Buyer reselling such Energy.
ARTICLE 7
MAINTENANCE OF SYSTEMS
7.1Maintenance of Systems. Seller shall comply with Law and Prudent Operating Practice relating to the operation and maintenance of all System covered under this Agreement, and the generation and sale of Product generated therefrom.
7.2Maintenance of Health and Safety. Seller shall take reasonable safety precautions with respect to the operation, maintenance, repair and replacement of each System. If Seller becomes aware of any circumstances relating to a System that create an imminent risk of damage or injury to any Person or any Person’s property, Seller shall take prompt, reasonable action to prevent such damage or injury and shall give Buyer’s emergency contact identified on Exhibit D Notice of such condition. Such action may include disconnecting and removing all or a portion of such System, or suspending the supply of Energy from such System to Buyer.
ARTICLE 8
METERING
8.1Metering. Seller shall measure the amount of Energy produced at each System using a commercially available, revenue-grade metering system. Such meter shall be installed and maintained at Seller’s cost. Each meter shall be kept under seal, such seals to be broken only when the meters are to be tested, adjusted, modified or relocated. In the event that Seller breaks a seal, Seller shall notify Buyer as soon as practicable. In addition, Seller hereby agrees to provide all meter data to Buyer in a form reasonably acceptable to Buyer. 14 8.2Meter Verification. If Seller has reason to believe there may be a meter malfunction, or upon Buyer’s reasonable request, Seller shall test the meters of a reasonable sample of all Systems then covered under this Agreement, but in any case, not more than 1 in every 10 Systems. The tests shall be conducted by independent third-parties qualified to conduct such tests. Buyer shall be notified seven (7) days in advance of such tests and have a right to be present during such tests. If a meter is inaccurate it shall be promptly repaired or replaced. If a meter is inaccurate by more than one percent (1%) and it is not known when the meter inaccuracy commenced (if such evidence exists such date will be used to adjust prior invoices), then the invoices covering the period of time since the last meter test for the respective System shall be adjusted for the amount of the inaccuracy on the assumption that the inaccuracy persisted during one-half of such period.
ARTICLE 9
INVOICING AND PAYMENT; CREDIT
9.1Invoicing. Seller shall make good faith efforts to deliver an aggregate invoice to Buyer for the Contract Price due for all Systems then covered under this Agreement no later than fifteen (15) Business Days after the end of the prior monthly billing period.
9.2Payment. Buyer shall make payment to Seller for the Contract Price due and payable by wire transfer or ACH payment to the bank account provided on each monthly invoice.
Buyer shall pay undisputed invoice amounts within thirty (30) days after receipt of the invoice. If such due date falls on a weekend or legal holiday, such due date shall be the next Business Day.
Payments made after the due date will be considered late and will bear interest on the unpaid balance. If the amount due is not paid on or before the due date or if any other payment that is due and owing from one party to another is not paid on or before its applicable due date, a late payment charge shall be applied to the unpaid balance and shall be added to the next billing statement. Such late payment charge shall be calculated based on an annual interest rate equal to 10% of the total amount due. If the due date occurs on a day that is not a Business Day, the late payment charge shall begin to accrue on the next succeeding Business Day.
9.3Books and Records. To facilitate payment and verification, each Party shall maintain all books and records necessary for billing and payments, including copies of all invoices under this Agreement, for a period of at least two (2) years or as otherwise required by Law. Upon fifteen (15) days’ Notice to Seller, Buyer shall be granted reasonable access to the accounting books and records pertaining to all invoices generated pursuant to this Agreement.
9.4Payment Adjustments; Billing Errors. Payment adjustments shall be made if Buyer or Seller discovers there have been good faith inaccuracies in invoicing that are not otherwise disputed under Section 9.5, or there is determined to have been a meter inaccuracy sufficient to require a payment adjustment. If the required adjustment is in favor of Buyer, Buyer’s monthly payment shall be credited in an amount equal to the adjustment. If the required adjustment is in favor of Seller, Seller shall add the adjustment amount to Buyer’s next monthly invoice.
Adjustments in favor of either Buyer or Seller shall bear interest, until settled in full, in accordance with Section 9.2, accruing from the date on which the non-erring Party received Notice thereof. 15 9.5Billing Disputes. A Party may, in good faith, dispute the correctness of any invoice or any adjustment to an invoice, rendered under this Agreement or adjust any invoice for any arithmetic or computational error within twelve (12) months of the date the invoice, or adjustment to an invoice, was rendered. In the event an invoice or portion thereof, or any other claim or adjustment arising hereunder, is disputed, payment of the undisputed portion of the invoice shall be required to be made when due. Any invoice dispute or invoice adjustment shall be in writing and shall state the basis for the dispute or adjustment. Payment of the disputed amount shall not be required until the dispute is resolved. Upon resolution of the dispute, any required payment shall be made within two (2) Business Days of such resolution along with interest accrued at the Interest Rate from and including the original due date to but excluding the date paid. Inadvertent overpayments shall be returned upon request or deducted by the Party receiving such overpayment from subsequent payments, with interest accrued at the Interest Rate from and including the date of such overpayment to but excluding the date repaid or deducted by the Party receiving such overpayment. Any dispute with respect to an invoice is waived if the other Party is not notified in accordance with this Section 9.5 within twelve (12) months after the invoice is rendered or subsequently adjusted, except to the extent any misinformation was from a third party not affiliated with any Party and such third party corrects its information after the twelve-month period. If an invoice is not rendered within twelve (12) months after the close of the month during which performance occurred, the right to payment for such performance is waived.
9.6Netting of Payments. The Parties hereby agree that they shall discharge mutual debts and payment obligations due and owing to each other on the same date through netting, in which case all amounts owed by each Party to the other Party for the purchase and sale of Product during the monthly billing period under this Agreement, including any related damages calculated pursuant to Exhibits B and F, interest, and payments or credits, shall be netted so that only the excess amount remaining due shall be paid by the Party who owes it.
ARTICLE 10
NOTICES
10.1Addresses for the Delivery of Notices. Any Notice required, permitted, or contemplated hereunder shall be in writing, shall be addressed to the Party to be notified at the address set forth Exhibit B or at such other address or addresses as a Party may designate for itself from time to time by Notice hereunder.
10.2Acceptable Means of Delivering Notice. Each Notice required, permitted, or contemplated hereunder shall be deemed to have been validly served, given or delivered as follows: (a) if sent by United States mail with proper first class postage prepaid, three (3) Business Days following the date of the postmark on the envelope in which such Notice was deposited in the United States mail; (b) if sent by a regularly scheduled overnight delivery carrier with delivery fees either prepaid or an arrangement with such carrier made for the payment of such fees, the next Business Day after the same is delivered by the sending Party to such carrier; (c) if sent by electronic communication (including electronic mail, facsimile, or other electronic means) and if concurrently with the transmittal of such electronic communication the sending Party provides a copy of such electronic Notice by hand delivery or express courier, at the time indicated by the time stamp upon delivery; or (d) if delivered in person, upon receipt by the receiving Party. 16 Notwithstanding the foregoing, Notices of outages or other scheduling or dispatch information or requests, may be sent by electronic communication and shall be considered delivered upon successful completion of such transmission.
ARTICLE 11
FORCE MAJEURE
11.1Definition.
(a) “Force Majeure Event” means any act or event that delays or prevents a Party from timely performing all or a portion of its obligations under this Agreement or from complying with all or a portion of the conditions under this Agreement if such act or event, despite the exercise of reasonable efforts, cannot be avoided by and is beyond the reasonable control (whether direct or indirect) of and without the fault or negligence of the Party relying thereon as justification for such delay, nonperformance, or noncompliance. (b) Without limiting the generality of the foregoing, so long as the following events, despite the exercise of reasonable efforts, cannot be avoided by, and are beyond the reasonable control (whether direct or indirect) of and without the fault or negligence of the Party relying thereon as justification for such delay, nonperformance or noncompliance, a Force Majeure Event may include an act of God or the elements, such as flooding, lightning, hurricanes, tornadoes, or ice storms; explosion; fire; volcanic eruption; flood; epidemic; landslide; mudslide; sabotage; terrorism; earthquake; or other cataclysmic events; an act of public enemy; war; blockade; civil insurrection; riot; civil disturbance; or strikes or other labor difficulties caused or suffered by a Party or any third party except as set forth below. (c) Notwithstanding the foregoing, the term “Force Majeure Event” does not include (i) economic conditions that render a Party’s performance of this Agreement at the Contract Price unprofitable or otherwise uneconomic (including Buyer’s ability to buy Energy at a lower price than the Contract Price, Buyer’s inability economically to use or resell the Product purchased hereunder, or Seller’s ability to sell Energy at a higher price than the Contract Price); (ii) Seller’s inability to obtain permits or approvals of any type for the construction, operation, or maintenance of the System; (ii) the inability of a Party to make payments when due under this Agreement, unless the cause of such inability is an event that would otherwise constitute a Force Majeure Event as described above; (iv) Seller’s inability to obtain sufficient labor, equipment, materials, or other resources to build or operate the System; (v) a strike, work stoppage or labor dispute limited only to any one or more of Seller, Seller’s Affiliates, Seller’s contractors, their subcontractors thereof or any other third party employed by Seller to work on the System; or (vi) any equipment failure except if such equipment failure is caused by a Force Majeure Event.
11.2No Liability If a Force Majeure Event Occurs. Neither Seller nor Buyer shall be liable to the other Party in the event it is prevented from performing its obligations hereunder in whole or in part due to a Force Majeure Event. The Party rendered unable to fulfill any obligation by reason of a Force Majeure Event shall take reasonable actions necessary to remove such inability with due speed and diligence. Nothing herein shall be construed as permitting that Party to continue to fail to perform after said cause has been removed. The obligation to use due speed and diligence shall not be interpreted to require resolution of labor disputes by acceding to 17 demands of the opposition when such course is inadvisable in the discretion of the party having such difficulty. Neither Party shall be considered in breach or default of this Agreement if and to the extent that any failure or delay in the Party’s performance of one or more of its obligations hereunder is caused by a Force Majeure Event. The occurrence and continuation of a Force Majeure Event shall not suspend or excuse the obligation of a Party to make any payments due hereunder.
11.3Notice. In the event of any delay or nonperformance resulting from a Force Majeure Event, the Party suffering the Force Majeure Event shall (a) as soon as practicable, notify the other Party in writing of the nature, cause, estimated date of commencement thereof, and the anticipated extent of any delay or interruption in performance, and (b) notify the other Party in writing of the cessation or termination of such Force Majeure Event, all as known or estimated in good faith by the affected Party; provided, however, that a Party’s failure to give timely Notice shall not affect such Party’s ability to assert that a Force Majeure Event has occurred unless the delay in giving Notice materially prejudices the other Party.
11.4Termination Following Force Majeure Event. If a Force Majeure Event has occurred that has caused either Party to be wholly or partially unable to perform its obligations hereunder, and has continued for a consecutive eight (8) month period, then the non-claiming Party may terminate this Agreement upon Notice to the other Party with respect to the System experiencing the Force Majeure Event. Upon any such termination, the non-claiming Party shall have no liability to the Force Majeure Event claiming Party, save and except for those obligations specified in Section 3.2.
ARTICLE 12
DEFAULTS; REMEDIES; TERMINATION
12.1Events of Default. An “Event of Default” shall mean, (a) with respect to a Party (the “Defaulting Party”) that is subject to the Event of Default the occurrence of any of the following:
(i) the failure by such Party to make, when due, any payment required pursuant to this Agreement and such failure is not remedied within five (5) Business Days after Notice thereof;
(ii) any representation or warranty made by such Party herein is false or misleading in any material respect when made or when deemed made or repeated, and such default is not remedied within thirty (30) days after Notice thereof; (iii) the failure by such Party to perform any material covenant or obligation set forth in this Agreement (except to the extent constituting a separate Event of Default) and such failure is not remedied within thirty (30) days after Notice thereof; (iv) such Party becomes Bankrupt;
(v) such Party assigns this Agreement or any of its rights hereunder other than in compliance with Section 15.2; or
18 (vi) such Party consolidates or amalgamates with, or merges with or into, or transfers all or substantially all of its assets to, another entity and, at the time of such consolidation, amalgamation, merger or transfer, the resulting, surviving or transferee entity fails to assume all the obligations of such Party under this Agreement to which it or its predecessor was a party by operation of Law or pursuant to an agreement reasonably satisfactory to the other Party. (vii) with respect to Seller as the Defaulting Party, if at any time, Seller delivers or attempts to deliver to a System Delivery Point for sale under this Agreement Energy that was not generated by the respective System.
12.2Remedies; Declaration of Early Termination Date. If an Event of Default with respect to a Defaulting Party shall have occurred and be continuing, the other Party (“Non- Defaulting Party”) shall have the right (a) to send Notice, designating a day, no earlier than the day such Notice is deemed to be received and no later than twenty (20) Business Days after such Notice is deemed to be received, as an early termination date (“Early Termination Date”) of (i) the inclusion of a System under this Agreement and the respective System Delivery Term, if the Event of Default only relates to such System, or (ii) this Agreement, if the Event of Default relates to all Systems (in each case, (i) and (ii), the “Terminated Transaction”), and either the System Delivery Term (in case of option (i)) or the Contract Term (in case of Option (ii) will terminate effective as of the Early Termination Date, and all amounts owing between the Parties shall accelerate (under option (a), however, only with respect to the terminated System), and the non- defaulting party may collect liquidated damages calculated in accordance with Section 12.3 (Termination Payment) below; (b) to withhold any payments due to the Defaulting Party under this Agreement (but under option (a)(i) only with respect to the terminated System); (c) to suspend performance (but under option (a)(i) only with respect to the terminated System); and (d) to exercise any other right or remedy available at law or in equity, including injunctive relief to the extent permitted under this Agreement, except to the extent such remedies are expressly limited under this Agreement
12.3Termination Payment. The Termination Payment (“Termination Payment”) for a Terminated Transaction shall be the aggregate of all Settlement Amounts relating to such Terminated Transaction plus any or all other amounts due to the Non-Defaulting Party relating thereto netted into a single amount. If the Non-Defaulting Party’s aggregate Gains relating to a Terminated Transaction exceed its aggregate Losses and Costs related thereto, if any, resulting from the termination of this Agreement, the Termination Payment shall be zero. The Non- Defaulting Party shall calculate, in a commercially reasonable manner, a Settlement Amount for the Terminated Transaction as of the Early Termination Date. Third parties supplying information for purposes of the calculation of Gains or Losses may include, without limitation, dealers in the relevant markets, end-users of the relevant product, information vendors and other sources of market information. The Settlement Amount shall not include consequential, incidental, punitive, exemplary, indirect or business interruption damages, lost revenues or lost profits; provided, however, that any lost Green Attributes shall be deemed direct damages covered by this Agreement. Without prejudice to the Non-Defaulting Party’s duty to mitigate, the Non-Defaulting Party shall not have to enter into replacement transactions to establish a Settlement Amount. Each Party agrees and acknowledges that (a) the actual damages that the Non-Defaulting Party would incur in connection with a Terminated Transaction would be difficult or impossible to predict with certainty, (b) the Termination Payment described in this section is a reasonable and appropriate 19 approximation of such damages, and (c) the Termination Payment described in this section is the exclusive remedy of the Non-Defaulting Party in connection with a Terminated Transaction but shall not otherwise act to limit any of the Non-Defaulting Party’s rights or remedies if the Non- Defaulting Party does not elect a Terminated Transaction as its remedy for an Event of Default by the Defaulting Party.
12.4Notice of Payment of Termination Payment. As soon as practicable after a Terminated Transaction, Notice shall be given by the Non-Defaulting Party to the Defaulting Party of the amount of the Termination Payment and whether the Termination Payment is due to the Non-Defaulting Party. The Notice shall include a written statement explaining in reasonable detail the calculation of such amount and the sources for such calculation. The Termination Payment shall be made to the Non-Defaulting Party, as applicable, within ten (10) Business Days after such Notice is effective.
12.5Disputes With Respect to Termination Payment. If the Defaulting Party disputes the Non-Defaulting Party’s calculation of the Termination Payment, in whole or in part, the Defaulting Party shall, within five (5) Business Days of receipt of the Non-Defaulting Party’s calculation of the Termination Payment, provide to the Non-Defaulting Party a detailed written explanation of the basis for such dispute. Disputes regarding the Termination Payment shall be determined in accordance with Article 16.
12.6Rights And Remedies Are Cumulative. Except where liquidated damages are provided as the exclusive remedy, the rights and remedies of a Party pursuant to this Article 11 shall be cumulative and in addition to the rights of the Parties otherwise provided in this Agreement.
12.7Mitigation. Any Non-Defaulting Party shall be obligated to mitigate its Costs, losses and damages resulting from any Event of Default of the other Party under this Agreement.
ARTICLE 13
LIMITATION OF LIABILITY AND EXCLUSION OF WARRANTIES.
13.1No Consequential Damages. EXCEPT TO THE EXTENT PART OF AN
EXPRESS REMEDY OR MEASURE OF DAMAGES HEREIN, NEITHER PARTY SHALL BE
LIABLE TO THE OTHER OR ITS INDEMNIFIED PERSONS FOR ANY SPECIAL,
PUNITIVE, EXEMPLARY, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES,
OR LOSSES OR DAMAGES FOR LOST REVENUE, BUSINESS INTERRUPTION OR LOST
PROFITS, WHETHER FORESEEABLE OR NOT, ARISING OUT OF, OR IN CONNECTION
WITH THIS AGREEMENT, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE.
13.2Waiver and Exclusion of Other Damages. THE PARTIES CONFIRM THAT
THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. ALL LIMITATIONS OF
LIABILITY CONTAINED IN THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, THOSE PERTAINING TO SELLER’S LIMITATION OF LIABILITY AND THE WAIVER OF
CONSEQUENTIAL DAMAGES, SHALL APPLY EVEN IF THE REMEDIES FOR BREACH 20 OF WARRANTY PROVIDED IN THIS AGREEMENT ARE DEEMED TO “FAIL OF THEIR ESSENTIAL PURPOSE” OR ARE OTHERWISE HELD TO BE INVALID OR UNENFORCEABLE.
FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS AND EXCLUSIVE
REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR
MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION, AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED.
IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT DAMAGES ONLY. THE
VALUE OF ANY TAX BENEFITS, DETERMINED ON AN AFTER-TAX BASIS, LOST DUE TO BUYER’S DEFAULT (WHICH SELLER HAS NOT BEEN ABLE TO MITIGATE AFTER
USE OF REASONABLE EFFORTS) AND AMOUNTS DUE IN CONNECTION WITH THE
RECAPTURE OF ANY RENEWABLE ENERGY INCENTIVES, IF ANY, SHALL BE DEEMED TO BE DIRECT DAMAGES.
TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE
LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT
OR IMPOSSIBLE TO DETERMINE, THAT OTHERWISE OBTAINING AN ADEQUATE
REMEDY IS INCONVENIENT, AND THAT THE LIQUIDATED DAMAGES CONSTITUTE A REASONABLE APPROXIMATION OF THE ANTICIPATED HARM OR LOSS. IT IS THE
INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES
AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR
CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY,
WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. THE PARTIES HEREBY WAIVE ANY RIGHT TO CONTEXT SUCH PAYMENTS AS AN UNREASONABLE PENALTY.
THE PARTIES ACKNOWLEDGE AND AGREE THAT MONEY DAMAGES AND THE
EXPRESS REMEDIES PROVIDED FOR HEREIN ARE AN ADEQUATE REMEDY FOR THE
BREACH BY THE OTHER OF THE TERMS OF THIS AGREEMENT, AND EACH PARTY
WAIVES ANY RIGHT IT MAY HAVE TO SPECIFIC PERFORMANCE WITH RESPECT TO ANY OBLIGATION OF THE OTHER PARTY UNDER THIS AGREEMENT.
ARTICLE 14
REPRESENTATIONS AND WARRANTIES; AUTHORITY
14.1Seller’s Representations and Warranties. As of the Effective Date, Seller represents and warrants as follows:
(a) Seller is a limited liability company, duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization or formation, and is qualified to conduct business in each jurisdiction where the failure to so qualify would have a material adverse effect on the business or financial condition of Seller. 21 (b) Seller has the power and authority to enter into and perform this Agreement and is not prohibited from entering into this Agreement or discharging and performing all covenants and obligations on its part to be performed under and pursuant to this Agreement, except where such failure does not have a material adverse effect on Seller’s performance under this Agreement. The execution, delivery and performance of this Agreement by Seller has been duly authorized by all necessary corporate action on the part of Seller and does not and will not require the consent of any trustee or holder of any indebtedness or other obligation of Seller or any other party to any other agreement with Seller.
(c) The execution and delivery of this Agreement, consummation of the transactions contemplated herein, and fulfillment of and compliance by Seller with the provisions of this Agreement will not conflict with or constitute a breach of or a default under any Law presently in effect having applicability to Seller, subject to any permits that have not yet been obtained by Seller, the documents of formation of Seller or any outstanding trust indenture, deed of trust, mortgage, loan agreement or other evidence of indebtedness or any other agreement or instrument to which Seller is a party or by which any of its property is bound. (d) This Agreement has been duly executed and delivered by Seller. This Agreement is a legal, valid and binding obligation of Seller enforceable in accordance with its terms, except as limited by laws of general applicability limiting the enforcement of creditors’ rights or by the exercise of judicial discretion in accordance with general principles of equity.
14.2Buyer’s Effective Date Representations and Warranties. As of the Effective Date, Buyer represents and warrants as follows:
(a) Buyer is a validly existing community choice aggregator, duly organized, validly existing and in good standing under the laws of the State of California and the rules, regulations and orders of the California Public Utilities Commission. (b) Buyer has the power and authority to enter into and perform this Agreement and is not prohibited from entering into this Agreement or discharging and performing all covenants and obligations on its part to be performed under and pursuant to this Agreement, except where such failure does not have a material adverse effect on Buyer’s performance under this Agreement. The execution, delivery and performance of this Agreement by Buyer has been duly authorized by all necessary action on the part of Buyer and does not and will not require the consent of any trustee or holder of any indebtedness or other obligation of Buyer or any other party to any other agreement with Buyer.
(c) The execution and delivery of this Agreement, consummation of the transactions contemplated herein, and fulfillment of and compliance by Buyer with the provisions of this Agreement will not conflict with or constitute a breach of or a default under any Law presently in effect having applicability to Buyer, including but not limited to community choice aggregation, competitive bidding, public notice, open meetings, election, referendum, or prior appropriation requirements, the documents of formation of Buyer or any outstanding trust indenture, deed of trust, mortgage, loan agreement or other evidence of indebtedness or any other agreement or instrument to which Buyer is a party or by which any of its property is bound. 22 (d) This Agreement has been duly executed and delivered by Buyer. This Agreement is a legal, valid and binding obligation of Buyer enforceable in accordance with its terms, except as limited by laws of general applicability limiting the enforcement of creditors’ rights or by the exercise of judicial discretion in accordance with general principles of equity. (e) Buyer warrants and covenants that with respect to its contractual obligations under this Agreement, it will not claim immunity on the grounds of sovereignty or similar grounds with respect to itself or its revenues or assets from (1) suit, (2) jurisdiction of court, (3) relief by way of injunction, order for specific performance or recovery of property, (4) attachment of assets, or (5) execution or enforcement of any judgment.
14.3General Covenants. Each Party covenants that commencing on the Effective Date and continuing throughout the Contract Term:
(a) It shall continue to be duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation and to be qualified to conduct business in each jurisdiction where the failure to so qualify would have a material adverse effect on its business or financial condition;
(b) It shall maintain (or obtain from time to time as required) all regulatory authorizations necessary for it to legally perform its obligations under this Agreement; and (c) It shall perform its obligations under this Agreement in compliance with all terms and conditions in its governing documents and any contracts to which it is a party and in material compliance with any Law.
ARTICLE 15
ASSIGNMENT
15.1General Prohibition on Assignments. Except as provided below and in Article 15, neither Seller nor Buyer may voluntarily assign its rights nor delegate its duties under this Agreement, or any part of such rights or duties, without the written consent of the other Party.
Neither Seller nor Buyer shall unreasonably withhold, condition or delay any requested consent to an assignment that is allowed by the terms of this Agreement. Any such assignment or delegation made without such written consent or in violation of the conditions to assignment set out below shall be null and void.
15.2Permitted Assignment; Change of Control of Seller. Seller may, without the prior written consent of Buyer, transfer or assign this Agreement to: (a) an Affiliate of Seller; (b) any Person succeeding to all or substantially all of the assets of Seller (whether voluntary or by operation of law); or (c) subject to Section 16.1, a Lender as collateral, provided however, that in each of the foregoing situations, the assignee shall be a Qualified Assignee; provided, further, that in each such case, Seller shall give Notice to Buyer no fewer than fifteen (15) Business Days before such assignment that (i) notifies Buyer of such assignment and (ii) provides to Buyer a written agreement signed by the Person to which Seller wishes to assign its interests which (y) provides that such Person will assume all of Seller’s obligations and liabilities under this Agreement upon such transfer or assignment and (z) certifies that such Person shall meet the definition of a 23 Qualified Assignee. In the event that Buyer, in good faith, does not agree that Seller’s assignee meets the definition of a Qualified Assignee, then either Seller must agree to remain financially responsible under this Agreement, or Seller’s assignee must provide payment security in an amount and form reasonably acceptable to Buyer. Any direct or indirect change of control of Seller (whether voluntary or by operation of Law) shall be deemed an assignment under this Section 15.2. Any assignment by Seller, its successors or assigns under this Section 15.2 shall be of no force and effect unless and until such Notice and agreement by the assignee have been received by Buyer.
15.3Change of Control of Buyer. Buyer may assign its interests in this Agreement to an Affiliate of Buyer or to any entity that has acquired all or substantially all of Buyer’s assets or business, whether by merger, acquisition or otherwise without Seller’s prior written consent, provided that no fewer than fifteen (15) Business Days before such assignment Buyer (a) notifies Seller of such assignment and (b) provides to Seller a written agreement signed by the Person to which Buyer wishes to assign its interests stating that (i) such Person agrees to assume all of Buyer’s obligations and liabilities under this Agreement and under any consent to assignment and other documents previously entered into by Seller as described in Section 16.2(b) and (ii) such Person has the financial capability to perform all of Buyer’s obligations under this Agreement. In the event that Seller, in good faith, does not agree that Buyer’s assignee has the financial capability to perform all of Buyer’s obligations under this Agreement, then either Buyer must agree to remain financially responsible under this Agreement, or Buyer’s assignee must provide payment security in an amount and form reasonably acceptable to Seller. Any assignment by Buyer, its successors or assigns under this Section 15.3 shall be of no force and effect unless and until such Notice and agreement by the assignee have been received by Seller.
ARTICLE 16
LENDER ACCOMMODATIONS
16.1Granting of Lender Interest. Notwithstanding Section 15.2 or Section 15.3, either Party may, without the consent of the other Party, grant an interest (by way of collateral assignment, or as security, beneficially or otherwise) in its rights and/or obligations under this Agreement to any Lender. Each Party’s obligations under this Agreement shall continue in their entirety in full force and effect. Promptly after granting such interest, the granting Party shall notify the Buyer in writing of the name, address, and telephone and facsimile numbers of any Lender to which the granting Party’s interest under this Agreement has been assigned. Such Notice shall include the names of the Lenders to whom all written and telephonic communications may be addressed. After giving the other Party such initial Notice, the granting Party shall promptly give the other Party Notice of any change in the information provided in the initial Notice or any revised Notice.
16.2Rights of Lender. If a Party grants an interest under this Agreement as permitted by Section 16.1, the following provisions shall apply:
(a) Lender shall have the right, but not the obligation, to perform any act required to be performed by the granting Party under this Agreement to prevent or cure a default by the granting Party in accordance with Section 12.2, and such act performed by Lender shall be as effective to prevent or cure a default as if done by the granting Party. 24 (b) The other Party shall cooperate with the granting Party or any Lender, to execute or arrange for the delivery of certificates, consents, opinions, estoppels, amendments and other documents reasonably requested by the granting Party or Lender in order to consummate any financing or refinancing and shall enter into reasonable agreements with such Lender that provide that Buyer recognizes the Lender’s security interest and such other provisions as may be reasonably requested by Seller or any such Lender; provided, however, that all costs and expenses (including reasonable attorney’s fees) incurred by Buyer in connection therewith shall be borne by Seller.
(c) Each Party agrees that no Lender shall be obligated to perform any obligation or be deemed to incur any liability or obligation provided in this Agreement on the part of the granting Party or shall have any obligation or liability to the other Party with respect to this Agreement except to the extent any Lender has expressly assumed the obligations of the granting Party hereunder; provided that non-granting shall nevertheless be entitled to exercise all of its rights hereunder in the event that the granting Party or Lender fails to perform the granting Party’s obligations under this Agreement.
16.3Cure Rights of Lender. The non-granting Party shall provide Notice of the occurrence of any Event of Default described in Section 12.1 or 12.2 hereof to any Lender, and such Party shall accept a cure performed by any Lender and shall negotiate in good faith with any Lender as to the cure period(s) that will be allowed for any Lender to cure any granting Party Event of Default hereunder. The non-granting Party shall accept a cure performed by any Lender so long as the cure is accomplished within the applicable cure period so agreed to between the non-granting Party and any Lender. Notwithstanding any such action by any Lender, the granting Party shall not be released and discharged from and shall remain liable for any and all obligations to the non- granting Party arising or accruing hereunder.
ARTICLE 17
DISPUTE RESOLUTION
17.1Governing Law. This agreement and the rights and duties of the Parties hereunder shall be governed by and construed, enforced and performed in accordance with the laws of the state of California, without regard to principles of conflicts of law.
17.2Dispute Resolution. In the event of any dispute arising under this Agreement, within ten (10) days following the receipt of a Notice from either Party identifying such dispute, the Parties shall meet, negotiate and attempt, in good faith, to resolve the dispute quickly, informally and inexpensively. If the Parties are unable to resolve a dispute arising hereunder within the earlier of either thirty (30) days of initiating such discussions, or within forty (40) days after Notice of the dispute, either Party may seek any and all remedies available to it at law or in equity, subject to the limitations set forth in this Agreement.
ARTICLE 18
INDEMNIFICATION
18.1Indemnification.
25 (a) Each Party (the “Indemnifying Party”) agrees to indemnify, defend and hold harmless the other Party and its Affiliates, directors, officers, employees and agents (collectively, the “Indemnified Party”) from and against all claims, demands, losses, liabilities, penalties, and expenses (including reasonable attorneys’ fees) for personal injury or death to Persons and damage to the property of any third party to the extent arising out of, resulting from, or caused by the negligent or willful misconduct of the Indemnifying Party, its Affiliates, its directors, officers, employees, or agents.
(b) Nothing in this Section 18.1 shall enlarge or relieve Seller or Buyer of any liability to the other for any breach of this Agreement. Neither Party shall be indemnified for its damages resulting from its sole negligence, intentional acts or willful misconduct. These indemnity provisions shall not be construed to relieve any insurer of its obligation to pay claims consistent with the provisions of a valid insurance policy.
18.2Claims. Promptly after receipt by a Party of any claim or notice of the commencement of any action, administrative, or legal proceeding, or investigation as to which the indemnity provided for in this Article 17 may apply, the Indemnified Party shall notify the Indemnifying Party in writing of such fact. The Indemnifying Party shall assume the defense thereof with counsel designated by such Party and satisfactory to the Indemnified Party, provided, however, that if the defendants in any such action include both the Indemnified Party and the Indemnifying Party and the Indemnified Party shall have reasonably concluded that there may be legal defenses available to it which are different from or additional to, or inconsistent with, those available to the Indemnifying Party, the Indemnified Party shall have the right to select and be represented by separate counsel, at the Indemnifying Party’s expense, unless a liability insurer is willing to pay such costs. If the Indemnifying Party fails to assume the defense of a claim meriting indemnification, the Indemnified Party may at the expense of the Indemnifying Party contest, settle, or pay such claim, provided that settlement or full payment of any such claim may be made only following consent of the Indemnifying Party or, absent such consent, written opinion of the Indemnified Party’s counsel that such claim is meritorious or warrants settlement. Except as otherwise provided in this Article 17, in the event that a Party is obligated to indemnify and hold the other Party and its successors and assigns harmless under this Article 17, the amount owing to the Indemnified Party will be the amount of the Indemnified Party’s damages net of any insurance proceeds received by the Indemnified Party following a reasonable effort by the Indemnified Party to obtain such insurance proceeds.
ARTICLE 19
INSURANCE
19.1Insurance.
(a) General Liability. Seller shall maintain, or cause to be maintained at its sole expense, (i) commercial general liability insurance, including products and completed operations and personal injury insurance, in a minimum amount of one million dollars ($1,000,000) per occurrence, and an annual aggregate of not less than two million dollars ($2,000,000), endorsed to provide contractual liability in said amount, specifically covering Seller’s obligations under this Agreement and naming Buyer as an additional insured; and (ii) an umbrella insurance policy in a minimum limit of liability of five million dollars ($5,000,000) 26 Defense costs shall be provided as an additional benefit and not included within the limits of liability. Such insurance shall contain standard cross-liability and severability of interest provisions.
(b) Employer’s Liability Insurance. Employers’ Liability insurance shall not be less than one million dollars ($1,000,000.00) for injury or death occurring as a result of each accident. With regard to bodily injury by disease, the one million-dollar ($1,000,000) policy limit will apply to each employee.
(c) Workers Compensation Insurance. Seller, if it has employees, shall also maintain at all times during the Contract Term workers’ compensation and employers’ liability insurance coverage in accordance with applicable requirements of Law. (d) Business Auto Insurance. Seller shall maintain at all times during the Contract Term business auto insurance for bodily injury and property damage with limits of one million dollars ($1,000,000) per occurrence. Such insurance shall cover liability arising out of Seller’s use of all owned (if any), non-owned and hired vehicles, including trailers or semi-trailers in the performance of the Agreement.
(e) Construction All-Risk Insurance. Seller shall maintain or cause to be maintained during the construction of the System prior to the Commercial Operation Date, construction all-risk form property insurance covering the System during such construction periods, and naming the Seller (and Lender if any) as the loss payee. (f) Subcontractor Insurance. Seller shall require all of its subcontractors to carry: (i) comprehensive general liability insurance with a combined single limit of coverage not less than one million dollars ($1,000,000); (ii) workers’ compensation insurance and employers’ liability coverage in accordance with applicable requirements of Law; and (iii) business auto insurance for bodily injury and property damage with limits of one million dollars ($1,000,000) per occurrence. All subcontractors shall name Seller as an additional insured to insurance carried pursuant to clauses (f)(i) and (f)(iii). All subcontractors shall provide a primary endorsement and a waiver of subrogation to Seller for the required coverage pursuant to this Section 19.1(f). (g) Evidence of Insurance. Seller shall deliver to Buyer certificates of insurance evidencing such coverage prior to the execution of the agreement. These certificates shall specify that Buyer shall be given at least thirty (30) days prior Notice by Seller in the event of any material modification, cancellation or termination of coverage. Such insurance shall be primary coverage without right of contribution from any insurance of Buyer. Any other insurance maintained by Seller is for the exclusive benefit of Seller and shall not in any manner inure to the benefit of Buyer. Seller shall also comply with all insurance requirements by any renewable energy or other incentive program administrator or any other applicable authority. (h) Failure to Comply with Insurance Requirements. If Seller fails to comply with any of the provisions of this Article 18, Seller, among other things and without restricting Buyer’s remedies under the law or otherwise, shall, at its own cost and expense, act as an insurer and provide insurance in accordance with the terms and conditions above. With respect to the required general liability, umbrella liability and commercial automobile liability insurance, Seller 27 shall provide a current, full and complete defense to Buyer, its subsidiaries and affiliates, and their respective officers, directors, shareholders, agents, employees, assigns, and successors in interest, in response to a third-party claim in the same manner that an insurer would have, had the insurance been maintained in accordance with the terms and conditions set forth above. In addition, alleged violations of the provisions of this Article 18 means that Seller has the initial burden of proof regarding any legal justification for refusing or withholding coverage and Seller shall face the same liability and damages as an insurer for wrongfully refusing or withholding coverage in accordance with the laws of California.
ARTICLE 20
CONFIDENTIAL INFORMATION
20.1Definition of Confidential Information. The following constitutes “Confidential Information,” whether oral or written which is delivered by Seller to Buyer or by Buyer to Seller including: (a) proposals and negotiations until this Agreement is approved and executed by the Buyer, and (b) information that either Seller or Buyer stamps or otherwise identifies as “confidential” or “proprietary” before disclosing it to the other. Confidential Information does not include (i) information that was publicly available at the time of the disclosure, other than as a result of a disclosure in breach of this Agreement; (ii) information that becomes publicly available through no fault of the recipient after the time of the delivery; (iii) information that was rightfully in the possession of the recipient (without confidential or proprietary restriction) at the time of delivery or that becomes available to the recipient from a source not subject to any restriction against disclosing such information to the recipient; and (iv) information that the recipient independently developed without a violation of this Agreement.
20.2Duty to Maintain Confidentiality. Confidential Information will retain its character as Confidential Information but may be disclosed by the recipient if and to the extent such disclosure is required (a) to be made by any requirements of Law, including but not limited to the California Public Records Act (Government Code Section 6250 et seq.) and the Brown Act (Government Code Section 54950 et seq.), (b) pursuant to an order of a court or (c) in order to enforce this Agreement. The originator or generator of Confidential Information may use such information for its own uses and purposes, including the public disclosure of such information at its own discretion.
20.3Irreparable Injury; Remedies. Buyer and Seller each agree that disclosing Confidential Information of the other in violation of the terms of this Article 19 may cause irreparable harm, and that the harmed Party may seek any and all remedies available to it at law or in equity, including injunctive relief and/or notwithstanding Section 13.2, consequential damages.
20.4Disclosure to Lender. Notwithstanding anything to the contrary in this Article 20, Confidential Information may be disclosed by Seller to any potential Lender or any of its agents, consultants or trustees so long as the Person to whom Confidential Information is disclosed agrees in writing to be bound by the confidentiality provisions of this Article 19 to the same extent as if it were a Party.
28 ARTICLE 21
MISCELLANEOUS
21.1Entire Agreement; Integration; Exhibits. This Agreement, together with Exhibits attached hereto constitutes the entire agreement and understanding between Seller and Buyer with respect to the subject matter hereof and supersedes all prior agreements relating to the subject matter hereof, which are of no further force or effect. The Exhibits attached hereto are integral parts hereof and are made a part of this Agreement by reference. The headings used herein are for convenience and reference purposes only. In the event of a conflict between the provisions of this Agreement and those of any Exhibit, the provisions of this Agreement shall prevail, and such Exhibit shall be corrected accordingly. This Agreement shall be considered for all purposes as prepared through the joint efforts of the Parties and shall not be construed against one Party or the other as a result of the preparation, substitution, submission or other event of negotiation, drafting or execution hereof.
21.2Amendments. This Agreement may only be amended, modified or supplemented by an instrument in writing executed by duly authorized representatives of Seller and Buyer; provided, that, for the avoidance of doubt, this Agreement may not be amended by electronic mail communications.
21.3No Waiver. Waiver by a Party of any default by the other Party shall not be construed as a waiver of any other default.
21.4No Agency, Partnership, Joint Venture or Lease. Seller and the agents and employees of Seller shall, in the performance of this Agreement, act in an independent capacity and not as officers or employees or agents of Buyer. Under this Agreement, Seller and Buyer intend to act as energy service provider and energy service recipient, respectively, and do not intend to be treated as, and shall not act as, partners in, co-venturers in or lessor/lessee with respect to the System or any business related to the System. This Agreement shall not impart any rights enforceable by any third party (other than a permitted successor or assignee bound to this Agreement).
21.5Severability. In the event that any provision of this Agreement is unenforceable or held to be unenforceable, the Parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby. The Parties shall, however, use their best endeavors to agree on the replacement of the void, illegal or unenforceable provision(s) with legally acceptable clauses which correspond as closely as possible to the sense and purpose of the affected provision and this Agreement as a whole.
21.6Forward Contract. The Parties acknowledge and agree that this Agreement and the transactions contemplated by this Agreement constitute a “forward contract” within the meaning of the Bankruptcy Code and that Buyer and Seller are each “forward contract merchants” within the meaning of the Bankruptcy Code
21.7Mobile-Sierra. Notwithstanding any other provision of this Agreement, neither Party shall seek, nor shall they support any third party seeking, to prospectively or retroactively revise the rates, terms or conditions of service of this Agreement through application or complaint 29 to FERC pursuant to the provisions of Section 205, 206 or 306 of the Federal Power Act, or any other provisions of the Federal Power Act, absent prior written agreement of the Parties. Further, absent the prior written agreement in writing by both Parties, the standard of review for changes to the rates, terms or conditions of service of this Agreement proposed by a Party, a non-Party or the FERC acting sua sponte shall be the “public interest” standard of review set forth in United Gas Pipe Line Co. v. Mobile Gas Service Corp., 350 U.S. 332 (1956) and Federal Power Commission v. Sierra Pacific Power Co., 350 U.S. 348 (1956).
21.8Counterparts. This Agreement may be executed in one or more counterparts, all of which taken together shall constitute one and the same instrument and each of which shall be deemed an original.
21.9Facsimile or Electronic Delivery. This Agreement may be duly executed and delivered by a Party by execution and facsimile or electronic format (including portable document format (.pdf)) delivery of the signature page of a counterpart to the other Party, and, if delivery is made by facsimile or other electronic format, the executing Party shall promptly deliver, via overnight delivery, a complete original counterpart that it has executed to the other Party, but this Agreement shall be binding on and enforceable against the executing Party whether or not it delivers such original counterpart.
21.10Binding Effect. This Agreement shall inure to the benefit of and be binding upon the Parties and their respective successors and permitted assigns. [remainder of this page intentionally left blank]
30 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized representatives as of the Effective Date.
SELLER
[Seller name]
By:
Name:
Title:
BUYER
City of Lancaster, a California municipal
corporation and charter city, d/b/a Lancaster
Energy
By:
Name:
Title: _____________________
Exhibit A - 1
EXHIBIT A
INCLUDED SYSTEMS LIST
SYSTEM
NAME
or
ID
SYSTEM
SITE
ADDRESS or
LOCATION
SYSTEM
SYSTEM
SIZE
(kWAC)
ESTIMATED
FIRST YEAR
ANNUAL
PRODUCTION
(kWh)
FIRST YEAR
ENERGY
RATE
ENERGY
STORAGE
(No. of Tesla
Powerwall Units)
Exhibit B - 1
EXHIBIT B
NOTICES
Seller:
Seller name
Address
Address
Attention:
Email:
Phone No.:
Fax No.:
Buyer:
Lancaster Energy
44933 Fern Ave.
Lancaster, CA Zip: 93534
Attn: Contract Administration
Phone: (661) 723-6185
Facsimile: (661) 723-6180
Email:
With a copy to:
Address
Address
Attention:
Email:
Phone No.:
Fax No.:
With a copy to:
Allison Burns
City Attorney for City of Lancaster
660 Newport Center Drive, Suite 1600
Newport Beach, CA 92660
Phone: (949) 725-4187
Facsimile: (949) 823-5187
Email: [email protected]
Scheduling:
[Name]
Email: [_________]
Phone No.: [_________]
Fax No.: [_________]
Exhibit C - 1
EXHIBIT C
EMERGENCY CONTACT INFORMATION
BUYER:
Cathy DeFalco, Energy Manager - Regulatory
Lancaster Energy
44933 Fern Ave.
Lancaster, CA 93534
Fax No.: (661) 723-6180
Phone No.: (661) 723-6185
Email: [email protected]
SELLER:
[Name], [Title]
[Seller]
[Address]
[Address]
Fax No: [___________]
Phone No: [___________]
Email: [___________]
STAFF REPORT
City of Lancaster
PH 1
10/25/2022
JC
Date: October 25, 2022
To: Mayor Parris and City Council Members
From: Jeff Hogan, Senior Director - Development Services Chenin Dow, Senior Manager – Real Estate & Economic Development Warren Bennett, Chief Building Official
Subject: Resolution and Ordinance Pertaining to Lancaster Codes for Buildings and Construction
Recommendations:
1. Introduce Ordinance No. 1094, amending Title 15 of the Lancaster Municipal code by repealing Ordinance No. 1067, and adopting by reference the 2022 edition of the California Building Code as amended herein; adopting by reference the 2022 edition of the California Residential Code as amended herein; adopting by reference the 2022 edition of the California Electrical Code as amended herein; adopting by reference the 2022 edition of the California Mechanical Code; adopting by reference the 2022 edition of the California Plumbing Code as amended herein; adopting the Lancaster Security Code as contained herein; adopting the 2021 edition of the International Property Maintenance Code as amended herein; adopting by reference the 2022 edition of the California Energy Code; the 2022 edition of the California Historical Buildings Code; adopting by reference the 2022 edition of the California Fire Code while maintaining the 2020 edition of the Los Angeles County Fire Code; adopting by reference the 2022 edition of the California Green Building Standards Code; adopting by reference the 2022 edition of the California Existing Buildings Code; and adopting by reference the 2022 California Referenced Standards Code, as the Lancaster Codes for Building and Construction.
2. Adopt Resolution No. 22-58, presenting findings for modifying the 2022 California Building, Residential and Electrical codes, which are reasonably necessary due to local climatic, geological, or topographical conditions.
Fiscal Impact:
None.
Background:
1 0
6 1
On July 1, 2022, the California Building Standards Commission published the 2022 edition of the California Building Standards Code, Title 24 of the California Codes and Regulations, based on the most recent editions of the International Building and Fire Codes, the National Electrical Code, and the Uniform Mechanical and Plumbing Codes; all with California specific amendments. Such codes will become effective on a statewide basis on January 1, 2023. All local building departments are, therefore, required to enforce such codes as the minimum codes. State law allows local authorities to amend the provisions of Title 24 provided certain conditions are met. The adoption of the 2022 edition of the California Building Standards Code, as amended in this Ordinance, meets State requirements and will serve as the codes for building and construction within the City. The adoption of the 2022 edition of the California Building Standards Code also places such codes within the Lancaster Municipal Code.
The City of Lancaster is part of the consolidated fire protection district of Los Angeles County, which provides fire protection and prevention services for the City. The County of Los Angeles will amend the 2022 edition of the California Fire Code and adopt it as the 2023 County of Los Angeles Fire Code. The City is proposing to adopt this code with the County’s amendments after the County’s adoption process is complete. Until then, the 2022 edition of the California Fire Code, along with the 2020 edition of the Los Angeles County Fire Code, will be in effect, with the exceptions of amendments to Section 503.4 and deleting Section 503.4.1. These sections cover the issue of strict prohibition of traffic calming devices. The City desires to have the ability to install traffic calming devices, where necessary for safety, with full consultation of the Fire Department. The Council’s adoption of the 2022 California Fire Code meets the State requirements, and it will be incorporated within the Municipal Code (for the interim) as the Lancaster Fire Code.
The 2021 International Property Maintenance Code, published by the International Code Council, when adopted by a local jurisdiction, governs the use, maintenance, and occupancy of existing structures and premises, as well as administration, enforcement, and penalties. This code has based the requirements of the International Codes which are the model codes utilized by the California Codes. While the State does not adopt a property maintenance code statewide, the City has previously adopted the International Property Maintenance Code as a minimum standard for the occupancy of existing structures in Lancaster.
By adopting the 2022 California Codes, with minimal amendments, the City will place itself in a level position with other communities throughout the State. This will place the City ahead of those communities adopting more restrictive amendments.
WB/sm
Attachments:
Resolution No. 22-58
Ordinance No. 1094
ORDINANCE NO. 1094
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
LANCASTER, CALIFORNIA AMENDING TITLE 15 OF THE
LANCASTER MUNICIPAL CODE BY REPEALING
ORDINANCE NUMBER 1067, AND ADOPTING BY
REFERENCE THE 2022 EDITION OF THE CALIFORNIA
BUILDING CODE AS AMENDED HEREIN; ADOPTING BY
REFERENCE THE 2022 EDITION OF THE CALIFORNIA
RESIDENTIAL CODE AS AMENDED HEREIN; ADOPTING
BY REFERENCE THE 2022 EDITION OF THE CALIFORNIA
ELECTRICAL CODE AS AMENDED HEREIN; ADOPTING BY
REFERENCE THE 2022 EDITION OF THE CALIFORNIA
MECHANICAL CODE; ADOPTING BY REFERENCE THE 2022
EDITION OF THE CALIFORNIA PLUMBING CODE AS
AMENDED HEREIN; ADOPTING THE LANCASTER
SECURITY CODE AS CONTAINED HEREIN; ADOPTING BY
REFERENCE THE 2021 EDITION OF THE INTERNATIONAL
PROPERTY MAINTENANCE CODE AS AMENDED HEREIN;
ADOPTING BY REFERENCE THE 2022 EDITION OF THE
CALIFORNIA ENERGY CODE AS AMENDED HEREIN;
ADOPTING BY REFERENCE THE 2022 EDITION OF THE
CALIFORNIA HISTORICAL BUILDING CODE; ADOPTING
BY REFERENCE THE 2022 EDITION OF THE CALIFORNIA
FIRE CODE WHILE MAINTAINING THE 2020 EDITION OF
THE LOS ANGELES COUNTY FIRE CODE; ADOPTING BY
REFERENCE THE 2022 EDITION OF THE CALIFORNIA
GREEN BUILDING STANDARDS CODE; ADOPTING BY
REFERENCE THE 2022 EDITION OF THE CALIFORNIA
EXISTING BUILDING CODE; AND ADOPTING BY
REFERENCE THE 2022 CALIFORNIA REFERENCED
STANDARDS CODE, AS THE LANCASTER CODES FOR
BUILDINGS AND CONSTRUCTION
THE CITY COUNCIL OF THE CITY OF LANCASTER, CALIFORNIA, DOES HEREBY ORDAIN, AS FOLLOWS:
Section 1. Chapter 15.04 of the Lancaster Municipal Code is hereby amended by rewriting the Chapter in its entirety to read as follows:
Title 15 - BUILDINGS AND CONSTRUCTION
Chapter 15.04 - ADMINISTRATIVE CODE
15.04.010 - California Building Code Chapter 1, Division II adopted by reference.
A. That certain building code is known as the 2022 California Building Code, Chapter 1, Division II, incorporating by adoption the 2021 edition of the International Building Code with necessary California amendments, all published by the International Code Council, Inc., and Ordinance No. 1094