~ CITY OF RANCHO MIRAGE
CITY COUNCIL,
LIBRARY AND OBSERVATORY BOARD,
HOUSING AUTHORITY BOARD,
AND THE CITY COUNCIL REPRESENTING
THE REDEVELOPMENT SUCCESSOR AGENCY
REGULAR MEETING
THURSDAY, MAY 19, 2022
1 :00 P.M.i,ii
AGENDA
Pursuant to Assembly Bill No. 361 (Effective September 16, 2021), there will be the ability to teleconference into the meeting and the public may observe the meeting and offer public comment as follows:
At Meeting Location
City of Rancho Mirage
City Hall -Council Chamber
69-825 Highway 111
Rancho Mirage, CA 92270
Access Remotely iii
Zoom Link:
https://us02web .zoom .us/j/82792618789?pwd =MDZxakkrNnJ mOHFVbU82U0RqKzVIZz09
Passcode: 984655
Webinar ID : 827 9261 8789
Zoom Call -In Nos.: 1 (669) 900-9128 (Carrier charges may apply) 1 (888) 475-4499 (Toll Free)
SOCIAL DISTANCING REQUIRED FOR THE PUBLIC IF ATTENDING IN PERSON
CALL TO ORDER
a) Flag Salute
b) Roll Call: Downs, Smotrich, Weill, Kite, Townsend.
PRESENTATIONS
Coachella Valley Multiple Species Habitat Conservation Plan Annual Report.
NON-AGENDA PUBLIC COMMENTS -An opportunity for the public to speak on issues that are not on the agenda for a maximum of three minutes per speaker.
COUNCIL/BOARD MEMBER COMMENTS/REPORTS
05/19/2022 Regular City Council Meeting Agenda Page 1 of 3 Click Here For Late Submissions or Additions
CITY MANAGER COMMENTS
CONSENT CALENDAR
1. Adopt Joint Resolution No. 2022-(Next-in-Order), Making Findings Pursuant to Government Code Section 54953, as Amended by Assembly Bill 361, and Authorizing Continued Remote Teleconference Meetings of the City Council and Affiliated Agencies and All Other City-Affiliated Brown Act Bodies, in Accordance with AB 361 During the Current State of Emergency Related to the COVID-19 Pandemic.
2. Approve California Choice Energy Authority Entering into a Long-Term Resource Adequacy Agreement with Santa Paula Energy Storage, LLC on behalf of Rancho Mirage Energy Authority (RMEA).
3. Approve May 5, 2022 Regular City Council Meeting Minutes.
4. Approve Special Assistance Fund (SAF) Award.
5. Contracts .
6. Demands.
ACTION CALENDAR
7. Annual Appointments to City Boards/Commissions.
8. Resolution No. 2022 -(Next-in-Order), Declaring the Continued Support for the Comprehensive Analysis of All Water Import Alternatives and a Request that the Independent Review Panel Have Potential Carbon Emissions Considered During the Comprehensive Feasibility Analysis as Part of the Long-Term Solution for the Restoration of the Salton Sea.
9. Agreement with FIND Food Bank for the Purpose of Meeting Senate Bill 1383 Regulatory Requirements and Providing Support to the Rancho Mirage Edible Food Recovery Program.
10. Fiscal Year 2022/2023 Levy of Assessments for Landscaping and Lighting Maintenance District No. 87-01:
A. Resolution No. 2022-(Next-in -Order), Initiating Proceedings for the Annual Levy of Assessments for the Rancho Mirage Consolidated Landscaping and Lighting Maintenance Assessment District No. 87-01, for Fiscal Year 2022/2023;
8. Resolution No. 2022-(Next-in -Order), Declaring Intention to Levy Annual Assessments for the Rancho Mirage Consolidated Landscaping and Lighting Maintenance Assessment District No . 87-01, for Fiscal Year 2022/2023; and 05/19/2022 Regular City Council Meeting Agenda Page 2 of 3
C. Resolution No. 2022-(Next-in-Order), for Preliminary Approval of the Engineer's Annual Levy Report for the Rancho Mirage Consolidated Landscaping and Lighting Maintenance Assessment District No. 87-01, for Fiscal Year 2022/2023.
11. Resolution No. 2022-(Next-in-Order), Approving the Project List to be Funded by the Road Maintenance and Rehabilitation Program, in Accordance with Senate Bill 1, the "Road Repair and Accountability Act of 2017."
CLOSED SESSION
1. CONFERENCE WITH LEGAL COUNSEL -ANTICIPATED LITIGATION Significant Exposure to Litigation Pursuant to Government Code Section 54956.9(d)(2). (2 Potential Cases)
ADJOURNMENT
i People with disabilities are encouraged to attend . If you have special communication or access needs, please contact the City Clerk's office at (760) 324-4511 in advance of the meeting . ii Staff reports for all agenda items considered in open session, and any writings or documents provided to a majority of the legislative bodies following distribution of the agenda regarding any item on the agenda, will be made available for public inspection at City Hall, at the Rancho Mirage Library & Observatory, and on the City's website at www.RanchoMirageCa .gov.
iii For questions regarding attending a City Council meeting remotely, please contact the City Clerk at (760) 324- 4511, Ext. 488, or via email to [email protected]. Written comments may be submitted to the City Clerk via email to [email protected] , or mailed/delivered to City of Rancho Mirage, 69-825 Highway 111 , Rancho Mirage, CA 92270, ATTN : City Clerk.
Declaration of Posting:
I, KristieRam:s , CityCei P.,,.,_ 0 S \ ·-=::, ·2.0 L-
S~ n~ure D~e
05/19/2022 Regular City Council Meeting Agenda Page 3 of 3
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TO:
FROM:
JOINT STAFF REPORT
City Council, Housing Authority
Board, Library and Observatory
Board, Community Services
District Board, and Joint Powers
Financing Authority Board
Kristie Ramos, City Clerk
DATE: May 19, 2022
SUBJECT: Assembly Bill No. 361 Regarding Continued Remote Board Meetings
SPECIFIC REQUEST OR RECOMMENDATION
That the City Council and Board of Directors of the City of Rancho Mirage Housing Authority, Rancho Mirage Library and Observatory, City of Rancho Mirage Community Services District, and City of Rancho Mirage Joint Powers Financing Authority, jointly adopt Joint Resolution No. 2022- (Next-in-Order), Making Findings Pursuant to Government Code Section 54953, as Amended by Assembly Bill 361, and Authorizing Continued Remote Teleconference Meetings of the City Council and Affiliates Agencies and All Other City-Affiliated Brown Act Bodies.
JUSTIFICATION OR INFORMATION
BACKGROUND
The Governor recently signed Assembly Bill 361 (AB 361) into law, which took effect immediately.
AB 361 permits legislative bodies subject to the Brown Act to continue to hold remote (teleconference/video internet) meetings until January 1, 2024. Pursuant to AB 361, if a state of emergency remains active, or state or local officials have imposed or recommended measures to promote social distancing, in order to continue to teleconference, legislative bodies must make the following findings by majority vote no later than 30 days after its first remote meeting under AB 361, and every 30 days thereafter:
• The legislative body has reconsidered the circumstances of the state of emergency; and • Any of the following circumstances exist:
o The state of emergency continues to directly impact the ability of the members to meet safely in person; or
o State or local officials continue to impose or recommend measure to promote social distancing.
On November 18, 2021, City Council and Affiliated Agencies adopted a joint resolution making findings pursuant to Government Code Section 54953, as amended by AB 361, and authorizing continued remote teleconference meetings of the City Council and Affiliated Agencies and all other AGENDA ITEM#
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Date : May 19, 2022 Page 2 of 2
AB 361 Continued Remote Board Meetings
JUSTIFICATION OR INFORMATION CONTINUED:
City-affiliated Brown Act Bodies. In order to continue conducting remote meetings under AB 361, these findings must be reconsidered every 30 days.
A TTACHMENT(S):
1. Joint resolution regarding Assembly Bill No. 361.
AGENDA ITEM#
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ATTACHMENT 1
RESOLUTION
(SEE ATTACHED)
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JOINT RESOLUTION NOS. 2022-__ ,
2022-HA-2022-SA-2022-LB-X __ , __ , __ ,
2022-CSD-__ , AND 2022-JPFA-__
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO MIRAGE; THE
BOARD OF DIRECTORS OF THE CITY OF RANCHO MIRAGE HOUSING
AUTHORITY, SUCCESSOR AGENCY TO THE FORMER RANCHO MIRAGE REDEVELOPMENT AGENCY; RANCHO MIRAGE LIBRARY AND OBSERVATORY; CITY OF RANCHO MIRAGE COMMUNITY SERVICES DISTRICT; AND THE CITY OF
RANCHO MIRAGE JOINT POWERS FINANCING AUTHORITY (COLLECTIVELY, "CITY COUNCIL AND AFFILIATED AGENCIES") MAKING FINDINGS PURSUANT TO GOVERNMENT CODE SECTION 54953, AS AMENDED BY ASSEMBLY BILL 361,
AND AUTHORIZING CONTINUED REMOTE TELECONFERENCE MEETINGS OF THE
CITY COUNCIL AND AFFILIATED AGENCIES AND ALL OTHER CITY-AFFILIATED
BROWN ACT BODIES
WHEREAS, the City of Rancho Mirage is a charter city and a municipal corporation of the State of California, and recognized as a political subdivision of State of California for certain purpose; and
WHEREAS, the City Council and Affiliated Agencies are committed to preserving and nurturing public access and participation in meetings of the City Council and Affiliated Agencies and all City-affiliated bodies subject to the Brown Act (collectively "Brown Act Bodies"), including all Boards and Commissions; and
WHEREAS, as amended by AB 361, the Brown Act, as set forth in Government Code section 54953(e), makes provisions for remote teleconferencing participation in meetings by members of a l~gislative body, without compliance with the requirements of Government Code section 54953(b)(3), subject to the existence of certain conditions; and WHEREAS, a local agency may avail itself of the remote emergency Brown Act procedures where a state of emergency is declared by the Governor pursuant to Government Code Section 8625, and state or local officials have imposed or recommended measures to promote social distancing; and
WHEREAS, as a result of the COVID-19 pandemic, the Governor proclaimed a state of emergency on March 4, 2020 (the "State of Emergency"), in accordance with Section 8825 of the California Emergency Act, and the state of emergency remains active; and
WHEREAS, as a result of the COVID-19 pandemic, the California Department of Health and Riverside County Health Department continues to recommend measures to promote soc ial distancing; and
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WHEREAS, if a state of emergency remains active, or state or local officials have imposed or recommended measures to promote social distancing, in order to continue to avail itself of the emergency remote Brown Act procedures, the legislative body shall, not later than 30 days after teleconferencing for the first time, and every 30 days thereafter, make the following findings by majority vote: (1) the legislative body has reconsidered the circumstances of the state of emergency; and (2) any of the following circumstances exist (a) the state of emergency continues to directly impact the ability of the members to meet safely in person, or (b) State of local officials continue to impose or recommend measures to promote social distancing; and
WHEREAS, pursuant to AB 361, City Council and Affiliated Agencies adopted Joint Resolution Nos. 2021-45, 2021-HA-03, 2021-SA-01, 2021-LB-03, 2021-CSD-02, and 2021-JPFA-01, on October 21, 2021, authorizing all Brown Act Bodies to continue to conduct public meetings in accordance with Government Code Section 54953(e); and WHEREAS, pursuant to AB 361, City Council and Affiliated Agencies adopted Joint Resolution Nos. 2021-51, 2021-HA-05, 2021-SA-02, 2021-LB-04, 2021-CSD -04, and 2021-JPFA-02, on November 18, 2021, authorizing all Brown Act Bodies to continue to conduct public meetings in accordance with Government Code Section 54953(e); and WHEREAS, pursuant to AB 361, City Council and Affiliated Agencies adopted Joint Resolution Nos. 2021-54, 2021-HA-06, 2021 -SA-03, 2021-LB-05, 2021-CSD-05, and 2021-JPFA-03, on December 16, 2021, authorizing all Brown Act Bodies to continue to conduct public meetings in accordance with Government Code Section 54953(e); and.
WHEREAS, pursuant to AB 361, City Council and Affiliated Agencies adopted Joint Resolution Nos. 2022-01, 2022-HA-01, 2022-SA-01, 2022-LB-01, 2022-CSD -01, and 2022-JPFA-01, on January 20, 2022, authorizing all Brown Act Bodies to continue to conduct public meetings in accordance with Government Code Section 54953(e); and WHEREAS, pursuant to AB 361, City Council and Affiliated Agencies adopted Joint Resolution Nos. 2022-04, 2022-HA-02, 2022-SA-02, 2022 -LB-02, 2022-CSD-02, and 2022-JPFA-02, on February 17, 2022, authorizing all Brown Act Bodies to continue to conduct public meetings in accordance with Government Code Section 54953(e); and WHEREAS, pursuant to AB 361, City Council and Affiliated Agencies adopted Joint Resolution Nos. 2022 -10, 2022-HA-03, 2022 -SA-03, 2022-LB-05, 2022 -CSD -03, and 2022-JPFA-03, on March 17, 2022, authorizing all Brown Act Bodies to continue to conduct public meetings in accordance with Government Code Section 54953(e); and WHEREAS, pursuant to AB 361, City Council and Affiliated Agencies adopted Joint Resolution Nos. 2022 -13, 2022-HA-04, 2022-SA-04, 2022 -LB -06, 2022 -CSD-04, and 2022-JPFA-04, on April 21, 2022, authorizing all Brown Act Bodies to continue to conduct public meetings in accordance with Government Code Section 54953(e).
NOW, THEREFORE, THE CITY COUNCIL AND AFFILIATED AGENCIES DO HEREBY RESOLVE AS FOLLOWS:
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SECTION 1. RECITALS
The Recitals set forth above are true and correct and are incorporated into this Resolution by this reference .
SECTION 2. FINDINGS
a. That the City Council and Affiliated Agencies have reconsidered the circumstances of the previously declared and existing State of Emergency arising from the COVID-19 Pandemic.
b. That the State of Emergency continues to directly impact the ability of the members of the City Council and Affiliated Agencies and all City-affiliated Brown Act Bodies to meet safely in person, and state or local officials have recommended measures to promote social distancing in connection with COVID-19.
SECTION 3. CONTINUED AB 361 REMOTE MEETINGS
That the City Council and Affiliated Agencies and all Brown Act Bodies may continue to conduct public meetings in accordance with Government Code Section 54953(e).
SECTION 4. SEVERABILITY
That if any provision, section, paragraph, sentence or word of Resolution or any portion of the Administrative Record be rendered or declared invalid by any final court action in a court of competent jurisdiction or by reason of any preemptive legislation, the remaining provisions, sections, paragraphs, sentences, or words as hereby adopted shall remain in full force and effect.
SECTION 4. CERTIFICATION
That the City Clerk/Board Secretary shall certify as to the adoption of this Resolution and shall cause the same to be processed in the manner required by law . [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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PASSED, APPROVED, AND ADOPTED on this 19th day of May, 2022.
CITY OF RANCHO MIRAGE:
Mayor/Chair Charles Townsend
ATTEST:
Kristie Ramos
City Clerk/Board Secretary
APPROVED AS TO FORM:
Steven B. Quintanilla
City Attorney/General Counsel
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TO:
FROM:
CITY OF~ MIRAG~
~ ~
STAFF REPORT
Mayor and City Council
Jessica Pulliam, Sr. Management Analyst
Isaiah Hagerman, City Manager
DATE: May 19, 2022
SUBJECT: Approve California Choice Energy Authority Entering into a Long-Term Resource Adequacy Agreement with Santa Paula Energy Storage, LLC. on behalf of Rancho Mirage Energy Authority
SPECIFIC REQUEST OR RECOMMENDATION
That the City Council Approve California Choice Energy Authority Entering into a Long-Term Resource Adequacy Agreement with Santa Paula Energy Storage, LLC on behalf of Rancho Mirage Energy Authority.
JUSTIFICATION OR INFORMATION
BACKGROUND:
On October 5, 2017, City Council adopted Ordinance No. 1125 Establishing the Rancho Mirage Community Choice Aggregation (CCA) Program, Rancho Mirage Energy Authority (RMEA). RMEA began serving customers in May 2018. As a CCA, RMEA is required to meet certain state-mandated obligations, including those required by the California Public Utilities Commission (CPUC).
In June 2021, the CPUC adopted Decision 21-06-035 (Mid-Term Reliability Order) or (MTR).
The Mid-Term Reliability Order seeks to ensure that there are sufficient resources available to ensure electric grid reliability and to meet the state's greenhouse gas (GHG) emission reduction goals for the electricity sector and imposes procurement requirements on all load- serving entities (LSEs), including CCAs.
The MTR orders the procurement of 11,500 MW of new generation resources to come online in the years 2023 -2026, with all the resources coming from zero-emitting sources or non- fossil fuel resources. RMEA's MTR requirement for the four-year period is 17 MW. All LSEs must contract for clean resources, such as renewable energy, stand-alone battery storage, renewable energy plus battery storage, and demand response. Contracts must be for ten years or greater from the initial project delivery to the end of the term.
AGENDA ITEM#
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DATE: May 19, 2022 Page 2 of 2
JUSTIFICATION OR INFORMATION CONTINUED:
In order to meet the requirements of the Mid-Term Reliability Order, California Choice Energy Authority (CalChoice) joined with Desert Community Energy and Clean Energy Alliance to issue a joint Request for Proposals for MTR projects in January 2022. Over 100 unique offers from 22 developers were received. Additionally, CalChoice on behalf of RMEA and its other member agencies continues to seek out projects that meet the MTR requirements and engage in bilateral negotiations.
CalChoice and its legal and technical team have negotiated an agreement with the developer esVolta for the Santa Paula Energy Storage, LLC project (Santa Paula Energy Storage). The project is for stand-alone battery storage located in Santa Paula, California with a commercial delivery date of August 2023.
As a condition of the agreement, Santa Paula Energy Storage recognizes and accepts the secured deposit account in the name of RMEA as credit and collateral, and no other security or credit backing by the City will be required. Santa Paula Energy Storage, upon approval by the City and CalChoice, will execute a joinder to the lntercreditor and Collateral Agency Agreement, ensuring the protection of the City's general fund.
The agreement does not fulfill the entire MTR requirement; therefore, staff will be returning in the upcoming months with additional contract approval requests.
RECOMMENDATION:
That the City Council Approve California Choice Energy Authority Entering into a Long-Term Resource Adequacy Agreement with Santa Paula Energy Storage, LLC on behalf of Rancho Mirage Energy Authority.
ATTACHMENT(S):
1. Resource Adequacy Agreement
AGENDA ITEM#
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ATTACHMENT 1
RESOURCE ADEQUACY AGREEMENT
(SEE ATTACHED)
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Proposed Execution Version
IN FRONT OF THE METER
ENERGYSTORAGERESOURCEADEQUACYAGREEMENT
COVERSHEET
~: Santa Paula Energy Storage, LLC , a Delaware limited liability company Buyer: California Choice Energy Authority, a California joint powers authority, on behalf of City of Rancho Mirage , a California municipal co1poration and chru1er city ( d/b/a Rancho Mirage Energy Authority)
Description of Project: Santa Paula Energy Storage
Contract Amounts:
RA Attributes:_
Local RA Attributes :_
Flexible RA Attributes :
Payment Quantity: -
Contract Price:
Milestones :
Milestone
Interconnection Agreement
Site Control
Construction Start
Commercial Operation Deadline
Expected Initial Delivery Date
Delivery Term: 10 Contract Years
Date
Executed
Completed
Completed
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TABLE OF CONTENTS
ARTICLE 1: DEFINITIONS .......................................................................................................... 1 Ll Contract Definitions ......................................................................................... .-....... 1 Ll Rules of Interpretation ........................................................................................... 17 ARTICLE 2: TERM ..................................................................................................................... 19 D Effectiveness .......................................................................................................... 19
2.2 Term ....................................................................................................................... 19 ARTICLE 3: PROJECT DEVELOPMENT ................................................................................. 19 ll Project Construction ............................................................................................... 19 3 .2 Interconnection ...................................................................................................... 20 3 .3 Metering ................................................................................................................. 20
3.4 Progress Reports .................................................................................................... 20
3.5 Remedial Action Plans ........................................................................................... 20
3.6 Standalone Energy Storage Incentives .............................................................. ~ .... 20 AR TIC LE 4: INITIAL DELIVERY DA TE ................................................................................. 21 tl Timing of the Initial Delivery Date ....................................................................... 21
4.2 Conditions Precedent to the Initial Delivery Date ................................................. 21
4.3 Cooperation in Connection with Initial Delivery Date .......................................... 23
4.4 Confirmation oflnitial Delivery Date .................................................................... 23 ARTICLE 5: TRANSACTION .................................................................................................... 23 2J. Product ................................................................................................................... 23
5.2 Purchase and Sale Obligation ................................................................................ 24
5.3 Allocation of CAISO Payments and Costs ............................................................ 25 ARTICLE 6: OPERA TIONS ........................................................................................................ 25 hl Operations .............................................................................................................. 25
6.2 Charging Energy .................................................................................................... 25
6.3 Standard of Care .................................................................................................... 25
6.4 Buyer's Compliance Obligations: Certification of Product.. ................................ .25
6.5 Scheduling .............................................................................................................. 26
6.6 Information Sharing and Shared Learning ............................................................ .26
6.7 Changes in Law ...................................................................................................... 27 ARTICLE 7: EVENTS OF DEFAULT; REMEDIES .................................................................. 28
7.J.
7.2 7.3
7.4 7.5
7.6 Events of Default ................................................................................................... 28 Remedies: Declaration of Early Termination Date ................................................ 30 Termination Payment ............................................................................................. 30 Notice of Payment of Termination Payment ......................................................... 31 Disputes with Respect to Termination Payment .................................................... 31 Rights and Remedies Are Cumulative ................................................................... 31 Energy Storage Re so urc e Adequacy Agreement Form
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ARTICLE 8: FORCE MAJEURE ................................................................................................ 31 tl Force Majeure ........................................................................................................ 31 ARTICLE 9: INVOICING AND PAYMENT ............................................................................. 32
2..,1 Invoicing ................................................................................................................ 32
9.2 Payment. ................................................................................................................. 33
9.3 Payment Adjustments; Billing Errors .................................................................... 33
9.4 Billing Disputes ..................................................................................................... 33
9.5 Netting of Payments ............................................................................................... 33 ARTICLE 10: PERFORMANCE ASSURANCE ........................................................................ 34
10.1 Seller's Development Security ............................................................................. .34
10.2 Seller's Delivery Term Security ............................................................................ 34
10.3 First Priority Security Interest in Cash or Cash Equivalent Collateral .................. 34
10.4 Seller Financial Information .................................................................................. 35
10.5 Buyer Credit Support ............................................................................................. 35 ARTICLE 11: SAFETY ............................................................................................................... 37 ill Safety ..................................................................................................................... 3 7
11.2 Reporting Serious Incidents ................................................................................... 38
11.3 Remediation ........................................................................................................... 38 ARTICLE 12: TAXES .................................................................................................................. 38
12.1 Taxes ...................................................................................................................... 38
12.2 Cooperation ............................................................................................................ 38 ARTICLE 13: LIMITATIONS ..................................................................................................... 38
13.1 No Consequential Damages ................................................................................... 38
13.2 Waiver and Exclusion of Other Damages .............................................................. 39 ARTICLE 14: REPRESENTATIONS; WARRANTIES; COVENANTS .................................. .40
14.1 Seller's Representations and Warranties .............................................................. .40
14.2 Buyer's Representations and Warranties .............................................................. .41
14.3 General Covenants ................................................................................................. 42
14.4 Covenants of Seller ................................................................................................ 42 ARTICLE 15: INDEMNITIES ..................................................................................................... 43
15.1 Indemnity by Seller ................................................................................................ 43
15.2 Notice ofClaim ...................................................................................................... 43
15.3 Defense of Claims .................................................................................................. 43
15.4 Subrogation of Rights ............................................................................................ 44
15.5 Rights and Remedies are Cumulative ................................................................... .44 ARTICLE 16: INSURANCE ........................................................................................................ 44
16.1 Insurance ................................................................................................................ 44 I 6.2 Evidence of Insurance ............................................................................................ 46
16.3 Failure to Comply .................................................................................................. 46 ii
Energy Storage Resource Adequacy Agreement Form
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ARTICLE 17: RECORDS AND AUDIT RIGHTS ...................................................................... 46 17 .1 Operations Logs ..................................................................................................... 46
17.2 Records and Audit. ................................................................................................. 46
17.3 General Audit Right ............................................................................................... 46 17 .4 State Auditor .......................................................................................................... 46 17 .5 Data Request Cooperation ..................................................................................... 46
17.6 Access Rights ......................................................................................................... 47 ARTICLE 18: ASSIGNMENT ..................................................................................................... 47
18.1 General Prohibition on Assignments .................................................................... .4 7
18.2 Collateral Assignment. ........................................................................................... 47
18.3 Permitted Assignment by Seller ............................................................................ .47
18.4 Permitted Assignment by Buyer ........................................................................... .47
18.5 Unauthorized Assignment; Costs .......................................................................... .48 ARTICLE 19: DISPUTE RESOLUTION ................................................................................... .48 19 .1 Governing Law ...................................................................................................... 48
19.2 Dispute Resolution ................................................................................................. 48 ARTICLE 20: CONFIDENTIAL INFORMATION ................................................................... .49
20.1 Confidential Information ....................................................................................... 49
20.2 Permitted Disclosures ............................................................................................ 49
20.3 Remedies ................................................................................................................ 49 ARTICLE 21: GENERAL PROVISIONS ................................................................................... 50
21.1 Entire Agreement; Integration; Exhibits ................................................................ 50
21.2 Amendments .......................................................................................................... 50
21.3 Survival .................................................................................................................. 50
21.4 Waivers .................................................................................................................. 50
21.5 No Agency, Partnership, Joint Venture or Lease ................................................... 50
21.6 Severability ............................................................................................................ 50
21.7 Mobile Sierra ......................................................................................................... 51
21.8 Counterparts ........................................................................................................... 51
21. 9 Electronic Delivery ................................................................................................ 51
21.10 No Recourse to Members of Buyer ....................................................................... 51
21.11 Lockbox Account ................................................................................................... 51
21.12 Forward Contract ................................................................................................... 51
21.13 Further Assurances ................................................................................................. 52 ARTICLE 22: NOTICES .............................................................................................................. 52
22.1 Addresses for the Delivery of Notices ................................................................... 52
22.2 Time of Delivery .................................................................................................... 52 iii
Energy Storage Resource Adequacy Agreement Form
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APPENDICES
Appendix I-Description of Project & Units .............................................................................. 1-l Appendix II --Operational Characteristics ................................................................................... 11-1 Appendix III -Progress Reporting Form .................................................................................. III-I Appendix IV -Certification for Commercial Operation ........................................................... IV-1 Appendix V-A-Form of Letter of Credit.. ............................................................................ V-A-1 Appendix V-B -Form of Guaranty ........................................................................................ V-B-1 Appendix VI -Project Safety Plan and Documentation ........................................................... VI-1 Appendix VII -MUA Decision Attestation ............................................................................. VII-I Appendix VIII-Notices ......................................................................................................... VIII-I Appendix IX -Approved Contractors ....................................................................................... IX-1 Appendix X -Not Used .............................................................................................................. X-1 Appendix XI-Not Used ........................................................................................................... XI-1 Appendix XII-Workforce Development and Community Investment Obligations ............... XII-1 iv
Energy Storage Resource Adequacy Agreement Form
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ENERGY STORAGE RESOURCE ADEQUACY AGREEMENT
This Energy Storage Resource Adequacy Agreement ("Agreement") is made by and between the buyer ("Buyer") and the seller ("Seller") as of May 24, 2022 ("Effective Date"), in each case as set forth on the cover sheet ("Cover Sheet") to this Agreement. Seller and Buyer are referred to each individually as a "Party" and collectively as the "Parties."
RECITALS
WHEREAS, Seller intends to develop, design, permit, construct, own, and operate the Project; and
WHEREAS, Seller desires to se ll , and Buyer desires to purchase, on the terms and conditions set forth in this Agreement, the Product;
NOW THEREFORE, 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
1.1 Contract Definitions. Capitalized terms used in this Agreement have the following meanings, unless otherwise specified:
"Affiliate" of a Person means any other Person that (a) directly or indirectly controls the specified Person; (b) is controlled by or is under direct or indirect common control with the specified Person; or (c) is an officer, director, employee, representative or agent of the Person. For the purposes of this definition, "contro l", when used with respect to any specified Person, means the power to direct the management or policies of the specified Person, directly or indirectly, through one or more intermediaries.
"Agreement" has the meaning set forth in the preamble.
"Ancillary Services" has the meaning set forth in the CAISO Tariff. "Availability Incentive Payments" has the meaning set forth in the CAISO Tariff. "Availability Standards" has the meaning set forth in the CAISO Tariff. "Balancing Authority" has the meaning set forth in the CAISO Tariff. "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 ninety (90) 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, Energy Storage Resource Adequacy Agreement Form
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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. "Bid" has the meaning set forth in the CAISO Tariff.
"Business Day" means any day except a Saturday, Sunday, or a Federal Reserve Bank holiday in California.
"Buyer" has the meaning set forth in the preamble to this Agreement. "Buyer Group" has the meaning set forth in Section 15.Ha). "Buyer's Event of Default" means a Party's Event of Default where Buyer is the Defaulting Party.
"CAISO" means the California Independent System Operator Corporation or any successor entity performing similar functions.
"CAISO Grid" means the system of transmission lines and associated facilities of the Participating Transmission Owners that have been placed under the CAISO's operational control. "CAISO Markets" has the meaning set forth in the CAISO Tariff. "CAISO Tariff' means the CAISO Fifth Replacement FERC Electric Tariff and protocol provisions, including any CAISO-published procedures or business practice manuals, as they may be amended, supplemented or replaced (in whole or in part) from time to time. "California State Auditor" means the auditor that may audit Seller in accordance with Section 17.4.
"Capacity Adjustment Date" has the meaning set forth in Section 6.7(a). "Capacity Attributes" means, any and all of the following attributes of the Project that may be counted toward Compliance Obligations:
(a) RA Attributes,
(b) Local RA Attributes,
(c) Flexible RA Attributes, and
( d) Other Capacity Attributes .
"CARB" means the California Air Resources Board or any successor entity performing similar functions.
"CEC" means the California Energy Commission or any successor entity performing similar functions.
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"CEOA" means the California Environmental Quality Act of 1970. "Change Notice" has the meaning set forth in Section 6.7(a). "Change of Control" means any circumstance in which esVolta, LP ceases to own, directly or indirectly through one or more intermediate entities, more than fifty percent (50%) of the outstanding equity interests in Seller; provided that in calculating ownership percentages for all purposes of the foregoing clause:
(a) any ownership interest in Seller held by esVolta, LP indirectly through one or more intermediate entities shall not be counted towards esVolta, LP's ownership interest in Seller unless esVolta, LP directly or indirectly owns more than fifty percent (50%) of the outstanding equity interests in each such intermediate entity; and (b) ownership interests in Seller owned directly or indirectly by any Lender (including any tax equity provider) shall be excluded from the total outstanding equity interests in Seller.
"Charging Energy" means the amount of Energy withdrawn from the Utility Distribution Company's electrical system, Participating Transmission Owner's electrical system, the CAISO Grid, or otherwise, to be stored by the Project.
"Claims" has the meaning set forth in Section 15.1 (a). "Collateral Agent" has the meaning set forth in the Security Agreement. "Collateral Assignment Agreement" has the meaning set forth in Section 18.2(b). "Commercial Operation Date" means the date stated in Seller's Notice, substantially in the form of Appendix IV, upon which the Project became Commercially Operable. "Commercial Operation Deadline" means the date that is seventy-five (75) days before the Expected Initial Delivery Date, as set forth on the Cover Sheet. "Commercial Operation Milestone" means the Project becoming Commercially Operable on or before the Commercial Operation Deadline. "Commercially Operable" with respect to the Project, is a condition occurring after such time as Mechanical Completion has occurred, commissioning is complete, the Project has been released by the EPC Contractor to Seller for commercial operations, and permission to operate has been formally obtained from the applicable transmission or distribution utility. "Compliance Actions" means actions to comply with Seller's obligations under the Agreement with respect to obtaining, maintaining, conveying or effectuating Buyer's use of all of the Capacity Attributes and Resource Adequacy associated with the Project in order for Buyer to meet its Compliance Obligations at levels equal to the Contract Amount, which may include making physical modification to the design of the Project. 3 Energy Storage Resource Adequacy Agreement Form
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"Compliance Obligations" means the RAR, Local RAR, Flexible RAR, and any other resource adequacy or capacity procurement requirements imposed on Load Serving Entities (as defined in the CAISO Tariff) by the CPUC pursuant to the CPUC Decisions, by the CAISO, by the WECC, or by any other Governmental Authority having jurisdiction. "Compliance Showings" means the total combination of (a) through (d) below that a Load Serving Entity (as defined in the CAISO Tariff) is required to make to the CPUC pursuant to the CPUC Decisions, or to any Governmental Authority having jurisdiction: (a) Local RAR compliance or advisory showings (or similar or successor showings), (b) RAR compliance or advisory showings (or similar or successor showings), (c) Flexible RAR compliance or advisory showings (or similar or successor showings), and (d) other Capacity Attributes compliance or advisory showings (or similar or successor showings).
"Conditions Precedent" has the meaning set forth in Section 4.2. "Confidential Information" has the meaning set forth in Section 20.1. "Confirmation Notice" has the meaning set forth in Section 6.7(a). "Contract Amounts" has the meaning set forth in Section 5.2(a). "Contract Price" means the amount specified in Section 5.2(d). "Contract Year" means a period of twelve (12) consecutive months; the first Contract Year shall commence on the Initial Delivery Date; and each subsequent Contract Year shall commence on the anniversary of the Initial Delivery Date. The final Contract Year may be a period ofless than twelve (12) consecutive months.
"Contractor" means the EPC Contractor and its subcontractors, as well as Seller or Seller's Affiliates if any such entities are developing, constructing, operating or maintaining the Project during the Term, and any Person under contract with Seller or Seller's Affiliates for the purpose of developing, constructing, operating or maintaining the Project during the Term. "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 that replace this Agreement; and all reasonable attorneys' fees and expenses incurred by the Non-Defaulting Party in connection with the termination of this Agreement. "Cover Sheet" has the meaning set forth in the preamble to this Agreement. "CPM" means "Capacity Procurement Mechanism" and has the meaning set forth in the CAISO Tariff and is inclusive of any successor mechanisms authorized by CAISO. "CPM Capacity" has the meaning set forth in the CAISO Tariff. "CPUC" or "Commission" means the California Public Utilities Commission or any successor entity performing similar functions.
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"CPUC Decisions" means CPUC Decisions 04-01-050 , 04-10-035 , 05-10-042 , 06-04-040, 06-06-064 , 06-07-031 , 07-06-029 , 08-06-031 , 09-06-028 , 10-06-036, 11-06-022 , 12-06-025 , 13- 06-024, 14-06-050, and any other existing or subsequent decisions , resolutions or rnlings related to resource adequacy, as may be amended from time to time by the CPUC. "CPUC Gene.-al Order No. 167" issued by the CPUC directs the implementation and enforcement of standards for the maintenance and operation of electric generating facilities and power plants and can be found at the link below:
http://docs.cpuc .ca .gov/PUBLISHED/GENERAL_ORDER/108114.htm "Credit Rating" means , with respect to any entity, the rating then assigned to such entity's unsecured, senior long-tenn debt obligations (not suppo1ted by third pa1ty credit enhancements) or if such entity does not have a rating for its senior unsecmed long-tenn debt, then the rating then assigned to such entity as an issuer rating by S&P or Moody 's . If ratings by S&P and Moody 's are not equivalent , the lower rating shall apply .
"Damage Payment" means the dollar amount equal to the total amount required to be posted by Seller as Development Security pursuant to Section 10.1. "Defaulting Party" means the Paity that is subject to an Event of Default. "Delay Notice" has the meaning set fo1th in Section 4. Hc)(i). "Delivered Quantities" has the meaning set fo1th in Section 5.2(c). "Delivery Term" has the meaning set fo1th in Section 2.2(b). "Disclosing Party" has the meaning set forth in Section 20 .2. "Disclosure Order" has the meaning set fo1th in Section 20.2(a). "Disclosure Request" has the meaning set fo1th in Section 20.2(b). "Early Termination Date" has the meaning set forth in Section 7 .2 (a). "EFC" or "Effective Flexible Capacity" has the meaning given to "Effective Flexible Capacity" in the CAISO Tariff.
"Effective Date" ha s the meaning set fo1th in the preamble . 5 Energy Storage R esource Adequacy Agreement Form
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"Electric System Upgrades" means any upgrades, including, Network Upgrades, Distribution Upgrades, or Interconnection Facilities (as these terms are defined in the CAISO Tariff), that are determined to be necessary by the CAISO, Participating TO, or Utility Distribution Company as applicable, to physically and electrically interconnect the Project to the Utility Distribution Company's/Participating TO's electric system for delivery of Energy from the Project such that the Project can provide Product at all times during the Delivery Term. "Energy" means three-phase, 60 -cycle alternating current electric energy, measured in MWhs.
"Environmental Costs" means costs incurred in connection with acqumng and maintaining all environmental permits and licenses for the Product, and the Product's and Project's compliance with all applicable environmental Laws, rules and regulations, including capital costs for pollution mitigation or installation of emissions control equipment required to permit or license the Product or Project, all operating and maintenance costs for operation of pollution mitigation or control equipment, costs of permit maintenance fees and emission fees as applicable, and the costs of all emission reduction credits, marketable emission trading credits, and any costs related to greenhouse gas emissions, required by any applicable environmental Laws, rules, regulations, and permits to operate, and costs associated with the disposal and clean-up of hazardous substances introduced to a Site or the Project.
"EPC Contract" means the Seller's engineering, procurement and construction contract with the EPC Contractor.
"EPC Contractor" means Seller's engineering, procurement and construction contractor or such Person performing those functions.
"Event of Default" means a Seller's Event of Default, Buyer's Event of Default or a Party's Event of Default.
"Exigent Circumstance" means actual or imminent harm to life or safety, public health, third-party owned property, including a Site, or the environment due to or arising from the Project or portion thereof.
"Expected Initial Delivery Date" means the expected initial delivery date set forth on the Cover Sheet.
"FERC" means the Federal Energy Regulatory Commission or any successor entity performing similar functions.
"Flexible RA Attributes" means any and all flexible resource adequacy attributes, as may be identified at any time during the Delivery Term by the CPUC, CAISO or other Governmental Authority having jurisdiction that can be counted toward Flexible RAR, exclusive of any RA Attributes, Local RA Attributes, or Other Capacity Attributes. "Flexible RAR" means the flexible resource adequacy requirements established for Load Serving Entities (as defined in the CAISO Tariff) by the CPUC pursuant to the CPUC Decisions, or by any other Governmental Authority having jurisdiction. 6 Energy Storage Resource Adequacy Agreement Form
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"Force Maieure" means any event or circumstance which wholly or partly prevents or delays the performance of any material obligation arising under this Agreement, but only if and to the extent (x) such event is not within the reasonable control, directly or indirectly, of the Party seeking to have its performance obligation excused thereby, (y) the Party seeking to have its performance obligation excused thereby has taken all reasonable precautions and measures in order to prevent or avoid such event or mitigate the effect of such event on such Party's ability to perform its obligations under this Agreement and which by the exercise of due diligence such Party could not reasonably have been expected to avoid and which by the exercise of due diligence it has been unable to overcome, and (z) such event is not the direct or indirect result of the negligence or the failure of, or caused by, the Party seeking to have its performance obligations excused thereby. Additionally:
(a) Force Majeure may include:
(i) acts of God, including landslide, lightning, earthquake, storm, hurricane, flood, drought, tornado, or other natural disasters and weather related events affecting an entire region which caused failure of performance;
(ii) interruptions to supply or transportation delays or accidents affecting delivery of equipment caused by an event that would otherwise satisfy the definition of a Force Majeure event as defined above;
(iii) sabotage, riot, acts of terrorism, war and acts of public enemy, epidemics, pandemics and quarantines; or
(v) restraint by court order or other Governmental Authority. (b) Force Majeure does not include:
(i) a failure of performance of any third party, including Participating TO, Utility Distribution Company, or any other party providing electric interconnection, distribution or transmission service (except to the extent that such failure was caused by an event that would otherwise satisfy the definition of a Force Majeure event as defined above); (ii) breakage or malfunction of equipment ( except to the extent that such failure was caused by an event that would otherwise satisfy the definition of a Force Majeure event as defined above);
(iii) a strike, work stoppage or labor dispute limited only to any one or more of Seller, Seller's Affiliates, the EPC Contractor or subcontractors thereof or any other third party employed by Seller to work on the Project;
(iv) Seller's ability to sell the Product at a price greater than the price set forth in this Agreement or Buyer's ability to purchase the Product at a price lower than the price set forth in this Agreement;
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(v) Seller's inability to obtain permits or approvals of any type for the operation or maintenance of the Project, unless caused solely by an event of Force Majeure of the specific type described in any of subsections (a)(i) through (a)(iv) above; (vi) Seller's inability to complete interconnection by the Expected Initial Delivery Date, unless such delay is caused solely by an event of Force Majeure of the specific type described in any of subsections (a)(i) through (a)(iv) above; (vii) Seller's inability to obtain sufficient Charging Energy, fuel, power or materials to operate the Project, except if Seller's inability to obtain sufficient Charging Energy, fuel, power or materials is caused solely by an event of Force Majeure of the specific type described in any of subsections (a)(i) through (a)(iv) above; or (viii) Seller's failure to obtain additional funds, including funds authorized by a state or the federal government or agencies thereof, to supplement the payments made by Buyer pursuant to this Agreement.
"Force Majeure Failure" has the meaning set forth in Section 8.l(d). "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. 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, all of which should be calculated for the remaining Delivery Term to determine the value of the Product.
"Generally Accepted Accounting Principles" means the standards for accounting and preparation of financial statements established by the Federal Accounting Standards Advisory Board (or its successor agency) or any successor standards adopted pursuant to relevant SEC rule . "Governmental Approval" means all authorizations, consents, approvals, waivers, exceptions, variances, filings, permits, orders, licenses, exemptions, notices to and declarations of or with any Governmental Authority and shall include those siting and operating permits and licenses, and any of the foregoing under any applicable environmental Law, that are required for the development, use and operation of the Project, including any approvals required under the CEQA.
"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, including CAISO; provided, however, that "Governmental Authority" shall not in any event include any Party. 8 Ene rgy Storage Res ourc e Adequacy Agreement Form
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"Guarantor" means a Person having a Credit Rating of at least A-with an outlook designation of "stable" from S&P or A3 with an outlook designation of "stable" from Moody's. "Guaranty" means a guaranty issued by a Guarantor in the form and substance set forth in Appendix V-B or as otherwise deemed acceptable by Buyer. "Hazardous Substance" means, collectively, (a) any chemical, material or substance that is listed or regulated under applicable Laws as a "hazardous" or "toxic" substance or waste, or as a "contaminant" or "pollutant" or words of similar import, (b) any petroleum or petroleum products, flammable materials, explosives, radioactive materials, asbestos, urea formaldehyde foam insulation, and transformers or other equipment that contain polychlorinated biphenyls, and (c) any other chemical or other material or substance, exposure to which is prohibited, limited or regulated by any Laws.
"IDD Cure Period" has the meaning set forth in Section 4. l(c){i). "IDD Delay Damages" means liquidated damages in an amount equal to (a) the total Development Security amount required hereunder, divided by (b) one hundred eighty (180). "Indemnifiable Loss(es)" has the meaning set forth in Section 15. l{a). "Initial Delivery Date" has the meaning set forth in Section 2.2{b). "Interconnection Agreement" means the agreement(s) and associated documents (or any successor agreement and associated documentation approved by FERC or the CPUC) by and among Seller and, as applicable, the Utility Distribution Company, the Participating Transmission Owner, and the CAI SO, governing the terms and conditions of the interconnection of the Project with the Utility Distribution Company's or CAISO's grid, including any description of the plan for interconnecting the Project to the applicable grid. "Intercreditor and Collateral Agency Agreement" means that certain Intercreditor and Collateral Agency Agreement, dated as of January 22, 2018, by and among River City Bank, as Collateral Agent, the Secured Creditors from time to time party thereto, and Member. "Interest Rate" has the meaning set forth in Section 9.2. "Joinder" has the meaning set forth in the lntercreditor and Collateral Agency Agreement. "Joint Powers Act" means the Joint Exercise of Powers Act of the State of California (Government Code Section 6500 et seq.).
"Joint Powers Agreement" means that certain Joint Powers Agreement dated August 12, 2012, as amended, under which Buyer is organized as a Joint Powers Authority in accordance with the Joint Powers Act.
"Law" means any statute, law, treaty, rule, regulation, ordinance, code, Permit, enactment, injunction, order, writ, decision, authorization, judgment, decree or other legal or regulatory determination or restriction by a court or Governmental Authority of competent jurisdiction, 9 Energy Storage Resource Adequacy Agreement Form
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including any of the foregoing that are enacted, amended, or issued after the Effective Date, and which become effective during the Term; or any binding interpretation of the foregoing. "Lender" means, collectively, any Person (i) providing senior or subordinated construction, interim, back leverage or long-term debt, equity or tax equity financing or refinancing for or in connection with the development, construction, purchase, installation or operation of the Project, whether that financing or refinancing takes the form of private debt (including back-leverage debt), equity (including tax equity), public debt or any other form (including financing or refinancing provided to a member or other direct or indirect owner of Seller), including any equity or tax equity investor directly or indirectly providing financing or refinancing for the Project or purchasing equity ownership interests of Seller or its Affiliates for purposes of providing financing or refinancing for the Project, and any trustee or agent or similar representative 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 or (iii) participating in a lease financing (including a sale leaseback or leveraged leasing structure) with respect to the Project.
"Letter of Credit" means one or more irrevocable, standby letters of credit issued by a U.S. commercial bank or a foreign bank with a U.S. branch with such bank having a Credit Rating of at least A-with an outlook designation of"stable" from S&P or A3 with an outlook designation of"stable" from Moody's, in a form substantially similar to the letter of credit set forth in Appendix V-A.
"LIBOR" means the London Interbank Offered Rate for the corresponding deposits of U.S. dollars.
"Licensed Professional Engineer" means a person acceptable to Buyer in its reasonable judgment who (a) is licensed to practice engineering in California in accordance with applicable Law including Cal. Bus. & Prof. Code § § 6700 et seq., (b) has training and experience in the power industry specific to the technology of the Project, (c) has no economic or familial relationship, association, or nexus with Seller or Buyer, other than to meet the obligations of Seller pursuant to this Agreement, ( d) is not a representative of a consultant, engineer, contractor, designer or other individual involved in the development of the Project or of a manufacturer or supplier of any equipment installed at the Project, and (e) is licensed in an appropriate engineering discipline for the required certification being made.
"Local Capacity Area" has the meaning set forth in the CAISO Tariff. "Local RA Attributes" means any and all resource adequacy attributes or other locational attributes related to a Local Capacity Area, as may be identified at any time during the Delivery Term by the CPUC, CAI SO or other Governmental Authority having jurisdiction, associated with a physical location or point of electrical interconnection within the CAISO's Balancing Authority, that can be counted toward a Local RAR.
"Local RAR" means the local resource adequacy requirements established for Load Serving Entities (as defined in the CAISO Tariff) by the CPUC pursuant to CPUC Decisions, or by any other Governmental Authority having jurisdiction. Local RAR may also be known as local 10 Energy Storage Resource Adequacy Agreement Form
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area reliability, local resource adequacy, local resource adequacy procurement requirements, or local capacity requirement in other regulatory proceedings or legislative actions. "Lockbox Account" has the meaning set forth in the Security Agreement. "Lockbox Account Control Agreement" has the meaning set forth in the Security Agreement.
"Lockbox Arrangement Documents" means, collectively, the Intercreditor and Collateral Agency Agreement, the Security Agreement, and the Lockbox Account Control Agreement. "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.
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, all of which should be calculated for the remaining Delivery Term to determine the value of the Product. If the Non- Defaulting Party is the Seller, then "Losses" shall exclude any loss of federal or state tax credits, grants, or benefits related to the Project or generation therefrom or any costs or fees related to the Site or Project.
"Mechanical Completion" means that (a) all components and systems of the Project have been properly constructed, installed and functionally tested according to EPC Contract requirements in a safe and prudent manner that does not void any equipment or system warranties or violate any permits, approvals or Laws; (b) the Project is ready for testing and commissioning, as applicable; and ( c) Seller has provided written acceptance to the EPC Contractor of mechanical completion as that term is specifically defined in the EPC Contract. "Member" means City of Rancho Mirage.
"Member Lockbox Arrangement" has the meaning set forth in Section 10.5(a). "Member Performance Security" means (a) cash deposited in an escrow agreement on terms and conditions satisfactory to Seller or (b) Letter of Credit, in either case in an amount reasonably agreed to by the Parties.
"Monthly Payment" or "MP" has the meaning set forth in Section 5.2(d). "Moody's" means Moody's Investors Service, Inc., or its successor. "MUA Decision" has the meaning set forth in Section 4.2(m). "Must Offer Obligations" means Seller's obligation to Bid or cause Seller's SC to Bid the Project into the CAISO Markets due to delivery of the Product to Buyer and in accordance with the CAISO Tariff.
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"MW" means megawatts in alternating current, unless expressly stated in terms of direct current.
"NERC" means the North American Electric Reliability Corporation or any successor entity performing similar functions.
"Non-Availability Charges" has the meaning set forth in the CAISO Tariff. "Non-Defaulting Party" has the meaning set forth in Section 7.2. "Non-Spinning Reserve" has the meaning set forth in the CAISO Tariff. "Notice" unless otherwise specified in this Agreement, means written communications by a Party to be delivered by hand delivery, United States mail, overnight courier service, or electronic messaging ( e-mail).
"Notice of Claim" has the meaning set forth in Section 15 .2(a). "Notify" means to provide a Notice.
"NOC" or "Net Qualifying Capacity" has the meaning given to "Net Qualifying Capacity" in the CAISO Tariff.
"Operational Characteristics" means the operational characteristics set forth m Appendix II.
"Other Capacity Attributes" means, exclusive of RA Attributes, Local RA Attributes, and Flexible RA Attributes, any (a) current or future capacity characteristics or attributes, including the ability to generate or charge at given capacity levels, the ability to ramp up or down at a given rate, flexibility or dispatchability attributes, and locational attributes, as may be identified at any time during the Delivery Term by any applicable Law, or voluntary or mandatory program of any Governmental Authority or other Person, (b) certificate, tag, or credit, intended to commoditize or otherwise attribute value resulting from or associated with the characteristics set forth in subsection (a) of this definition, and (c) any accounting construct so that the characteristics or values set forth in subsections (a) or (b) hereof may be counted toward any Compliance Obligations.
"Participating Transmission Owner" or "Participating TO" means an entity that (a) owns, operates and maintains transmission lines and associated facilities or has entitlements to use certain transmission lines and associated facilities and (b) has transferred to the CAISO operational control of such facilities or entitlements to be made part of the CAISO Grid. "Party" or "Parties" has the meaning set forth in the preamble of this Agreement. "Party's Event of Default" has the meaning set forth in Section 7.l(b). "Payment Quantity" has the meaning set forth in Section 5.2(d). 12 Energy Storage Resource Adequacy Agreement Form
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"Performance Assurance" means collateral provided by Seller to Buyer to secure Seller's obligations under this Agreement and includes Development Security and Delivery Term Security. "Permit" means any waiver, exemption, variance, franchise, permit, authorization, consent, ruling, certification, license or similar order of or from, or filing or registration with, or notice to, any Governmental Authority that authorizes, approves, limits or imposes conditions upon a specified activity.
"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.
"Pricing Node" or "PNode" has the meaning set forth in the CAISO Tariff. "Product" has the meaning set forth in Section 5. l(a). "Progress RepoJt" means a reasonably detailed progress report including the items set forth in Appendix III.
"Project" means the energy storage facility described in Appendix I, as such may be revised from time to time in accordance with this Agreement. "Project Safety Plan" means Seller's written plan that includes the Safeguards and plans to comply with the Safety Requirements, as such Safeguards and Safety Requirements are generally outlined in Appendix VI.
"Prudent Operating Practice" means those practices, methods, codes and acts engaged in or approved by a significant portion of the electric power industry and applicable to energy storage facilities during the relevant time period, or any of the practices, methods and acts which, in the exercise of reasonable judgment in light of the facts known at the time a decision is made, that could have been expected to accomplish a desired result at reasonable cost consistent with good business practices, reliability, safety and expedition. Prudent Operating Practices are not intended to be limited to the optimum practices, methods, or acts to the exclusion of others, but rather to those practices, methods and acts generally accepted or approved by a significant portion of the electric power industry in the relevant region, during the relevant time period, as described in the immediately preceding sentence. Prudent Operating Practices also includes taking reasonable steps to ensure that:
(a) Safeguards are implemented and maintained for the Project and at each Site and are sufficient to address reasonably foreseeable incidents; (b) equipment, material, and supplies are sufficient and accessible to operate the Project safety and reliably;
( c) operating personnel are trained, equipped, and capable of responsible operation and maintenance of the Project and at each Site, including identifying and responding to 13 Energy Storage Resource Adequacy Agreement Form
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System Emergencies, emergencies, or Exigent Circumstances originating from or impacting the Project or Site;
(d) the Project's material components and control systems are designed, manufactured, and configured to meet the standard of durability and safety generally used for electric power or energy storage facilities operating in the relevant region; and ( e) the Project is appropriately designed, operated, maintained, monitored, and tested to ensure it continues to function safely, reliably, and consistent with the intended design specifications, applicable Laws, and Permits, and over the complete range of environmental conditions reasonably expected to occur at each Site.
"RA Attributes" means, any and all resource adequacy attributes, exclusive of any Local RA Attributes, Flexible RA Attributes and Other Capacity Attributes, as may be identified at any time during the Delivery Term by the CPUC, CAISO or other Governmental Authority having jurisdiction, that can be counted toward RAR and Local RAR. "Receiving Party" has the meaning set forth in Section 20.2(b). "Regulation Down" has the meaning set forth in the CAISO Tariff. "Regulation Up" has the meaning set forth in the CAISO Tariff. "Reliability Organization" means an "Electric Reliability Organization" as defined in Section 215(a)(2) of the Federal Power Act or a "regional entity" as defined in Section 215(a)(7) of the Federal Power Act.
"Remedial Action Plan" has the meaning set forth in Section 3.5. "Remediation Event" means the occurrence of any of the following with respect to the Project or a Site: (a) an Exigent Circumstance; (b) a Serious Incident; (c) a change in the nature, scope, or requirements of applicable Laws, Permits, codes, standards, or regulations issued by Governmental Authorities which requires modifications to the Safeguards; (d) a material change to the manufacturer's guidelines that requires modification to equipment or the Project's operating procedures; ( e) a failure or compromise of an existing Safeguard; (f) Notice by Buyer pursuant to Section 11.1 that the Project Safety Plan is not consistent with the Safety Requirements; or (g) any actual condition related to the Project or a Site that would reasonably be expected to adversely impact the safe construction, operation, or maintenance of the Project or a Site. "Remediation Period" means the time period between the first occurrence of the Remediation Event and the resolution of such Remediation Event which period may not exceed a total of ninety (90) days; provided, however, that Seller may request to extend the Remediation Period by up to ninety (90) days if Seller is unable to resolve the Remediation Event within the initial ninety (90) day period despite exercising diligent efforts (and Buyer shall not unreasonably withhold approval of such extension), and Seller may request an additional extension of the Remediation Period of up to ninety (90) days if Seller is unable to resolve the Remediation Event within the ninety (90) day extension period despite exercising diligent efforts, which Buyer may approve or reject in its sole discretion. The Remediation Period may not, under any circumstance, 14 Energy Storage Resource Adequacy Agreement Form
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continue for more than two hundred and seventy (270) days from the first occurrence of the Remediation Event.
"Requirements" means Prudent Operating Practices and all applicable requirements of Law, the Utility Distribution Company, the Transmission Provider, Governmental Approvals, the CAISO, CPUC, CARB, FERC, NERC and WECC.
"Resold Product" has the meaning set forth in Section 5. l{b). "Resource Adequacy" means the procurement obligation of load serving entities, including Buyer, as such obligations are described in CPUC Decisions D.04-10-035 and D.05-10- 042 and subsequent CPUC decisions addressing Resource Adequacy issues, as those obligations may be altered from time to time, and all other capacity procurement obligations established by any other entity, including the CAISO.
"Resource Adequacy Plan" has the meaning set forth in the CAISO Tariff. "Resource Adequacy Requirement" or "RAR" means the Resource Adequacy or successor program requirements established by the CPUC, CAISO or any other regional entity, including submission of a Supply Plan or Resource Adequacy Plan. "RMR" means "Reliability Must-Run" and has the meaning set forth in, and as used in, the CAISO Tariff.
"RMR Contract" has the meaning set forth in the CAISO Tariff. "RMR Generation" has the meaning set forth in the CAISO Tariff. "S&P" means Standard and Poor's Financial Services, LLC (a subsidiary of The McGraw- Hill Companies, Inc.) or its successor.
"Safeguard" means any procedures, practices, or actions with respect to the Project, a Site or Work for the purpose of preventing, mitigating, or containing foreseeable accidents, injuries, damage, release of hazardous material or environmental harm. "Safety Remediation Plan" means a written Notice from Seller to Buyer containing information about a Remediation Event, including (a) the date, time and location of first occurrence, (b) the circumstances surrounding cause, ( c) impacts, and ( d) detailed information about Seller's plans to resolve the Remediation Event.
"Safety Requirements" means Prudent Operating Practices, CPUC General Order No. 167 , and all applicable safety-related (construed broadly) requirements of Law, the Utility Distribution Company, the Transmission Provider, Governmental Approvals, the CAISO, CARB, FERC, NERC and WECC.
"Scheduling Coordinator" or "SC" has the meaning set forth the CAISO Tariff. Under the terms of this Agreement, the SC may be Seller or Seller's designated agent (i.e., a third-party). 15 Energy Storage Resource Adequacy Agreement Form
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"SEC" means the U.S. Securities and Exchange Commission, or any successor entity performing similar functions.
"Security Agreement" means the Security Agreement, dated as of January 22, 2018 , between Member and Collateral Agent, as collateral agent for the benefit of the Secured Creditors, or any successor agreement generally available to Member's creditors. "Security Interest" has the meaning set forth in Section l 0.3(a). "Seller" has the meaning set forth in the preamble to this Agreement. "Seller's Event of Default" has the meaning set forth in Section 7. l(a). "Serious Incident" means a harmful event that occurs on a Site during the Term arising out of, related to, or connected with the Project or the Site that results in any of the following outcomes: (a) any injury to or death ofa member of the general public; (b) the death or permanent, disabling injury to operating personnel, Seller's Contractors or subcontractors, Seller's employees, agents, or consultants, or authorized visitors to the Site; (c) any property damage greater than three hundred thousand dollars ($300,000.00); (d) release of hazardous material above the limits, or violating the requirements, established by Permits, codes, standards, regulations, Laws or Governmental Authorities; (e) environmental impacts exceeding those authorized by Permits or applicable Law.
"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. "Shortfall" means any difference between a Delivered Quantity and a Contract Amount. "Showing Month" incorporates each day of each calendar month of the Delivery Term that is the subject of the Compliance Showings, as set forth in the CPUC Decisions. For illustrative purposes only, pursuant to the CPUC Decisions in effect as of the Effective Date, the monthly Compliance Showings made in June are for the Showing Month of August and the annual Compliance Showing made in October is for the twelve (12) Showing Months of the following year.
"Site(s)" means the real property on which the Project is located, as identified in Appendix
1. "Site Control" means that Seller owns the Site and the Project or has demonstrable contractual real property rights to the Site sufficient for the permitting, control, development and operation of the Project.
"Spinning Reserve" has the meaning set forth in the CAISO Tariff. 16 Energy Storage Resource Adequacy Agreement Form
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"Standalone Energy Storage Incentives" means (a) all federal tax credits associated with the construction or ownership from the Facility (including credits under Sections 38, 45, 46 and 48 of the Internal Revenue Code of 1986, as amended), and (b) any federal, subsidies or other like benefits relating in any way to the Facility, including a cash grant available under Section 1603 of Division B of the American Recovery and Reinvestment Act of 2009, in lieu offederal Tax credits or any similar or substitute payment available under subsequently enacted federal legislation. "Supply Plan" has the meaning set forth in the CAISO Tariff. "Supplying Party" has the meaning set forth in Section 20.2(b). "System Emergency" has the meaning set forth in the CAISO Tariff. "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 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. "Term" has the meaning set forth in Section 2.2(a).
"Terminated Transaction" has the meaning set forth in Section 7.2(a). "Termination Payment" has the meaning set forth in Section 7.3. "Transmission Provider" means the CAISO.
"Utility Distribution Company" has the meaning set forth in the CAISO Tariff. "WECC" means the Western Electricity Coordinating Council or its successor entity with similar functions.
"Work" means (a) work or operations performed by a Party or on a Party's behalf; and (b) materials, parts or equipment furnished in connection with such work or operations; including (i) warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of"a Party's work"; and (ii) the providing of or failure to provide warnings or instructions.
1.2 Rules 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; 17 Energy Storage Resource Adequacy Agreement Form
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(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, appendix, or exhibit is a reference to that section, paragraph, clause of, or that Party, appendix , or exhibit to, this Agreement unless otherwise specified;
( e) a reference to a document or agreement, including this Agreement means 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;
(t) 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) 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;
(l) the terms "year" and "calendar year" mean the period of months from January I through and including December 31; the term "month" means a calendar month unless otherwise indicated, and a "day" means a 24-hour period beginning at 12:00:01 a.m. and ending at 12:00:00 midnight; provided that a "day" may be 23 or 25 hours on those days on which daylight savings time begins or ends, respectively;
(m) unless otherwise specified herein, where the consent of a Party is required, such consent shall not be unreasonably withheld or unreasonably delayed; 18 Energy Storage Resource Adequacy Agreement Form
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(n) when an action is required to be completed on a Business Day, such action must be completed prior to 5:00 p.m. on such day, Pacific Standard time, and actions occurring after 5:00 p.m. (such as the delivery of a Notice) will be deemed to have occurred on the following Business Day;
( o) all references to Product mean each and all components of the Product unless the context infers a particular component of Product; and (p) 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: TERM
2.1 Effectiveness.
(a) Upon Effective Date.
(i) Upon execution by both Parties, this Agreement shall be in full force and effect, enforceable and binding in all respects as of the Effective Date. (ii) Seller shall deliver to Buyer on or before the Effective Date correct and complete copies of: (A) Seller's most recent annual report, audited consolidated financial statements, and unaudited consolidated financial statements; and (B) Seller's organizational documents (including any certification of formation, certification of incorporation, charter, operating agreement, partnership agreement, bylaws, or similar documents) and any amendments thereto.
2.2 Term.
(a) The "Term" of this Agreement shall commence upon the Effective Date and shall continue until the expiration of the Delivery Term (unless terminated earlier in accordance with the terms of this Agreement).
(b) The "Delivery Term" is the period commencing on the Initial Delivery Date and continuing for the number of Contract Years specified on the Cover Sheet. The "Initial Delivery Date" is the first day of the first Showing Month for which Product is delivered; provided that the Initial Delivery Date may not occur until satisfaction of the Conditions Precedent, as set forth in Article 4.
ARTICLE 3: PROJECT DEVELOPMENT
3.1 Project Construction.
(a) Seller has achieved Site Control as of the Effective Date. 19 Energy Storage Resource Adequacy Agreement Form
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(b) Seller shall develop, design and construct the Project in timely fashion in order to perform Seller's obligations under this Agreement. (c) Seller has caused the following to occur as of the Effective Date ("Construction Start"): (i) acquisition of all Governmental Approvals necessary for the construction of the Project, (ii) engagement of each Contractor, (iii) execution of the EPC Contract and issuance of a full notice to proceed thereunder that authorizes the Contractor to mobilize to the Site and begin physical construction (including, at a minimum, excavation for foundations or the installation or erection of improvements, as applicable) at the Site, and (iv) ordering of all essential equipment and supplies, in each case (i)-(iv), as reasonably necessary so that physical construction of the Project may begin and proceed to completion without foreseeable interruption of material duration.
3.2 Interconnection. Seller has executed and delivered all necessary Interconnection Agreements as of the Effective Date. Seller shall (a) comply with all terms and conditions contained in the Interconnection Agreement as necessary for the safe and reliable delivery of the Product and (b) arrange, schedule and be responsible for any and all electric distribution and transmission service including any Governmental Approvals required for the foregoing. Seller shall fulfill all contractual, metering and applicable interconnection requirements, including Electric System Upgrades and those requirements set forth in the Utility Distribution Company's applicable tariffs, the Participating Transmission Owner's applicable tariffs, the CAISO Tariff and implementing CAISO standards and requirements, so as to be able to deliver the Product to Buyer.
3.3 Metering. At Seller's expense, Seller shall obtain and maintain a single CAISO resource ID dedicated exclusively to the Project and shall install, or cause to be installed, all necessary metering and telemetry required by the CAISO to deliver the Product.
3.4 Progress Reports. Within fifteen (15) days after the close of each calendar quarter, starting with the first calendar quarter following the Effective Date and until the Commercial Operation Date, Seller shall provide to Buyer a Progress Report in a Notice and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such quarterly reports and discuss Seller's progress.
3.5 Remedial Action Plans. If Seller anticipates that it will not be able to timely satisfy the Commercial Operation Milestone, except as the result of Force Majeure or a Buyer's Event of Default, Seller shall submit to Buyer no later than thirty (30) days prior to the relevant deadline a remedial action plan ("Remedial Action Plan"), which will describe in detail the actual delay, any anticipated delay beyond the scheduled deadline, the cause of the delay, and Seller's proposed course of action to achieve the Initial Delivery Date by the Expected Initial Delivery Date. Delivery of a Remedial Action Plan shall not relieve Seller of any obligation under this Agreement.
3.6 Standalone Energy Storage Incentives. Seller shall have exclusive rights to any Standalone Energy Storage Incentives and Buyer shall not own nor have the right to share in any benefits associated with such Standalone Energy Storage Incentives. 20 Energy Storage Resource Adequacy Agreement Form
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ARTICLE 4: INITIAL DELIVERY DATE
4.1 Timing of the Initial Delivery Date.
(a) Timely Initial Delivery Date. Seller shall cause the Initial Delivery Date to occur on, and not prior to, the Expected Initial Delivery Date. (b) Early Initial Delivery Date. If Seller wishes for the Initial Delivery Date to occur prior to the Expected Initial Delivery Date, Seller may provide Buyer with a written request for a specified earlier date, so long as such written request is provided at least one (1) year prior to the Expected Initial Delivery Date. If Buyer agrees to the requested earlier date, the Parties shall execute a written amendment to this Agreement memorializing the agreement that each reference to the Expected Initial Delivery Date in this Agreement shall thereafter be deemed a reference to such earlier date.
(c) Failure to Meet Expected Initial Delivery Date.
(i) Seller shall provide Buyer with advance Notice of any delay in achieving the Initial Delivery Date on the Expected Initial Delivery Date, including a true and reasonably detailed explanation of the cause of such delay ("Delay Notice"), at least ninety (90) days in advance of the Expected Initial Delivery Date (or, if Seller's anticipation of such delay does not arise until after such advance window, then as soon as reasonably possible following such anticipation arising). For each day beginning with the day after the Expected Initial Delivery Date until and including the date on which the Initial Delivery Date occurs, for a period beyond the Expected Initial Delivery Date lasting no more than one hundred eighty (180) days ("IDD Cure Period"), Seller shall pay 100 Delay Damages to Buyer. Buyer shall invoice Seller for the amount of any JOO Delay Damages. Buyer may draw any IDD Delay Damages that are due to Buyer from the Development Security after providing an invoice for the amounts due. Notwithstanding the foregoing, if Seller fails to achieve the Initial Delivery Date by the Expected Initial Delivery Date due to Force Majeure or a Buyer's Event of Default, subject to the notice requirements in Section
8.1, the 100 Cure Period shall be extended on a day-for-day basis for such events, and no 100 Delay Damages shall be required to be paid for such period of delay due to Force Majeure or Buyer's Event of Default.
(ii) Each Party agrees that (A) the damages that Buyer would incur due to Seller's delay in achieving the Expected Initial Delivery Date would be difficult or impossible to predict with certainty and (B) the 100 Delay Damages are an appropriate approximation of such damages.
4.2 Conditions Precedent to the Initial Delivery Date. Seller shall take all actions and obtain all approvals necessary to meet the obligations of this Agreement and to deliver the Product to Buyer pursuant to the terms of this Agreement. The following obligations of Seller are conditions precedent to the Initial Delivery Date (collectively, the "Conditions Precedent") and must be satisfied at least seventy-five (75) days before the Initial Delivery Date, unless a different deadline is set forth below, in which case such other deadline shall govern, to Buyer's reasonable satisfaction:
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(a) Seller shall have provided to Buyer updated correct and complete copies of the items identified in Section 2. l(a)(ii).
(b) Seller shall have secured all CAI SO and Governmental Approvals as are necessary for the safe and lawful operation and maintenance of the Project and to enable Seller to deliver the Product to Buyer, including at the Contract Amounts. (c) Seller has secured and maintained Site Control.
(d) On or before the Commercial Operation Deadline, Seller shall have caused the Project to become Commercially Operable.
( e) Seller shall have provided to Buyer a certification of Seller and a Licensed Professional Engineer, substantially in the form attached hereto as Appendix IV, demonstrating (i) that the Commercial Operation Date has occurred and (ii) satisfactory completion of the Project at the Site.
(f) Seller shall have provided to Buyer all documentation reasonably acceptable to Buyer demonstrating that the Project successfully completed all applicable testing and registration procedures required by CAISO to Bid into the CAISO Markets. (g) Seller shall have executed and complied with any necessary Interconnection Agreement(s) and installed any necessary metering to deliver Product to Buyer, in each case in accordance with the CAI SO Tariff and any applicable tariffs of the Utility Distribution Company and the Participating Transmission Owner.
(h) On or before the Initial Delivery Date, Seller shall have provided Delivery Term Security to Buyer as required by Section 10.2.
(i) As of the Initial Delivery Date, no Event of Default on the part of Seller shall have occurred and be continuing and no Remediation Event shall have occurred and remain unresolved.
G) Seller shall have submitted to Buyer a Project Safety Plan. (k) Seller shall have obtained certification of Product in accordance with the CAISO Tariff and CPUC requirements applicable to Product (i) resulting in certifications of not less than the Contract Amounts and (ii) so as to ensure the Project is fully deliverable such that Seller is able to deliver Product in the Contract Amounts to Buyer for purposes of counting towards Buyer's Compliance Obligations.
(l) As of the dates required under Section 5.2(b) and Section 5.2(c), as applicable, (i) Seller shall have submitted, or shall have caused its SC to have submitted, a Notice to Buyer including Seller's proposed Supply Plan for the first Showing Month in accordance with Section 5.2(b) and (ii) Seller shall have submitted, or shall have caused its SC to have submitted, a Supply Plan to CAISO in accordance with Section 5.2(c). 22 Energy Storage Resource Adequacy Agreement Form
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(m) Seller shall have provided to Buyer an attestation, in the form attached hereto as Appendix VII, that Seller is following all of the rules set forth in CPUC Decision 18-01 - 003 on Multiple-Use Application Issues, issued January 17, 2018, regarding the multiple-use applications of energy storage facilities (the "MUA Decision"). (n) Seller shall have delivered to Buyer all insurance documents required under Article 16.
(o) As of the Initial Delivery Date, Seller shall have paid Buyer for all amounts owing under this Agreement, if any , including IDD Delay Damages, if any.
4.3 Cooperation in Connection with Initial Delivery Date. The Parties agree that, in order for Seller to achieve the Initial Delivery Date, the Parties may have to perform certain of their Delivery Term obligations in advance of the Initial Delivery Date. The Parties shall cooperate with each other in order for Buyer to be able to utilize the Product beginning on the Initial Delivery Date and Seller agrees to cause the Project's SC to cooperate in order to achieve the same.
4.4 Confirmation of Initial Delivery Date. Once each of the Conditions Precedent has been satisfied by Seller ( other than any Condition Precedent that may only be satisfied as of the Initial Delivery Date), Seller shall certify such satisfaction to Buyer in a Notice confirming the anticipated occurrence of the Initial Delivery Date. Buyer shall Notify Seller of any disagreement that Seller has satisfied such Conditions Precedent (with reasonable detail in regard to each Condition Precedent) within fifteen (15) Business Days of Seller's Notice. On or promptly following the Initial Delivery Date (in no event later than five (5) Business Days thereafter), Buyer shall provide a Notice to Seller confirming the occurrence of the Initial Delivery Date.
ARTICLE 5: TRANSACTION
5.1 Product.
(a) During the Delivery Term, Seller grants , pledges, assigns and otherwise commits and shall deliver to Buyer, for Buyer's exclusive use, all Capacity Attributes that may be calculated or derived from the Operational Characteristics, which must be exclusively from the Project (collectively, the "Product"), pursuant to the terms and conditions contained herein .
Operational Characteristics shall not be modified during the Term. (b) In addition to the Capacity Attributes, the Product includes the exclusive right to claim the Contract Amounts as an incremental resource for purposes of CPUC D.21-06- 035. During the Delivery Term Buyer shall have the exclusive right to claim the Contract Amounts as an incremental resource for purposes ofCPUC D.21-06-035. (c) Buyer shall have the right to re-sell all or a portion of the Product purchased under this Agreement ("Resold Product").
(d) Product does not confer to Buyer any right to dispatch or receive Energy or Ancillary Services from the Project.
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5 .2 Purchase and Sale Obligation .
(a) For each day of each Showing Month during the Delive1y Tem1, Seller agrees to deliver all Capacity Attti.butes of Product to Buyer, including in the amounts and categories set fo1th on the Cover Sheet ("Contract Amounts"). (b) No later than fifteen (15) Business Days prior to the applicable Compliance Showing deadlines for each Showing Month, Seller shall submit, or cause its SC to submit, a Notice to Buyer which includes Seller 's proposed Supply Plan for such Showing Month in a fonnat and to a platfonn as Notified by Buyer to Seller prior to such deadline. No later than ten (10) Business Days before the applicable Compliance Showing deadlines for each Showing Month, Buyer may Notify Seller of any administrative or typographical co1Tections to the Supply Plan and Seller shall implement any such co1Tections in the Supply Plan that it submits , or causes to be submitted, to the CAISO . In the event that Buyer does not Notify Seller of any such co1Tections to the proposed Supply Plan, Seller shall submit the Supply Plan to CAISO as it was proposed by Notice to Buyer.
( c) After following the procedure in Section 5 .2(b). Seller shall submit, or cause to be submitted, a Supply Plan to CAISO, in accordance with the applicable Compliance Showing deadlines for each Showing Month, to identify and confum the Product to be delivered to Buyer (or, with regard to Resold Product, Buyer's designee) for each day within the applicable Showing Mouth. For each of the Capacity Attributes of Product that Seller submits in its Supply Plan in the applicable Showing Month, Seller shall not submit an amount greater than the Contract Amount of each of the respective Capacity Attti.butes . The lowest daily quantity that Seller submits for each of the Capacity Attributes in a Supply Plan shall be deemed to be the ammmt of the respective Capacity Attributes that Seller has delivered for such Showing Month ("Delivered Quantities"). (d) For all Capacity Attt·ibutes of the Product that Seller delivers during the Delive1y Te1m in accordance with this Agreement, Buyer shall, in accordance with Alticle 9 , pay Seller a monthly payment ("Monthly Payment" or "Mf") as follows :
where,
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5.3 Allocation of CAISO Payments and Costs.
(a) Except as may otherwise be provided in this Agreement, Seller shall retain any revenues it may receive from and pay all costs charged by, the CAISO or any other third party with respect to the Product or Project.
(b) To the extent that the Project is subject to the terms of the Availability Standards, Non-Availability Charges, and Availability Incentive Payments of the CAISO Tariff, the Parties agree that any Availability Incentive Payments are for the benefit of Seller and for Seller's account and that any Non-Availability Charges are the responsibility of Seller and for Seller's account.
ARTICLE 6: OPERA TIO NS
6.1 Operations. Seller shall at all times retain operational control of the Project and be responsible for operation and maintenance of the Project.
6.2 Charging Energy. Seller shall be responsible for procuring and delivering all of the Charging Energy to the Project and paying all of the associated costs of such Charging Energy.
6.3 Standard of Care. In performing all of its obligations under this Agreement, including in its scheduling, interconnection, operation and maintenance of the Project, Seller shall comply with all Requirements and Safety Requirements.
6.4 Buyer's Compliance Obligations; Certification of Product. (a) During the Term , Seller shall take all actions , including executing all documents or instruments, complying with all applicable registration, certification and reporting requirements of all applicable Governmental Authorities and other Persons, as such requirements may be amended from time to time, that are necessary to ensure that Buyer can use Product, including enabling Buyer to apply Product towards Buyer's Compliance Obligations, or sell Resold Product, at all times during the Delivery Term. Promptly following Buyer's written request, Seller agrees to take all actions and execute or provide any documents, information, or instruments with respect to Product reasonably necessary to enable Buyer to comply with the requirements of any Governmental Authority.
(b) During the Delivery Term , Seller shall , at no cost to Buyer, obtain and maintain CAISO and all applicable Governmental Authority certification(s) for all elements of the Product for which certification is or may become required in order to enable Buyer to receive and use such Product, including use of such Product to satisfy its Compliance Obligations. If Buyer is required under applicable Law to obtain such certification, Seller shall take all actions within its control to ensure that Buyer is able to secure such certification. Seller, at no cost to Buyer, shall take all other actions during the Delivery Term, including submission of all reports and other filings with CAISO and applicable Governmental Authorities, that are required to be taken by Seller to ensure that Buyer can receive the Product and shall take all actions within its control to assist Buyer in taking actions required to be taken by Buyer with regard to receipt of Product. 25 Energy Storage Resource Adequacy Agreement Form
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6.5 Scheduling.
(a) Seller shall be the SC or shall designate a qualified third party to fulfill such role for the Project in order to deliver Product to Buyer during the Delivery Term in accordance with the terms of this Agreement. Seller shall be solely responsible for all costs associated with the SC . Seller shall take, or cause its SC to take, all necessary steps to qualify itself and the Project in such other manner identified and approved by the CAISO and CPUC that permits Seller to provide Product to Buyer.
(b) Seller shall comply, and shall cause SC to comply, with all applicable CAISO Tariff provisions, CPUC Decisions and all other applicable rules, requirements or Laws , including any Bidding of the Project to meet any Must Offer Obligations, in order to deliver the Product to Buyer and allow Buyer to use the Product to satisfy Buyer's Compliance Obligations. (c) Buyer shall have no liability for the failure of Seller or SC to comply with any applicable Law, Requirements, or other requirement of the Transmission Provider or Utility Distribution Company, including any penalties, charges or fines imposed for such noncompliance except to the extent that such noncompliance is due to Buyer's failure to comply with its obligations under this Agreement. In no event shall Buyer be required to use or change its utilization of its owned or controlled assets or market positions to minimize a Shortfall. (d) Seller shall not accept, and shall cause the Project's SC to not accept, any proposed CPM or RMR designation by the CAISO unless and until Buyer has agreed to accept such designation in a Notice. In addition, Seller shall promptly Notify, or cause the Project's SC to promptly Notify, Buyer within one (1) Business Day of the time Seller or the SC receives a proposal from CAISO to designate any portion of the Product as CPM Capacity or RMR Generation. During the Delivery Term, Buyer has exclusive right to enter into a RMR Contract with respect to the Product or any component thereof, provided that the RMR Contract would not require the Project to operate beyond the Operational Characteristics or beyond the end of the Delivery Term.
6.6 Information Sharing and Shared Learning. Seller understands and acknowledges that Buyer is entering into this Agreement in part to gain operational and market information regarding the performance, efficiency, operations, maintenance, and multiple uses of energy storage and storage assets as an integral part of Buyer's portfolio of assets to meet its customers' needs as well as to gain an understanding of the impact of energy storage on load forecasting as a load serving entity. Throughout the Delivery Term, Seller agrees to share such information with Buyer, including meter data and hourly charging and discharging data but excluding cost or similar proprietary information, upon Buyer's request, with such information to be treated by Buyer as Confidential Information. Seller shall provide such applicable meter data to Buyer in a format and to a platform specified by Buyer that is reasonably acceptable to Seller.
For information related to Seller's multiple uses of the Project, Seller shall promptly provide Notice to Buyer any time it provides any services, attributes, or products from the Project to a third party.
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6.7 Changes in Law.
(a) In the event of any change in Requirements by the CPUC, CAISO, or other Governmental Authority or Person (in each case , other than a Party) having jurisdiction over Capacity Attributes that results in an increase or decrease to the amount of Capacity Attributes (other than Other Capacity Attributes) that may be calculated or derived from the Operational Characteristics (including in the case of a new category of Capacity Attributes), then either Party shall provide Notice to the other Party as soon as practicable following knowledge of such change specifying the altered amounts of Capacity Attributes of Product ("Change Notice"). Following a Change Notice, Buyer will confirm via Notice to Seller the amended Contract Amounts and Payment Quantity based on such change and the date that Seller shall commence delivery of such amended amounts ("Confirmation Notice"); provided that, in the case of an increase to the amount of Capacity Attributes that may be calculated or derived from the Operational Characteristics, Buyer shall have sole discretion over whether to accept a corresponding increase to any Contract Amount and the Payment Quantity; provided further that, if Buyer declines to accept any such increase, Seller shall have the right to sell to third parties any Capacity Attributes resulting from such increase that are in excess of the Contract Amounts. The Contract Amounts and Payment Quantity shall automatically adjust upon the date set forth in the Confirmation Notice ("Capacity Adjustment Date") without further need for the Parties to amend this Agreement.
Until the Capacity Adjustment Date, Seller shall continue to deliver the Contract Amounts of the Capacity Attributes of Product as stated prior to the Confirmation Notice, unless otherwise required by Law or other Requirements . In the event that Buyer disputes the altered amounts of Capacity Attributes that may be calculated or derived from the Operational Characteristics as set forth in the Change Notice, the Parties shall resolve such dispute in accordance with the dispute resolution procedures set forth in Section 19.2.
Notwithstanding the provisions of this Section 6.7(a), if Buyer sends a Change Notice that indicates that a decrease to the amount of Capacity Attributes will trigger a reduction of the total Monthly Payments that Seller will receive for the twelve (12)-month period following the Capacity Adjustment Date by ten percent (10%) or more of the total Monthly Payments received by Seller in the immediately preceding twelve (12)-month period, then Seller may send a Notice to Buyer of its intent to terminate this Agreement. Buyer and Seller shall then engage in good faith negotiations to resolve the effects of the change to the Requirements with respect to the Capacity Attributes and the percentage reduction of total Monthly Payments, if any. If Buyer and Seller are unable, within sixty (60) days after delivery of such Notice, to agree upon changes to this Agreement or to resolve issues relating to the change in Requirements with respect to the Capacity Attributes, then Seller may send a Notice designating a day, no earlier than the day such Notice is deemed to be received and no later than twenty (20) days after such Notice is deemed to be received, as an early termination date of this Agreement. If Seller terminates this Agreement pursuant to this Section 6.7(a), then neither Party shall have any further liability to one another other than with respect to any liabilities or obligations that have accrued as of the date of termination set forth in the Notice . Notwithstanding the foregoing, Seller shall have no right to terminate this Agreement pursuant to this provision if, and for so long as, Buyer has received a Confirmation Notice and Buyer agrees to pay a Monthly Payment equal to ninety percent (90%) of the amount that is equal to the total Monthly Payments received by Seller in the immediately preceding twelve (12)-month period, divided by twelve (12). 27 Energy Storage Resource Adequacy Agreeme nt Form
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(b) In the event a centralized capacity market develops within the WECC region, Buyer will have exclusive right to offer, bid, or otherwise submit the Product for re-sale in such markets, or to cause Seller or Seller's SC to do so, and Buyer shall retain and receive any and all related revenues.
(c) If a change in CAISO, CPUC or other Governmental Authority Requirements renders this Agreement or any provisions hereof incapable of being performed or administered, then either Party may request that Buyer and Seller enter into negotiations to make the minimum changes to this Agreement necessary to make this Agreement capable of being performed and administered, while attempting to preserve to the maximum extent possible the benefits, burdens, and obligations set forth in this Agreement as of the Effective Date. Upon delivery of such a request, Buyer and Seller shall engage in such negotiations in good faith. If Buyer and Seller are unable, within sixty (60) days after delivery of such request, to agree upon changes to this Agreement or to resolve issues relating to changes to this Agreement, then either Party may submit issues pertaining to changes to this Agreement to the dispute resolution process set forth in Section 19.2. Notwithstanding the foregoing, (i) a change in cost shall not in and of itself be deemed to render this Agreement or any of the provisions hereof incapable of being performed or administered, or constitute, or form the basis of, a Force Majeure, and (ii) all of unaffected provisions of this Agreement shall remain in full force and effect during any period of such negotiation or dispute resolution.
ARTICLE 7: EVENTS OF DEFAULT; REMEDIES
7 .1 Events of Default.
(a) Seller will be deemed a Defaulting Party upon the occurrence of any of the following ( each, a "Seller's Event of Default"):
(i) Seller fails to satisfy a Performance Assurance requirement set forth in Article 10 and Seller fails to provide replacement Performance Assurance within ten (10) Business Days of Buyer's written demand therefor in accordance with Article 10; (ii) any material misrepresentation or omission, in any metering or submetering, Supply Plan, report, or Notice with regard to delivery of the Product, or undue delay or withholding of such data, report or Notice, which misrepresentation or undue delay or withholding is not cured within ten (10) Business Days of Buyer's receipt thereof; (iii) Seller intentionally or knowingly delivers, or attempts to deliver Product that is not produced by the Project;
(iv) Seller fails to pay 100 Delay Damages in accordance with Section 4 .l{c);
(v) Seller fails to achieve the Initial Delivery Date prior to the expiration of the 100 Cure Period, as such 10D Cure Period may be extended for Force Majeure or a Buyer's Event of Default; or
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(vi) Any failure by Seller in a Showing Month to deliver Delivered Quantities to Buyer equal to the Contract Amounts in accordance with Section 5.2; provided that a Seller's Event of Default shall not be deemed to have occurred under this Section 7. l{a)(vi) if such failure has not been preceded by two (2) or more such failures in separate Showing Months within the last six (6) months and Seller provides Buyer with substitute Capacity Attributes that are acceptable to Buyer in Buyer's reasonable discretion in the amount of such Shortfall and for the time period of such Shortfall.
(vii) For the avoidance of doubt: (1) a Seller's Event of Default shall be deemed to have occurred under Section 7. l{a)(vi) if Seller fails to provide Buyer with substitute Capacity Attributes in accordance with Section 7. l{a)(vi); (2) the amount described in Section 7 .1 {a)(vi) shall be owed by Seller to Buyer on a separate and additional basis for each of any two (2) failures under Section 7. l{a)(vi) occurring within any six (6) month period; and (3) the amount described in Section 7.l{a)(vi) represents Buyer's direct damages as a result of a failure by Seller to deliver Delivered Quantities to Buyer equal to the Contract Amounts in accordance with Section
5.2 and is in addition to Seller's indemnity obligations under Article 15 for any third-party Claims, including any penalties or fines imposed by CAISO or the CPUC. (b) Either Party will be deemed a Defaulting Party upon the occurrence of any of the following (each, a "Party's Event of Default"):" (i) the failure by such Party to make, when due, any payment required pursuant to this Agreement and such failure is not remedied within ten (10) Business Days after Notice thereof;
(ii) any representation or warranty made by such Party under this Agreement 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, or such longer additional period, not to exceed an additional sixty (60) days, if the Defaulting Party is unable to remedy such default within such initial thirty (30) day period despite exercising diligent efforts;
(iii) the failure by such Party to perform any material covenant or obligation set forth in this Agreement, including any failure by Seller to comply with Sections D,
5.2, or 6.4 or with any Requirement or Safety Requirement in accordance with Section 6.3, in any case except to the extent constituting a separate Event of Default, and such failure is not remedied within thirty (30) days after Notice thereof, or such longer additional period, not to exceed an additional ninety (90) days, if the Defaulting Party is unable to remedy such default within such initial thirty (30) day period despite exercising diligent efforts; (iv) such Party becomes Bankrupt;
(v) such Party assigns this Agreement or any of its rights hereunder other than in compliance with Article 18; or
(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 29 Energy Storage Resource Adequacy Agreement Form
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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.
7.2 Remedies; Declaration of Early Termination Date. If an Event of Default with respect to a Defaulting Party has occurred, the other Party ("Non-Defaulting Party") shall have the following rights:
(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) days after such Notice is deemed to be received, as an early termination date of this Agreement ("Early Termination Date") that terminates this Agreement (the "Terminated Transaction") and ends the Delivery Term effective as of the Early Termination Date;
(b) to accelerate all amounts owing between the Parties, and to collect as liquidated damages (i) the Damage Payment, in the case of an Event of Default by Seller occurring before the Initial Delivery Date, including an Event of Default under Section 7. l{a)(v). or (ii) the Termination Payment calculated in accordance with Section 7.3 below, in the case of any other Event of Default by either Party;
( c) to withhold any payments due to the Defaulting Party under this Agreement; ( d) to suspend performance; or
(e) to exercise any other right or remedy available at law or in equity, including specific performance or injunctive relief, except where an express and exclusive remedy or measure of damages is provided under this Agreement;
provided, that payment by the Defaulting Party of the Damage Payment or Termination Payment, as applicable, shall constitute liquidated damages and the Non-Defaulting Party's sole and exclusive remedy for any Terminated Transaction and the Event of Default related thereto.
7.3 Termination Payment. The Termination Payment ("Termination Payment") for a Terminated Transaction shall be the aggregate of the Settlement Amount plus any or all other amounts due to or from the Non-Defaulting Party, as of the Early Termination Date, netted into a single amount. The Non-Defaulting Party shall calculate 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. 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 Damage Payment or Termination Payment described in Section 7.2 or this Section 7.3, as applicable, is a reasonable and appropriate approximation of such damages, and ( c) the Damage Payment or Termination Payment described in Section 7 .2 or this Section 7 .3, as applicable, 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 30 Energy Storage Resource Adequacy Agreement Form
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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.
7.4 Notice 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 Damage Payment or Termination Payment and whether the Termination Payment is due to or from 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 or from the Non-Defaulting Party, as applicable, within ten (10) Business Days after such Notice is effective.
7 .5 Disputes 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 19.
7.6 Rights and Remedies Are Cumulative. Except where an express and exclusive remedy or measure of damages is provided, the rights and remedies of a Party pursuant to this Article 7 shall be cumulative and in addition to the rights of the Parties otherwise provided in this Agreement.
ARTICLE 8: FORCE MAJEURE
8.1 Force Maieure.
(a) Effect of Force Maieure. A Party shall not be considered to be in default in the performance of its obligations to the extent that the failure or delay of its performance is due to a Force Majeure event, and the non-affected Party shall be excused from its corresponding performance obligations for the period of the affected Party's failure or delay of performance. The burden of proof for establishing the existence and consequences of an event of Force Majeure lies with the Party initiating the claim.
(b) Notice of Force Majeure. The Party desiring to invoke the Force Majeure event as a cause for delay in its performance of, or failure to perform, any obligation hereunder, shall provide prompt Notice to the other Party in the form of a letter identifying the event of Force Majeure and describing in detail the particulars of the occurrence giving rise to the Force Majeure event including the expected duration, when known, and the effect of such Force Majeure event.
Failure to provide timely Notice constitutes a waiver of a claim of Force Majeure . Promptly, but in any event within ten (10) days after a Notice is given pursuant to the preceding sentence, the Parties shall meet to discuss the basis and terms upon which the arrangements set out in this Agreement shall be continued taking into account the effects of such event of Force Majeure. (c) Mitigation of Force Majeure. The suspension of a Party's performance under this Agreement due to a claim of Force Majeure shall be of no greater scope and of no longer duration than is required by the Force Majeure event. A Party suspending performance due to Force Majeure shall take, or cause to be taken, such action as may be necessary to void, or nullify, 31 Energy Storage Resource Adequacy Agreement Form
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or otherwise to mitigate, in all material respects, the effects of such event of Force Majeure. The Parties shall take all reasonable steps to resume normal performance under this Agreement after the cessation of any Force Majeure event. If Seller cannot meet the Expected Initial Delivery Date as a result of a Force Majeure event declared by Seller in accordance with this Agreement, then Seller shall work diligently to resolve the effect of the Force Majeure and provide evidence of its efforts promptly upon Buyer's written request.
(d) Force Maieure Failure. Notwithstanding any provision to the contrary, Buyer shall have the right, but not the obligation, to terminate this Agreement after the occurrence of the following, each constituting a "Force Maieure Failure":
(i) if during the Delivery Term:
(A) due to a Force Majeure event, Seller is unable to meet its obligations under this Agreement (including any failure to deliver Delivered Quantities to Buyer equal to the Contract Amounts) on more than one hundred eighty (180) days within any three hundred sixty-five (365) day period; or
(B) the Project is destroyed or rendered inoperable by an event of Force Majeure; provided that Seller may repair or restore the Project if: (1) Seller provides to Buyer within the sixty (60) day period following the conclusion of the Force Majeure event a certificate from a non-affiliated, licensed professional engineer attesting that the Project can be restored to original operational status within the six (6) month period following the conclusion of the Force Majeure event; (2) Seller provides Buyer with Notice of Seller's election to repair or restore the Project within the sixty (60) day period following the conclusion of the Force Majeure event; and (3) Seller completes such repair or restoration to original operational status within the six (6) month period following the conclusion of the Force Majeure event; (ii) if Seller is unable, due to a Force Majeure event, to achieve the Initial Delivery Date by one hundred eighty (180) days after the Expected Initial Delivery Date. ( e) Effect of Termination for Force Maieure Failure. If Buyer exercises its termination right in connection with a Force Majeure Failure under Section 8.1 (d), then this Agreement shall terminate without further liability of either Party to the other, effective upon the date set forth in Buyer's Notice of termination, subject to each Party's satisfaction of all of the final payment and survival obligations set forth in Section 21.3.
ARTICLE 9: INVOICING AND PAYMENT
9.1 Invoicing. Seller shall make good faith efforts to deliver an invoice, in arrears, to Buyer no sooner than ten (10) Business Days after the end of each Showing Month of the Delivery Term for all amounts due from Buyer to Seller under this Agreement, including, as applicable: (a) the Monthly Payment, and (b) other compensatory adjustments required by this Agreement, including adjustments for Taxes. Each invoice shall (i) contain data sufficient to document and verify all amounts included therein, including any relevant records, invoices, or settlement data from CAISO, necessary to verify the accuracy of any amount and (ii) be in a format specified by Buyer.
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9.2 Payment. Buyer shall make payment to Seller by wire transfer or ACH payment to the bank account provided on each monthly invoice. Buyer shall pay undisputed invoice amounts by the twenty-third (23rd) day of the month following the month in which the invoice was provided by Seller. If such due date falls on a weekend or legal holiday, such due date shall be the next Business Day. Any undisputed portion of the invoice amount paid 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 the three-month LIBOR, plus two percent (2%) (the "Interest Rate"). 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.
9.3 Payment Adiustments; 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 9.4 or an adjustment to an amount previously invoiced or paid is required due to a correction of data by CAI SO. If the required adjustment is in favor of Buyer, Buyer's next 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 at the Interest Rate, until settled in full, in accordance with Section 9.2, accruing from the date on which the adjusted amount should have been due.
9.4 Billing Disputes. A Party may, in good faith, dispute the correctness ofany 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 of 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 five (5) 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 via adjustments in accordance with Section
9.3. Any dispute with respect to an invoice is waived if the other Party is not notified in accordance with this Section 9.4 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 (12) 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.
9.5 Netting of Payments. The Parties hereby agree that they shall discharge mutual undisputed 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 or otherwise arising out of this Agreement, including any related damages, 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. 33 Energy Storage Resource Adequacy Agreement Form
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ARTICLE 10: PERFORMANCE ASSURANCE
10.1 Seller's Development Security. To secure its obligations under this Agreement, Seller shall deliver the Development Security to Buyer within thirty (30) days of the Effective Date. Seller shall maintain the Development Security in full force and effect and Seller shall within five (5) Business Days after any draw thereon replenish the Development Security in the event Buyer collects or draws down any portion of the Development Security for any reason permitted under this Agreement other than to satisfy a Termination Payment. Upon the earlier of (a) Seller's delivery of the Delivery Term Security, or (b) sixty (60) days after termination of this Agreement, Buyer shall return the Development Security to Seller, less the amounts drawn in accordance with this Agreement. If the Development Security is a Letter of Credit and the issuer of such Letter of Credit (i) fails to maintain the minimum Credit Rating specified in the definition of Letter of Credit, (ii) indicates its intent not to renew such Letter of Credit and such Letter of Credit expires prior to the Expected Initial Delivery Date, or (iii) fails to honor Buyer's properly documented request to draw on such Letter of Credit by such issuer, Seller shall have ten (10) Business Days to either post cash or deliver a substitute Letter of Credit that meets the requirements set forth in the definition of Development Security.
10.2 Seller's Delivery Term Security. To secure its obligations under this Agreement, Seller shall deliver Delivery Term Security to Buyer on or before the Initial Delivery Date. Seller shall maintain the Delivery Term Security in full force and effect, and shall within five (5) Business Days after any draws made by Buyer in accordance with this Agreement (other than to satisfy a Termination Payment) replenish the Delivery Term Security (except in the case of a Guaranty, as to which there is no obligation of Seller to replenish), until the following have occurred: (a) the Delivery Term has expired or terminated early; and (b) all payment obligations of Seller then due and payable under this Agreement, including compensation for penalties, Termination Payment, indemnification payments or other damages are paid in full (whether directly or indirectly such as through set-off or netting). Following the occurrence of both events, Buyer shall promptly return to Seller the unused portion of the Delivery Term Security. If the Delivery Term Security is a Letter of Credit and the issuer of such Letter of Credit (i) fails to maintain the minimum Credit Rating set forth in the definition of Letter of Credit, (ii) indicates its intent not to renew such Letter of Credit and such Letter of Credit expires prior to the end of the Delivery Term, or (iii) fails to honor Buyer's properly documented request to draw on such Letter of Credit by such issuer, Seller shall have ten (10) Business Days to deliver substitute Delivery Term Security that meets the requirements set forth in the definition of Delivery Term Security. If the Delivery Term Security is a Guaranty and the Guarantor (i) fails to maintain the minimum Credit Rating set forth in the definition of"Guarantor," (ii) becomes Bankrupt, or (iii) fails to honor Buyer's properly demanded payment in accordance with the terms of the Guaranty, Seller shall have ten (10) Business Days to deliver substitute Delivery Term Security that meets the requirements set forth in the definition of Delivery Term Security.
10.3 First Priority Security Interest in Cash or Cash Equivalent Collateral. (a) To secure its obligations under this Agreement, and until released as provided herein, Seller hereby grants to Buyer a present and continuing first-priority security interest ("Security Interest") in, and lien on (and right to net against), and assignment of the Development Security, Delivery Term Security, any other cash collateral and cash equivalent 34 Energy Storage Resource Adequacy Agreement Fonn
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collateral posted pursuant to Sections 10.1 and 10.2 and any and all interest thereon or proceeds resulting therefrom or from the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of Buyer, and Seller agrees to take all action as Buyer reasonably requires in order to perfect Buyer's Security Interest in , and lien on (and right to net against), such collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence of a Seller's Event of Default or a Party's Event of Default on the part of Seller, an Early Termination Date resulting from a Seller's Event of Default or a Party's Event of Default on the part of Seller, or an occasion provided for in this Agreement where Buyer is authorized to retain all or a portion of the Development Security or Delivery Term Security, Buyer may do any one or more of the following (in each case subject to the final sentence of this Section
10.3):
(i) Exercise any of its rights and remedies with respect to the Development Security and Delivery Term Security, including any such rights and remedies under Law then in effect ;
(ii) Draw on any outstanding Letter of Credit issued for its benefit and retain any cash held by Buyer as Development Security or Delivery Term Security; and (iii) Liquidate all Development Security or Delivery Term Security (as applicable) then held by or for the benefit of Buyer free from any claim or right of any nature whatsoever of Seller, including any equity or right of purchase or redemption by Seller. (b) Buyer shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Seller's obligations under this Agreement (Seller remains liable for any amounts owing to Buyer after such application), subject to Buyer's obligation to return any surplus proceeds remaining after these obligations are satisfied in full.
10.4 Seller Financial Information. If requested by Buyer, Seller shall deliver to Buyer (a) within one hundred twenty (120) days following the end of each fiscal year, a copy of Seller's annual report containing unaudited consolidated financial statements for such fiscal year, if available, ( or audited consolidated financial statements for such fiscal year, if otherwise available) and (b) within sixty (60) days after the end of each of its first three fiscal quarters of each fiscal year, a copy of such Seller's quarterly report containing unaudited consolidated financial statements for such fiscal quarter, if available. In all cases the statements shall be for the most recent accounting period and shall be prepared in accordance with Generally Accepted Accounting Principles. This information shall be deemed to be Confidential Information for purposes of this Agreement.
10.5 Buyer Credit Support.
(a) To secure Buyer's obligations under this Agreement, Seller shall have the right to execute a Joinder, which shall allow Seller to become a "PPA Provider" and "Secured Creditor" for all purposes under the Lockbox Arrangement Documents for so long as Member is subject to the Security Agreement and the Lockbox Account Control Agreement (or any successor arrangement generally available to Member's creditors and permitted under Section 10.5(b)(iii)) (the current arrangement under the Lockbox Arrangement Documents and any successor 35 Energy Storage Resource Adequacy Ag reement Form
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arrangement thereto generally available to Buyer's creditors is the "Member Lockbox Arrangement"); provided, however, that if Member provides Member Performance Security, then so long as Buyer (or Member, as applicable) is not in default under this Agreement or any of the Lockbox Arrangement Documents, Buyer may, at the direction of its Member's City Council, request the dissolution of the Member Lockbox Arrangement and Seller hereby agrees that (x) its security interest under the Member Lockbox Arrangement shall terminate, without further action, effective upon the termination of the security interests of all other PPA Providers under the Member Lockbox Arrangement and (y) if requested by Buyer or Member, Seller would promptly execute a written termination statement confirming such termination in accordance with the Lockbox Arrangement Documents.
(b) Under the Member Lockbox Arrangement:
(i) Buyer shall cause Member to provide notice to Seller of the termination of all security interests under the Security Agreement or the termination of any other Lockbox Arrangement Document.
(ii) Buyer further agrees it will cause Member to not grant any additional security interests or permit any party to have payment or enforcement rights (i) under the Security Agreement on terms more favorable than those currently offered to Seller, or (ii) under any arrangement similar to the Security Agreement that is generally available to Member's creditors unless Seller is offered the right to participate in such arrangement on terms no less favorable than those offered to the other participants. (iii) In addition, so long as Buyer (or Member, as applicable) is not in default under this Agreement and Member is not in default under any of the Lockbox Arrangement Documents, Buyer may request the dissolution of the current Member Lockbox Arrangement in order to permit Member to enter into a substantially similar successor Member Lockbox Arrangement and, provided that Seller is allowed to become a PPA Provider (or its equivalent) and Secured Creditor ( or its equivalent) under the successor Member Lockbox Arrangement, Seller hereby agrees that (x) its security interest under the Security Agreement shall terminate, without further action, effective upon the termination of the security interests of all other PPA Providers under the Security Agreement and the grant and perfection of a security interest under the successor Member Lockbox Arrangement, and (y) if requested by Buyer, Seller would promptly execute a written termination statement confirming such termination in accordance with Section 7 .12 of the Security Agreement.
(c) If Buyer causes Member to provide Member Performance Security, then Buyer shall maintain, or cause Member to maintain, the Member Performance Security in full force and effect until the following have occurred: (i) the Delivery Term has expired or terminated early; and (ii) all payment obligations of Buyer arising under this Agreement, including compensation for penalties, Termination Payment, indemnification payments or other damages are paid in full (whether directly or indirectly such as through set-off or netting). Following the occurrence of both events, Seller shall promptly return to Buyer the unused portion of the Member Performance Security. If the Member Performance Security is a Letter of Credit and the issuer of such Letter of Credit (i) fails to maintain the minimum Credit Rating set forth in the definition of Letter of Credit, (ii) indicates its intent not to renew such Letter of Credit and such Letter of Credit 36 Energy Storage Resource Adequacy Agreement Form
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expires prior to the time that Seller is required to return the Member Performance Security, or (iii) fails to honor Seller's properly documented request to draw on such Letter of Credit by such issuer, Buyer shall have five (5) Business Days to either post, or cause Member to post, cash or deliver, or cause Member to deliver, a substitute Letter of Credit that meets the requirements set forth in this Agreement.
ARTICLE 11: SAFETY
11. l Safety.
(a) Seller shall, and shall cause any Affiliates performing any design, construction, operation or maintenance of the Project and Contractors to, design, construct, operate, and maintain the Project and conduct all Work or cause all Work to be conducted in accordance with the Safety Requirements. Seller shall, and shall cause its Affiliates and Contractors to, take all actions to comply with the Safety Requirements. (b) Prior to Seller's execution of a Contractor's contract solely with respect to the operation and maintenance of the Project after the Initial Delivery Date (i) with a value of $500,000 or more ( calculated on an aggregated basis with any other contract with such Contractor) or (ii) relating to any element of the Work that involves significant safety considerations, Seller shall demonstrate to Buyer's reasonable satisfaction that the Contractor has the qualifications, experience, and safety record to operate and maintain the Project, as applicable; provided that Seller has pre-approved the Contractors set forth in Appendix IX. During the period that a Contractor is conducting Work, Seller shall cause the Contractor to meet and comply with the Safety Requirements.
(c) Seller shall document a Project Safety Plan and incorporate the Project Safety Plan's features into the design, development, construction, operation, and maintenance of the Project. Seller shall submit for Buyer's review a Project Safety Plan, in a format reasonably acceptable to Buyer, which must demonstrate (A) Seller's plans to comply with the Safety Requirements and (B) Seller's consideration of the Project Safety Plan items in Part Two (Project Design and Description) of Appendix VI. Upon Notice to Buyer, Seller may deviate from any specific procedures identified in the Project Safety Plan while designing, developing, constructing, operating, or maintaining the Project, if in Seller's judgment, the deviation is necessary to design, develop, construct, operate, or maintain the Project safely or in accordance with the Safety Requirements.
(d) Throughout the Delivery Term, Seller shall update the Safeguards and the Project Safety Plan as required by Safety Requirements or as necessitated by a Safety Remediation Plan. Seller shall provide such updated Project Safety Plan to Buyer within thirty (30) days of any such updates. Throughout the Delivery Term, Buyer shall have the right to request Seller to provide its Project Safety Plan, or portions thereof, and demonstrate its compliance with the Safety Requirements within thirty (30) days of Buyer's Notice. ( e) Seller shall remove any Contractor that engages in repeated, material violations of the Project Safety Plan or Safety Requirements, unless doing so would present an ongoing material adverse effect to the operation of the Project. 37 Energy Storage Resource Adequacy Agreement Form
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11.2 Reporting Serious Incidents. Seller shall provide Notice of a Serious Incident to Buyer within five (5) Business Days of occurrence. The Notice of Serious Incident must include the time, date, and location of the incident, the Contractor involved in the incident (as applicable), the circumstances surrounding the incident, the immediate response and recovery actions taken, and a description of any impacts of the Serious Incident. Seller shall cooperate and provide reasonable assistance, and cause each of its Contractors to cooperate and provide reasonable assistance, to Buyer with any investigations and inquiries by Governmental Authorities that arise as a result of the Serious Incident.
11.3 Remediation.
(a) Seller shall resolve any Remediation Event within the Remediation Period.
Within ten (10) days of the date of the first occurrence of any Remediation Event, Seller shall provide a Safety Remediation Plan to Buyer for Buyer's review. (b) Seller shall cooperate, and cause each of its Contractors to cooperate, with Buyer in order for Seller to provide any report relating to a Remediation Event, in a form and level of detail that is acceptable to Buyer which incorporates information, analysis, investigations or documentation, as applicable or as requested by Buyer.
ARTICLE 12: TAXES
12.1 Taxes. Seller shall pay or cause to be paid all Taxes (a) on or with respect to the Project and (b) on or with respect to the sale and making available of Product to Buyer that are imposed on Product prior to its delivery to Buyer at the time and place contemplated under this Agreement. 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 after its delivery to Buyer at the time and place contemplated under this Agreement ( other than withholding or other Taxes imposed on Seller's income, revenue, receipts or employees), if any. 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 Product 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.
12.2 Cooperation. 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 therefor from the other Party.
ARTICLE 13: LIMITATIONS
13.1 No Consequential Damages. EXCEPT TO THE EXTENT PART OF AN
EXPRESS REMEDY OR MEASURE OF DAMAGES HEREIN, OR PART OF AN ARTICLE 38 Energy Storage Resource Adequacy Agreement Form
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12 INDEMNITY CLAIM, OR INCLUDED IN A LIQUIDATED DAMAGES CALCULATION,
OR ARISING FROM FRAUD OR INTENTIONAL MISREPRESENTATION, NEITHER
PARTY SHALL BE LIABLE TO THE OTHER OR ITS INDEMNIFIED PERSONS FOR ANY
SPECIAL, PUNITIVE, EXEMPLARY, INDIRECT, OR CONSEQUENTIAL DAMAGES, OR
LOSSES OR DAMAGES FOR LOST REVENUE OR LOST PROFITS, WHETHER
FORESEEABLE OR NOT, ARISING OUT OF, OR IN CONNECTION WITH THIS AGREEMENT.
13.2 Waiver and Exclusion of Other Damages.
(a) EXCEPT AS EXPRESSLY SET FORTH HEREIN, THERE IS NO
WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. 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 PARTIES' WAIVER OF CONSEQUENTIAL DAMAGES, SHALL
APPLY EVEN IF THE REMEDIES FOR BREACH OF WARRANTY PROVIDED IN THIS AGREEMENT ARE DEEMED TO "FAIL OF THEIR ESSENTIAL PURPOSE" OR ARE OTHER WISE HELD TO BE INVALID OR UNENFORCEABLE.
(b) 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.
(c) TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID
HEREUNDER ARE LIQUIDATED, INCLUDING UNDER SECTIONS 4.l(c), 7.l(a)(iv), 7.2 AND 7.3, 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 ANTIC IPA TED 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 CONTEST SUCH PAYMENTS AS AN UNREASONABLE PENAL TY.
(d) 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 39 Energy Storage Resource Adequacy Agreement Form
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PERFORMANCE WITH RESPECT TO ANY OBLIGATION OF THE OTHER PARTY UNDER THIS AGREEMENT.
ARTICLE 14: REPRESENTATIONS; WARRANTIES; COVENANTS
14.1 Seller'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 State of California, and is qualified to conduct business in the State of California and each jurisdiction where the failure to so qualify would have a material adverse effect on the business or financial condition of Seller. (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. The execution, delivery and performance of this Agreement by Seller has been duly authorized by all necessary action on the part of Seller ( evidence of such due authorization Seller shall provide to Buyer if requested) 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. (e) The Project is located in the State of California.
(f) Seller will be responsible for obtaining all permits necessary to construct and operate the Project and Seller will be the applicant on any CEQA documents. (g) Seller is familiar with conflict of interest Laws, including the California Political Reform Act, and Buyer's board policies governing conflicts of interest; Seller is in compliance with such Laws and board policies and does not know of any facts that would violate such Laws and board policies; Seller and its officers and agents have not, directly or indirectly, offered, paid, promised, or authorized the giving of money or anything of value to any employee, director, officer of Buyer or governmental official in Riverside County, California or Los Angeles County, California for the purpose of influencing any act or decision of such employee, director, officer or government official in her official capacity; no officer or agent of Seller (i) is a government official in Riverside County, California or Los Angeles County, California or a family 40 Energy Storage Resource Adequacy Agreement Form
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member of a government official in Riverside County, California or Los Angeles County, California or (ii) has a personal, business, or other relationship or association with any government official in Riverside County, California or Los Angeles County, California, or family member thereof, who may have responsibility for or oversight of any activities of Buyer; Seller does not employ any government official in Riverside County, California or Los Angeles County, California, or family member thereof.
14.2 Buyer's Representations and Warranties. As of the Effective Date, Buyer represents and warrants as follows:
(a) Buyer is a joint powers authority and 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 CPUC, and is qualified to conduct business in each jurisdiction of the Joint Powers Agreement members. All Persons making up the governing body of Buyer are the elected or appointed incumbents in their positions and hold their positions in good standing in accordance with the Joint Powers Agreement and other Law. (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, 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.
(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 (i) suit, (ii) jurisdiction of court (provided that such court is located within a venue permitted in law and under this Agreement), (iii) relief by way of injunction, order for specific performance or recovery of property, (iv) attachment of assets, or (v) execution or enforcement of any judgment; provided, however that nothing in this Agreement shall waive the obligations or rights set forth in the California Tort Claims Act (Government Code Section 810 et seq.).
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(f) Buyer is a "local public entity" as defined m Section 900.4 of the Government Code of the State of California.
14.3 General Covenants. Each Party covenants that commencing on the Effective Date and continuing throughout the Term 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 the State of California and each jurisdiction where the failure to so qualify would have a material adverse effect on its business or financial condition.
14.4 Covenants of Seller. Seller covenants to and for the benefit of Buyer that throughout the Delivery Term (unless another time period is specified):
(a) Seller will (i) acquire and maintain all Governmental Approvals necessary for the construction, operation, and maintenance of the Project consistent with Safety Requirements, including any approvals required from the City of Santa Paula under the CEQA, (ii) Notify Buyer of any material modifications or lapse in renewal of Governmental Approvals, and (iii) at Buyer's request, provide to Buyer digital copies of any Governmental Approvals. (b) Seller will use reasonable efforts to ensure that all employees hired by Seller, and its Contractors, that will perform construction work or provide services at the Site related to construction of the Project are paid wages at rates not less than those prevailing for workers performing similar work in the locality as provided by applicable California Law, if any. Nothing herein shall require Seller or its Contractors to comply with, or assume liability created by other inapplicable provisions of any California labor Laws. Buyer agrees that Seller's obligations under this Section l 4.4(b) will be satisfied upon the execution of a project labor agreement related to construction of the Project.
(c) Seller shall perform the obligations related to workforce development and community investment set forth in Appendix XII.
(d) Seller will deliver the Product to Buyer free and clear of all liens, security interests, claims and encumbrances or any interest therein or thereto by any Person. (e) Seller will take no action or permit any Person (other than Buyer) to take any action that would impair in any way Buyer's ability to rely on the Project in order to satisfy its Compliance Obligations.
(f) Seller shall not transfer or assign the right to claim the Contract Amounts as an incremental resource for purposes ofCPUC D.21-06-035 to any Person other than Buyer. (g) Seller shall operate the Project during the Delivery Term in accordance with Appendices ! and !! and Safety Requirements.
(h) Seller shall comply with all Utility Distribution Company, Participating Transmission Owner, and CAISO Tariff requirements applicable to energy storage facilities. (i) Seller shall follow all the rules set forth in Appendix A of the MUA Decision.
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ARTICLE 15: INDEMNITIES
15.1 Indemnity by Seller.
(a) Seller shall defend, indemnify and hold harmless Buyer, its directors, officers, agents, attorneys, employees, and representatives ("Buyer Group") from and against all third party claims, demands, losses, liabilities, penalties, and expenses, including reasonable attorneys' and expert witness fees, however described (collectively, "Claims"), which arise out of or relate to or are in any way connected with (i) Seller's delivery of the Product to Buyer, (ii) Seller's ownership, development, construction, operation or maintenance of the Project, including the Site(s); (iii) Seller's actions or inactions, including Seller's breach of this Agreement or other agreements related to the development, construction, ownership, operation or maintenance of the Project or Site (including any Claims relating to a Shortfall); (iv) any environmental matters associated with the Project, including the disposal and transportation of Hazardous Substances by or on behalf of the Seller or at the Seller's direction or agreement; (v) any agreement between Seller or its Affiliates and a third party; or (vi) Seller's violation of any applicable Law, Requirements, or other requirements of Transmission Provider, Utility Distribution Company, NERC, WECC or Reliability Organization; in each case including any loss, claim, action or suit, for or on account of injury to, bodily or otherwise, or death of, persons, or for damage to or destruction or economic los s of property belonging to Buyer, Seller, excepting only such losses, to the extent solely caused by the willful misconduct or gross negligence of a member of the Buyer Group (collectively, "lndemnifiable Losses").
(b) Seller shall defend, indemnify and hold harmless the Buyer Group harmless from and against all Claims incurred by or brought against Buyer in connection with Environmental Costs.
15.2 Notice of Claim.
(a) Notice of Claim. Subject to the terms of this Agreement and upon obtaining knowledge of an Indemnifiable Loss for which it is entitled to indemnity under this Article 15, Buyer will promptly Notify Seller in writing of any Claim which Buyer has determined has given or could give rise to an Indemnifiable Loss under Section 15.1. The Notice is referred to as a "Notice of Claim." A Notice of Claim will specify, in reasonable detail, the facts known to Buyer regarding the Indemnifiable Loss.
(b) Failure to Provide Notice. A failure to give timely Notice or to include any specified information in any Notice as provided in this Section 15.2 will not affect the rights or obligations of any Party hereunder except and only to the extent that, as a result of such failure, any Party which was entitled to receive such Notice was deprived of its right to recover any payment under its applicable insurance coverage or was otherwise materially damaged as a direct result of such failure and, provided further, Seller is not obligated to indemnify Buyer for the increased amount of any Indemnifiable Loss which would otherwise have been payable to the extent that the increase resulted from the failure to deliver timely a Notice of Claim.
15.3 Defense of Claims. If, within ten (10) days after giving a Notice of Claim regarding a Claim to Seller pursuant to Section l 5.2(b), Buyer receives Notice from Seller that 43 Energy Storage Resource Adequacy Agreement Form
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Seller has elected to assume the defense of such Claim as provided in the last sentence of Section
15.2(b). Seller will not be liable for any legal expenses subsequently incurred by Buyer in connection with the defense thereof; provided, however, that if Seller fails to take reasonable steps necessary to defend diligently such Claim within ten (10) days after receiving Notice from Buyer that Buyer believes Seller has failed to take such steps, or if Seller has not undertaken fully to indemnify Buyer in respect of all Indemnifiable Losses relating to the matter, Buyer may assume its own defense, and Seller will be liable for all costs or expenses, including attorneys' fees, paid or incurred in connection therewith. Without the prior written consent of Buyer, Seller will not enter into any settlement of any Claim which would lead to liability or create any financial or other obligation on the part of Buyer for which Buyer is not entitled to indemnification hereunder; provided, however, that Seller may accept any settlement without the consent of Buyer if such settlement provides a full release to Buyer and no requirement that Buyer acknowledge fault or culpability. If a firm offer is made to settle a Claim without leading to liability or the creation of a financial or other obligation on the part of Buyer for which Buyer is not entitled to indemnification hereunder and Seller desires to accept and agrees to such offer, Seller will give Notice to Buyer to that effect. If Buyer fails to consent to such firm offer within ten (10) days after its receipt of such Notice, Buyer may continue to contest or defend such Claim and, in such event, the maximum liability of Seller to such Claim will be the amount of such settlement offer, plus reasonable costs and expenses paid or incurred by Buyer up to the date of such Notice.
15.4 Subrogation of Rights. Upon making any indemnity payment, Seller will, to the extent of such indemnity payment, be subrogated to all rights of the Buyer against any third party in respect of the Indemnifiable Loss to which the indemnity payment relates; provided that (a) Seller is in compliance with its obligations under this Agreement in respect of such Indemnifiable Loss, and (b) until Buyer recovers full payment of its Indemnifiable Loss, any and all claims of the Seller against any such third party on account of said indemnity payment are hereby made expressly subordinated and subjected in right of payment to Buyer's rights against such third party.
Without limiting the generality or effect of any other provision hereof, Buyer and Seller shall execute upon request all instruments reasonably necessary to evidence and perfect the above- described subrogation and subordination rights.
15.5 Rights and Remedies are Cumulative. The rights and remedies of a Party pursuant to this Article 15 are cumulative and in addition to the rights of the Parties otherwise provided in this Agreement, except with respect to any expressly exclusive remedies herein.
ARTICLE 16: INSURANCE
16. l Insurance. Throughout the Term, Seller shall procure and maintain the following insurance coverage and require and cause its Contractors to maintain the same levels of coverage.
For the avoidance of doubt, the obligations of Seller in this Section 16. l constitute a material obligation of this Agreement.
(a) Workers' Compensation and Employers' Liability.
(i) If it has employees, workers' compensation insurance indicating compliance with any applicable labor codes, acts, Laws or statutes, California state or federal , where Seller performs Work.
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(ii) Employers' liability insurance will 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.
(b) Commercial General Liability.
(i) Commercial general liability insurance, including products and completed operations and personal injury insurance, in a minimum amount of two million dollars ($2,000,000) per occurrence, and an annual aggregate of not less than five million dollars ($5,000,000), endorsed to provide contractual liability in said amount, specifically covering Seller's obligations under this Agreement and including Buyer as an additional named insured. (ii) An umbrella insurance policy in a minimum limit of liability often million dollars ($10,000,000).
(iii) 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.
( c) Business Auto.
(i) Business auto insurance for bodily injury and property damage with limits of one million dollars ($1,000,000) per occurrence. (ii) 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 this Agreement.
(d) Construction All-Risk Insurance. During the construction of the Project prior to the Commercial Operation Date, construction all-risk form property insurance covering the Project during such construction periods, and naming Seller (and Lender if any) as the loss payee.
(e) Contractor's Pollution Liability.
(i) If the scope of Work involves areas of known pollutants or contaminants, pollution liability coverage will be required to cover bodily injury, property damage, including clean-up costs and defense costs resulting from sudden, and accidental conditions, including the discharge, dispersal, release or escape of smoke, vapors, soot, fumes, acids, alkalis, toxic chemicals, hydrocarbons, liquids or gases, waste materials or other irritants, contaminants or pollutants into or upon land, the atmosphere or any water course or body of water shall be maintained.
(ii) The limit will be at least two million dollars ($2 ,000,000.00) each occurrence for bodily injury and property damage.
(iii) The policy will endorse Buyer as additional insured. 45 Energy Storage Resource Adequacy Agreement Form
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16.2 Evidence of Insurance. Within ten (10) days after the Effective Date and upon annual renewal thereafter, Seller shall deliver to Buyer certificates of insurance evidencing the coverage required under this 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, reduction, cancellation or termination of coverage. Such insurance shall be primary coverage without right of contribution from any insurance of Buyer.
16.3 Failure to Comply. If Seller fails to comply with any of the provisions of this Article 16, Buyer may, but is not obligated, to purchase the insurance coverage required under Section 16.1 and set off the cost thereof from any amounts owed by Buyer to Seller under this Agreement.
ARTICLE 17: RECORDS AND AUDIT RIGHTS
17.1 Operations Logs. Seller shall maintain a complete and accurate log of all material operations on a daily basis. Such log will include, but not be limited to, information on charging, discharging, availability, maintenance performed, outages, electrical characteristics of the energy storage systems and similar information relating to the availability, testing and operation of the Project. Seller shall provide this information electronically to Buyer on a monthly basis. At the request of Buyer, the CPUC, or the staff of the CPUC, Seller shall provide all records demonstrating that the Project is operated and maintained in accordance with Requirements.
17.2 Records and Audit.
(a) Seller shall provide access to such financial records and personnel required by Buyer in order to facilitate Buyer's compliance with applicable Law and Generally Accepted Accounting Principles.
(b) 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 five (5) years or as otherwise required by Law. Seller will make all records available to Buyer at its principal place of business during normal working hours.
17.3 General Audit Right. Buyer has the right during normal working hours, and after reasonable Notice, to examine Seller's records to the extent reasonably necessary to verify (a) Seller's compliance with this Agreement (including Section 14.4), (b) the accuracy of any statement including the Project Safety Plan or other documents that supplement this Agreement, and (c) any charge, or computation made pursuant to this Agreement. If such examination reveals any material inaccuracy, necessary adjustments shall be made promptly.
17.4 State Auditor. In accordance with Government Code Section 8546.7, Seller may be subject to audit by the California State Auditor with regard to Seller's performance of this Agreement if the compensation under this Agreement exceeds ten thousand dollars ($10,000.00).
17.5 Data Request Cooperation. Each Party shall use reasonable efforts to assist the other Party in gathering information for and preparing responses to data requests and other inquiries from Governmental Authorities or Public Records Act requests that are related to or 46 Energy Storage Resource Adequacy Agreement Form
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associated with the Project, delivery of Product or this Agreement, subject to the requirements of Article 20.
17.6 Access Rights. Buyer, its authorized agents, employees and inspectors, have, while observing and abiding by safety and security procedures of the Parties, the right of ingress to and egress from the Project, including the Site(s) with reasonable advance Notice and for any purposes connected with this Agreement. To the extent reasonably possible, Buyer will limit its requests to access the Project or the Site to normal business hours and coordinate its emergency activities with the safety and security departments, if any , of the Project operator. Seller shall keep Buyer advised of current procedures for contacting the Project operator's safety and security departments.
ARTICLE 18: ASSIGNMENT
18.1 General Prohibition on Assignments. Except as provided below, neither Party may assign this Agreement or its rights or obligations under this Agreement, without the prior written consent of the other Party, which consent shall not be unreasonably withheld , conditioned or delayed. Any Change of Control of Seller or direct or indirect change of control of Buyer (whether voluntary or by operation oflaw) will be deemed an assignment and will require the prior written consent of the other Party, which consent shall not be unreasonably withheld, conditioned or delayed.
18.2 Collateral Assignment.
(a) Subject to the provisions of this Section 18.2, Seller has the right to assign this Agreement as collateral for any financing or refinancing of the Project. (b) In connection with any collateral assignment of this Agreement for purposes of the financing or refinancing of the Project by Seller, Buyer agrees to work in good faith with Seller and Lender to agree upon a consent to collateral assignment of this Agreement ("Collateral Assignment Agreement"). The Collateral Assignment Agreement must be in form and substance agreed to by Buyer, Seller and Lender.
18.3 Permitted Assignment by Seller. Except as may be precluded by, or would cause Buyer to be in violation of the Political Reform Act (Cal. Gov. Code section 81000 et seq.) or the regulations thereto, Cal. Government Code section 1090, Buyer's Conflict oflnterest Code/Policy or any other conflict of interest Law, Seller may, without the prior written consent of Buyer, transfer or assign this Agreement, including through a Change of Control, to an Affiliate of Seller.
18.4 Permitted Assignment by Buyer. Buyer may assign its interest in this Agreement to City of Rancho Mirage without Seller's consent, provided that City of Rancho Mirage 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 CPUC at such time and either (i) City of Rancho Mirage and this Agreement are still subject to a Member Lockbox Arrangement for the benefit of Seller in accordance with Section 10.5 or (ii) City of Rancho Mirage has provided other performance assurance reasonably acceptable to Seller; provided, further, that in each such case, no fewer than fifteen (15) Business Days before such assignment Buyer (x) notifies Seller of such assignment and (y) provides to Seller a written agreement signed by the Person to which Buyer wishes to assign its interests stating that such 47 Energy Storage Resource Adequacy Agreement Form
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Person agrees to assume all of Buyer's obligations and liabilities under this Agreement. Any assignment by Buyer, its successors or assigns under this Section 18.4 shall be of no force and effect unless and until such Notice and agreement by the assignee have been received and accepted by Seller.
18.5 Unauthorized Assignment; Costs.
(a) Any assignment or purported assignment in violation of this Article 18 is void.
(b) No assignment of this Agreement shall be effective unless such assignment is memorialized in a written agreement signed by the assignee and, except in connection with a collateral financing , in which agreement the assignee assumes all of the assignor's obligations and liabilities under this Agreement.
(c) Seller shall be responsible for Buyer's reasonable costs associated with the preparation, review, execution and delivery of documents in connection with any assignment of this Agreement, including without limitation reasonable attorneys' fees.
ARTICLE 19: DISPUTE RESOLUTION
19.1 Governing 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 oflaw. The Parties agree that any suit, action or other legal proceeding by or against any Party (or its Affiliates or designees) with respect to or arising out of this Agreement shall be brought in the federal courts of the United States Central District of California, or the courts of the State of California sitting in the County of Los Angeles, California.
19.2 Dispute Resolution. In the event of any dispute arising under this Agreement, within ten (I 0) days following the receipt of a written 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, the parties shall submit the dispute to mediation prior to seeking any and all remedies available to it at law in or equity. The Parties will cooperate in selecting a qualified neutral mediator selected from a panel of neutrals and in scheduling the time and place of the mediation as soon as reasonably possible, but in no event later than thirty (30) days after the request for mediation is made. The Parties agree to participate in the mediation in good faith and to share the costs of the mediation, including the mediator's fee, equally, but such shared costs shall not include each Party's own attorneys' fees and costs, which shall be borne solely by such Party. If the mediation is unsuccessful, then 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. To the fullest extent permitted under applicable Law, any statute of limitations applicable to a dispute that is mediated by the Parties pursuant to this Agreement shall toll during any period in which such dispute is being mediated in accordance with this Section 19.2 .
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ARTICLE 20: CONFIDENTIAL INFORMATION
20.1 Confidential Information. Throughout the Term, neither Party shall disclose (a) the non-public terms or conditions of this Agreement or (b) information disclosed to such Party by the other Party that is (i) marked or expressly identified as "confidential" and (ii) accompanied by a statutory reference to the applicable section of the Public Records Act pursuant to which such information may be kept confidential (collectively, "Confidential Information") to a third party.
20.2 Permitted Disclosures. A Party may disclose Confidential Information: (a) to the Party's Affiliates and the Party's and its Affiliate's employees, counsel, accountants, advisors, lenders, or equity investors who have a need to know such information and have agreed to keep such terms confidential; (b) in order to comply with any applicable Law or any exchange, regulation, Balancing Authority, control area or Transmission Provider rule, or order issued by a court or entity with competent jurisdiction over the disclosing Party ("Disclosing Party"), other than to those entities set forth in subsection ( c ); or ( c) in order to comply with any applicable regulation, rule, or order of the CPUC, CEC, or FERC.
(a) Procedure for Permitted Disclosures. In connection with requests made pursuant to Section 20.2(b) ("Disclosure Order"), each Party shall, to the extent practicable, use reasonable efforts to: (A) Notify the other Party prior to disclosing the Confidential Information and (B) prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party shall not be: (I) prohibited from complying with a Disclosure Order or (II) liable to the other Party for monetary or other damages incurred in connection with such disclosures of the Confidential Information.
(b) Disclosure Requests. If a Party ("Receiving Party") receives a request from a third party for access to, or inspection, disclosure or copying of, any of the other Party's (the "Supplying Party") Confidential Information ("Disclosure Request"), then the Receiving Party shall provide Notice and a copy of the Disclosure Request to the Supplying Party promptly after receipt of the Disclosure Request. Within three (3) Business Days of receipt of such Notice, the Supplying Party may provide a Notice to the Receiving Party stating that the Supplying Party believes there are reasonable legal grounds for denying or objecting to the Disclosure Request and will seek a protective order or other judicial determination to protect the confidential information, in such case, the Supplying Party will cover all of its own costs and further agrees to indemnify and pay any and all costs incurred by Receiving Party as a result of the Supplying Party's attempts to protect from disclosure the information. If the Supplying Party does not seek or does not receive a protective order or other judicial determination protecting the Confidential Information, the Receiving Party may disclose the Confidential Information, which disclosure will not be considered a violation of this Agreement. The Parties recognize that Buyer is a public entity subject to the provisions of the California Public Records Act, and that disclosures made thereunder shall not be considered a violation of this Agreement.
20.3 Remedies. Except as provided in Section 20.2 with respect to the Parties' permitted disclosures, the Parties shall be entitled to all remedies available at law or in equity to enforce, or seek relief in connection with, this confidentiality obligation. 49 Energy Storage Resource Adequacy Agreement Form
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ARTICLE 21: GENERAL PROVISIONS
21.1 Entire Agreement; Integration; Exhibits. This Agreement 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 Cover Sheet and any exhibit, appendix, or other attachment hereto is an integral part hereof and is made a part of this Agreement by reference. 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.
21.2 Amendments. 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.
21.3 Survival. Applicable provisions of this Agreement shall continue in effect after termination, to the extent necessary to enforce or complete the duties, obligations or responsibilities of the Parties arising prior to termination. Notwithstanding anything to the contrary in this Agreement, (i) all rights under Sections 15 .1 through 15 .5 (Indemnities) and any other indemnity rights survive the end of the Term without limit, (ii) all audit rights under Sections
17.2 and 17.3 survive the end of the Term for an additional one (1) year, or as required by applicable Law, (iii) all rights and obligations under Article 20 (Confidentiality) survive the end of the Term without limit, and (iv) all provisions relating to limitations of liability survive without limit.
21.4 Waivers. Waiver by a Party of any default by the other Party shall not be construed as a waiver of any other default. Any waiver of a default under this Agreement must appear in a writing signed by the waiving Party.
21.5 No 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 Product seller and Product purchaser, 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 Project, the Product or any business related to the Project. This Agreement shall not impart any rights enforceable by any third party other than a permitted successor or assignee bound to this Agreement or, to the extent set forth herein, any Lender or indemnitee. In no event shall Buyer's receipt or review of any Seller submission, or Buyer's monitoring of Project data or cooperation in Project operations be construed as an assumption of any responsibility, liability or obligation of Seller for the design, construction or operation of the Project.
21.6 Severability. 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 so
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acceptable clauses which correspond as closely as possible to the sense and purpose of the affected provision and this Agreement as a whole.
21. 7 Mobile Sierra. Notwithstanding any 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 to the FERC pursuant to the 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 ofreview set forth in United States Gas Pipe Line Co. v. Mobile Gas Service Corp., 350 US. 332 (1956) and Federal Power Commission v. Sierra Pacific Power Co., 350 US. 348 (1956), and clarified by Morgan Stanley Capital Group, Inc. v. Public Util. Dist. No. 1 of Snohomish, 554 US. 527 (2008) andNRGPowerMrkt'g, LLCv. Maine Pub. Util. Comm'n, 558 US.165 (2010).
21.8 Counterparts. 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.
21.9 Electronic Delivery. This Agreement may be duly executed and delivered by a Party by execution and electronic format (including portable document format (.pdf)) delivery of the signature page of a counterpart to the other Party, provided that any digital signatures are in compliance with California Code of Regulations, Title 2, Division 7, Chapter 10, Sections 22000 -22005.
21.10 No Recourse to Members of Buyer. Buyer is organized as a Joint Powers Authority in accordance with the Joint Exercise of Powers Act of the State of California (Government Code Section 6500, et seq.) pursuant to its Joint Powers Agreement and is a public entity separate from its constituent members. Except as set forth in Section 21.11, Buyer shall solely be responsible for all debts, obligations and liabilities accruing and arising out of this Agreement. Except as otherwise set forth in this Agreement with respect to the Member Lockbox Arrangement, Seller shall have no rights and shall not make any claims, take any actions or assert any remedies against any of Buyer's constituent members, or the employees, directors, officers, consultants or advisors or Buyer or its constituent members, in connection with this Agreement.
21.11 Lockbox Account. For so long as the Member Lockbox Arrangement exists, Buyer's obligations to make payments with respect to this Agreement are to be made solely from the Member Lockbox Account, as set forth in the applicable Member Security Agreement. For so long as either (a) the Member Lockbox Arrangement exists or (b) Member has provided and continues to maintain Member Performance Security for the benefit of Seller, obligations to make payments under this Agreement do not constitute any kind of indebtedness of Member or create any kind of lien on, or security interest in, any property or revenues of Member, except as set forth in the Member Lockbox Arrangement or Member Performance Security, as applicable.
21.12 Forward Contract. The Parties intend that this Agreement constitutes a "forward contract" within the meaning of the U.S. Bankruptcy Code, and Buyer and Seller are "forward contract merchants" within the meaning of the U.S. Bankruptcy Code. Each Party agrees that, for 51 Energy Storage Resource Adequacy Agreement Form
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all purposes of this Agreement, each Party waives and agrees not to assert the applicability of the provisions of 11 U.S.C. § 366 in any bankruptcy proceeding wherein such Party is a debtor. In any such proceeding, each Party further waives the right to assert that the other Party is a provider oflast resort to the extent such term relates to 11 U.S.C. §366 or another provision of 11 U.S.C. § 101-1532.
21.13 Further Assurances. Each of the Parties hereto agree to provide such information, execute and deliver any instruments and documents and to take such other actions as may be necessary or reasonably requested by the other Party which are not inconsistent with the provisions of this Agreement and which do not involve the assumptions of obligations other than those provided for in this Agreement, to give full effect to this Agreement and to carry out the intent of this Agreement.
ARTICLE 22: NOTICES
22.1 Addresses 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 on Appendix VIII or at such other address or addresses as a Party may designate for itself from time to time by Notice hereunder.
22.2 Time of Delivery. 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 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, United States mail, 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. 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.
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SIGNATURES
IN WITNESS WHEREOF, the Parties have caused this Agreement to be duly executed as of the Effective Date.
SANTA PAULA ENERGY STORAGE,
LLC
By:
Name:
Title:
CALIFORNIA CHOICE ENERGY
AUTHORITY, a California joint powers
authority
By:
Name:
Title:
Acknowledged: City of Rancho Mirage, a California municipal corporation and charter city ( d/b/a Rancho Mirage Energy Authority)
CITY OF RANCHO MIRAGE
By: __________ _
Name: ------------
Title:-------------
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APPENDIX I
DESCRIPTION OF PROJECT
The following describes the Project to be constructed, operated and maintained by Seller through the Term in accordance with the Agreement.
A. PROJECT DESCRIPTION
Project name: Santa Paula Energy Storage
Technology type: Lithium-Ion Battery Energy Storage
Project physical address: 132 North 13 th Street, Santa Paula, CA 93060 Interconnection:
CAI SO transmission access charge area ( e.g. PG&E): SCE Point of interconnection: SCE Wakefield Substation 66 kV bus Existing zone (e.g. NP-15): SP-15
PNode: TBD
CAISO Resource ID: TBD
B. PROJECT SIZE
Nameplate capacity (NQC): 15 MW
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The following describes the Operational Characteristics to determine the amount of Capacity Attributes of Product generated by the entire Project, including Capacity Attributes of Product associated with portions of the Project that are being purchased by third parties. The Capacity Attributes of Product being sold and transferred under this Agreement are limited to the Contract Amounts set forth on the Cover Sheet.
APPENDIX II
OPERATIONAL CHARACTERISTICS
The following describes the Operational Characteristics to determine the amount of Capacity Attributes of Product.
Physical Location and Point of Interconnection
Shall be as set forth in Appendix I-A.
Discharging and Charging
Maximum continuous discharge power (Dmax): 15 MW
Minimum continuous discharge power (Dmin): .25 MW
Maximum discharge duration at constant Dmax: 4 (hours)
Maximum continuous charge power (Cmax): -15 MW
Minimum continuous charge power (Cmin): -.25 MW
Maximum charge duration at constant Cmax: 4.7 (hours)
Amount of Energy released to fully discharge: 60 MWh
Amount of Energy required to fully charge: 70.6 MWh
Round-trip efficiency: 85 %
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Ramp Rates
Dmin to Dmax: 15 MW/second
Cmin to Cmax: -15 _MW /second
Dmax to Dmin: -15 MW/second
Cmax to Cmin: 15 MW/second
System Response Time
Idle to Dmax: I second
Idle to Cmax: 1 second
Dmax to Cmax: 1 second
Cmax to Dmax: I second
Dmin to Cmin: 1 second
Cmin to Dmin: 1 second
Discharge Start-up time (from notification to Dmin): 5 seconds Charge Start-up time (from notification to Cmin): 5seconds Discharge Start-up Fuel: 9 MMBtu
Starts and other Run Time Limitations
Start limitations: None
Run hour limitations: None
The minimum run time after a Discharge Start-up is O seconds The minimum run time after a Charge Start-up is O seconds The minimum down time after a shutdown is O seconds
Ancillary Services ( defined terms below have the meaning found in the CAI SO Tariff as of the Effective Date):
At ISO conditions, normal efficiency mode:
Spinning Reserves:
Non-Spinning Reserves:
Range: -15 to 15 MW
Range: -15 to 15 MW
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Regulation Up: Range: -15 to 15 MW
Regulation Down: Range: -15 to 15 MW
Black Start capability (if applicable):
Other:
Voltage Services
Generator voltage regulation range ( +/-): 0.90 volts per unit Maximum reactive power leading: 15 mega volt amps reactive (MVar) Maximum reactive power lagging: 15 mega volt amps reactive (MVar) II -
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APPENDIX III
PROGRESS REPORTING FORM
Each Progress Report must include the following items:
1. Executive Summary.
2. Project description.
3. Site plan of the Project.
4. Description of any material planned changes to the Project or the Site.
5. Schedule showing progress on Project construction generally and achieving the Commercial Operation Milestone and the Initial Delivery Date.
6. Summary of activities during the previous month, including any OSHA labor hour reports.
7. Forecast of activities scheduled for the current calendar quarter.
8. Written description about the progress relative to the Commercial Operation Milestone and the Initial Delivery Date, including whether Seller is on schedule with respect to the same.
9. List of issues that are likely to potentially affect achievement of the Commercial Operation Milestone and the Initial Delivery Date.
10. Progress and schedule of the EPC Contract, all major equipment supply agreements, Governmental Approvals, technical studies, and financing arrangements.
11. Pictures, in sufficient quantity and of appropriate detail, in order to document construction and interconnection progress.
12. Compliance with workforce and prevailing wage requirements.
13. Any other documentation reasonably requested by Buyer.
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APPENDIX IV
CERTIFICATION
FOR COMMERCIAL OPERATION
This certification of commercial operation ("Certification") is delivered by each of ("Seller") and ____ ("Engineer") to California Choice Energy Authority, a California joint powers authority ("Buyer") in accordance with the terms of that certain Energy Storage Resource Adequacy Agreement dated ___ ("Agreement") by and between Seller and Buyer. All capitalized terms used in this Certification but not otherwise defined herein shall have the respective meanings assigned to such terms in the Agreement.
Seller and Engineer each hereby certifies and represents to Buyer the following, severally and not jointly:
(1) The Project became Commercially Operable on/ /.
(2) The Project has been constructed in accordance with Appendix I of the Agreement. (3) The Project has been constructed in accordance with the Project Safety Plan. (4) The Project is capable of producing and delivering Capacity Attributes of Product in the Contract Amounts, and a performance test was conducted to confirm this capability.
(5) Seller has designed and built the Project to have a design life for the Delivery Term in accordance with Prudent Operating Practices.
(6) The design and construction of the Project was carried out by the original equipment manufacturer or other qualified organization in accordance with the designs and requirements of the original equipment manufacturer.
SELLER: ENGINEER:
Signature: _____________ Signature: _____________ _
Name: _____________ Name: _____________ _
Title: _____________ Title: _____________ _
Date: _____________ Date: _____________ _
License
Number: --------------
LPE Stamp: --------------
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APPENDIX V-A
FORM OF LETTER OF CREDIT
[Issuing Bank Letterhead and Address]
IRREVOCABLE STANDBY LETTER OF CREDIT NO. [XXXXXXX]
Date:
Beneficiary:
California Choice Energy Authority
44933 Fern Avenue
Lancaster, CA 93534
Attn: Executive Director
Ladies and Gentlemen:
Bank Ref.:
Amount: US$[XXXXXXXX]
Expiry Date:
By the order of _____ ("Applicant"), we, [insert bank name and address] ("Issuer") hereby issue our Irrevocable Standby Letter of Credit No. [XXXXXXX] (the "Letter of Credit") in favor of California Choice Energy Authority, a California joint powers authority ("Beneficiary"), for an amount not to exceed the aggregate sum of U.S. $[XXXXXX] (United States Dollars [XXXXX] and 00/100), pursuant to that certain Energy Storage Resource Adequacy Agreement dated as of ___ and as amended (the "Agreement") between Applicant and Beneficiary . This Letter of Credit shall become effective immediately and shall expire on [Insert Date] which is one year after the issue date of this Letter of Credit, or any expiration date extended in accordance with the terms hereof (the "Expiration Date").
Funds under this Letter of Credit are available to Beneficiary by presentation on or before the Expiration Date of a dated statement purportedly signed by your duly authorized representative, in the form attached hereto as Exhibit A, containing one of the two alternative paragraphs set forth in paragraph 2 therein, referencing our Letter of Credit No. [XXXXXXX] ("Drawing Certificate").
The Drawing Certificate may be presented by (a) physical delivery, (b) as a PDF attachment to an e-mail to [bank email address] or (c) facsimile to [bank fax number [XXX-XXX-XXX:X:]] confirmed by [e-mail to [bank email address]]. Transmittal by facsimile or email shall be deemed delivered when received.
The original of this Letter of Credit (and all amendments, if any) is not required to be presented in connection with any presentment of a Drawing Certificate by Beneficiary hereunder in order to receive payment.
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We hereby agree with the Beneficiary that all documents presented under and in compliance with the terms of this Letter of Credit, that such drafts will be duly honored upon presentation to the Issuer on or before the Expiration Date. All payments made under this Letter of Credit shall be made with Issuer's own immediately available funds by means of wire transfer in immediately available United States dollars to Beneficiary's account as indicated by Beneficiary in its Drawing Certificate or in a communication accompanying its Drawing Certificate.
Partial draws are permitted under this Letter of Credit, and this Letter of Credit shall remain in full force and effect with respect to any continuing balance.
It is a condition of this Letter of Credit that the Expiration Date shall be deemed automatically extended without an amendment for a one year period beginning on the present Expiration Date hereof and upon each anniversary for such date, unless at least one hundred twenty (120) days prior to any such Expiration Date we have sent to you written notice by overnight courier service that we elect not to extend this Letter of Credit, in which case it will expire on the date specified in such notice. No presentation made under this Letter of Credit after such Expiration Date will be honored.
Notwithstanding any reference in this Letter of Credit to any other documents, instruments or agreements , this Letter of Credit contains the entire agreement between Beneficiary and Issuer relating to the obligations oflssuer hereunder.
This Letter of Credit is subject to the Uniform Customs and Practice for Documentary Credits (2007 Revision) International Chamber of Commerce Publication No. 600 (the "UCP"), except to the extent that the terms hereof are inconsistent with the provisions of the UCP, including but not limited to Articles 14(b) and 36 of the UCP, in which case the terms of this Letter of Credit shall govern. In the event of an act of God, riot, civil commotion, insurrection, war or any other cause beyond Issuer's control (as defined in Article 36 of the UCP) that interrupts Issuer's business and causes the place for presentation of the Letter of Credit to be closed for business on the last day for presentation, the Expiration Date of the Letter of Credit will be automatically extended without amendment to a date thirty (30) calendar days after the place for presentation reopens for business.
Please address all correspondence regarding this Letter of Credit to the attention of the Letter of Credit Department at [insert bank address information], referring specifically to Issuer's Letter of Credit No. [XXXXXXX]. For telephone assistance, please contact Issuer's Standby Letter of Credit Department at [XXX-XXX-XXXX] and have this Letter of Credit available. [Bank Name]
[Insert officer name]
[Insert officer title]
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(ORA W REQUEST SHOULD BE ON BENEFICIARY'S LETTERHEAD)
Drawing Certificate
[Insert Bank Name and Address]
Ladies and Gentlemen:
The undersigned, a duly authorized representative of California Choice Energy Authority, a California joint powers authority, 44933 Fem A venue Lancaster, CA 93534, as beneficiary (the "Beneficiary") of the Irrevocable Letter of Credit No. [XXXXXXX] (the "Letter of Credit") issued by [insert bank name] (the "Bank") by order of ____ (the "Applicant"), hereby certifies to the Bank as follows:
1. Applicant and Beneficiary are party to that certain Energy Storage Resource Adequacy Agreement dated as of _____ , 2022 (the "Agreement").
2. Beneficiary is making a drawing under this Letter of Credit in the amount of U.S.
OR
$ _____ because a Seller's Event of Default (as such term is defined in the Agreement) has occurred or other occasion provided for in the Agreement where Beneficiary is authorized to draw on the Letter of Credit has occurred.
Beneficiary is making a drawing under this Letter of Credit in the amount of U.S.$ _____ , which equals the full available amount under the Letter of Credit, because Applicant is required to maintain the Letter of Credit in force and effect beyond the expiration date of the Letter of Credit but has failed to provide Beneficiary with a replacement Letter of Credit or other acceptable instrument within thirty (30) days prior to such expiration date.
3. The undersigned is a duly authorized representative of California Choice Energy Authority and is authorized to execute and deliver this Drawing Certificate on behalf of Beneficiary.
You are hereby directed to make payment of the requested amount to California Choice Energy Authority by wire transfer in immediately available funds to the following account:
[Specify account information]
California Choice Energy Authority
Name and Title of Authorized Representative
Date -------------
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APPENDIX V-B
FORM OF GUARANTY
This Guaranty (this "Guaranty") is entered into as of [ ] (the "Effective Date") by and between [ ], a [ ] ("Guarantor"), and California Choice Energy Authority, a California joint powers authority (together with its successors and permitted assigns, "Buyer").
Recitals
A. Buyer and [SELLER ENTITY], a _________ ("Seller"), entered into that certain Energy Storage Resource Adequacy Agreement (as amended, restated or otherwise modified from time to time, the "RA Agreement") dated as of[_], 2022.
B. Guarantor is entering into this Guaranty as Delivery Term Security to secure Seller's obligations under the RA Agreement, as required by Section 10.2 of the RA Agreement.
C. It is in the best interest of Guarantor to execute this Guaranty inasmuch as Guarantor will derive substantial direct and indirect benefits from the execution and delivery of the RA Agreement.
D. Initially capitalized terms used but not defined herein have the meaning set forth in the RA Agreement.
Agreement
1. Guaranty. For value received, Guarantor does hereby unconditionally, absolutely and irrevocably guarantee, as primary obligor and not as a surety, to Buyer the full, complete and prompt payment by Seller of any and all amounts and payment obligations now or hereafter owing from Seller to Buyer under the RA Agreement, including, without limitation, compensation for penalties, the Termination Payment, indemnification payments or other damages, as and when required pursuant to the terms of the RA Agreement (the "Guaranteed Amount"), provided, that Guarantor's aggregate liability under or arising out of this Guaranty shall not exceed [XXXXXXXXXX] ($XXXXX) (the "Liability Limit"). The Parties understand and agree that any payment by Guarantor or Seller of any portion of the Guaranteed Amount shall thereafter reduce Guarantor's maximum aggregate liability hereunder on a dollar-for-dollar basis. This Guaranty is an irrevocable, absolute, unconditional and continuing guarantee of the full and punctual payment and performance, and not of collection, of the Guaranteed Amount and, except as otherwise expressly addressed herein, is in no way conditioned upon any requirement that Buyer first attempt to collect the payment of the Guaranteed Amount from Seller, any other guarantor of the Guaranteed Amount or any other Person or entity or resort to any other means of obtaining payment of the Guaranteed Amount. In the event Seller shall fail to duly, completely or punctually pay any Guaranteed Amount as required pursuant to the RA Agreement, Guarantor shall promptly pay such amount as required herein.
2. Demand Notice. For avoidance of doubt, a payment shall be due for purposes of this Guaranty only when and if a payment is due and payable by Seller to Buyer under the terms and conditions of the RA Agreement. If Seller fails to pay any Guaranteed Amount as V-B -1
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required pursuant to the RA Agreement for ten (10) Business Days following Seller's receipt of Buyer's written notice of such failure (the "Demand Notice"), then Buyer may elect to exercise its rights under this Guaranty and may make a demand upon Guarantor (a "Payment Demand") for such unpaid Guaranteed Amount. A Payment Demand shall be in writing and shall reasonably specify in what manner and what amount Seller has failed to pay and an explanation of why such payment is due and owing, with a specific statement that Buyer is requesting that Guarantor pay under this Guaranty. Guarantor shall, within five (5) Business Days following its receipt of the Payment Demand, pay the Guaranteed Amount to Buyer.
3. Scope and Duration of Guaranty . This Guaranty applies only to the Guaranteed Amount.
This Guaranty shall continue in full force and effect from the Effective Date until the following have occurred: (x) all Guaranteed Amounts have been paid in full (whether directly or indirectly through set-off or netting of amounts owed by Buyer to Seller) and the Delivery Term has expired or terminated early or (y) replacement Delivery Term Security is provided in an amount and form required by the terms of the RA Agreement.
Further, this Guaranty (a) shall remain in full force and effect without regard to, and shall not be affected or impaired by any invalidity, irregularity or unenforceability in whole or in part of this Guaranty, and (b) subject to the preceding sentence, shall be discharged only by complete performance of the undertakings herein. Without limiting the generality of the foregoing, the obligations of the Guarantor hereunder shall not be released, discharged, or otherwise affected and this Guaranty shall not be invalidated or impaired or otherwise affected for the following reasons:
(i) the extension of time for the payment of any Guaranteed Amount, or
(ii) any amendment, modification or other alteration of the RA Agreement, or
(iii) any indemnity agreement Seller may have from any party, or (iv) any insurance that may be available to cover any loss, except to the extent insurance proceeds are used to satisfy the Guaranteed Amount, or (v) any voluntary or involuntary liquidation, dissolution, receivership, insolvency , bankruptcy, assignment for the benefit of creditors, reorganization, arrangement, composition or readjustment of, or other similar proceeding affecting, Seller or any of its assets, including but not limited to any rejection or other discharge of Seller's obligations under the RA Agreement imposed by any court, trustee or custodian or any similar official or imposed by any law, statue or regulation, in each such event in any such proceeding, or (vi) the release, modification, waiver or failure to pursue or seek relief with respect to any other guaranty, pledge or security device whatsoever, or (vii) any payment to Buyer by Seller that Buyer subsequently returns to Seller pursuant to court order in any bankruptcy or other debtor-relief proceeding, V-8 -
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or
(viii) those defenses based upon (A) the legal incapacity or lack of power or authority of any Person, including Seller and any representative of Seller to enter into the RA Agreement or perform its obligations thereunder, (B) lack of due execution, delivery, validity or enforceability, including of the RA Agreement, or (C) Seller's inability to pay any Guaranteed Amount or perform its obligations under the RA Agreement, or
(ix) any other event or circumstance that may now or hereafter constitute a defense to payment of the Guaranteed Amount, including, without limitation, statute of frauds and accord and satisfaction;
provided that Guarantor reserves the right to assert for itself any defenses, setoffs or counterclaims that Seller is or may be entitled to assert against Buyer (except for such defenses, setoffs or counterclaims that may be asserted by Seller with respect to the RA Agreement, but that are expressly waived under any provision of this Guaranty).
4. Waivers by Guarantor. Guarantor hereby unconditionally waives as a condition precedent to the performance of its obligations hereunder, with the exception of the requirements in Paragraph 2, (a) notice of acceptance, presentment or protest with respect to the Guaranteed Amounts and this Guaranty, (b) notice of any action taken or omitted to be taken by Buyer in reliance hereon, (c) any requirement that Buyer exhaust any right, power or remedy or proceed against Seller under the RA Agreement, and ( d) any event, occurrence or other circumstance which might otherwise constitute a legal or equitable discharge of a surety. Without limiting the generality of the foregoing waiver of surety defenses, it is agreed that the occurrence of any one or more of the following shall not affect the liability of Guarantor hereunder:
(i) at any time or from time to time, without notice to Guarantor, the time for payment of any Guaranteed Amount shall be extended, or such performance or compliance shall be waived;
(ii) the obligation to pay any Guaranteed Amount shall be modified, supplemented or amended in any respect in accordance with the terms of the RA Agreement;
(iii) any (a) sale, transfer or consolidation of Seller into or with any other entity, (b) sale of substantial assets by, or restructuring of the corporate existence of, Seller or (c) change in ownership of any membership interests of, or other ownership interests in, Seller; or
(iv) the failure by Buyer or any other Person to create, preserve, validate, perfect or protect any security interest granted to, or in favor of, Buyer or any Person.
5. Subrogation. Notwithstanding any payments that may be made hereunder by the Guarantor, Guarantor hereby agrees that until the earlier of payment in full of all V -8 -3
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Guaranteed Amounts or expiration of the Guaranty in accordance with Section 3, it shall not be entitled to, nor shall it seek to, exercise any right or remedy arising by reason of its payment of any Guaranteed Amount under this Guaranty, whether by subrogation or otherwise, against Seller or seek contribution or reimbursement of such payments from Seller.
6. Representations and Warranties. Guarantor hereby represents and warrants that (a) it has all necessary and appropriate [limited liability companylfcorporate] powers and authority and the legal right to execute and deliver, and perform its obligations under, this Guaranty, (b) this Guaranty constitutes its legal , valid and binding obligations enforceable against it in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, moratorium and other similar Laws affecting enforcement of creditors' rights or general principles of equity, ( c) the execution, delivery and performance of this Guaranty does not and will not contravene Guarantor's organizational documents, any applicable Law or any contractual provisions binding on or affecting Guarantor, ( d) there are no actions, suits or proceedings pending before any court, governmental agency or arbitrator, or, to the knowledge of the Guarantor, threatened, against or affecting Guarantor or any of its properties or revenues which may, in any one case or in the aggregate, adversely affect the ability of Guarantor to enter into or perform its obligations under this Guaranty, and (e) no consent or authorization of, filing with, or other act by or in respect of, any arbitrator or Governmental Authority, and no consent of any other Person (including, any stockholder or creditor of the Guarantor), that has not heretofore been obtained is required in connection with the execution, delivery, performance, validity or enforceability of this Guaranty by Guarantor.
7. Notices. Notices under this Guaranty shall be deemed received if sent to the address specified below: (i) on the day received if served by overnight express delivery, and (ii) four ( 4) Business Days after mailing if sent by certified, first class mail, return receipt requested. If transmitted by facsimile, such notice shall be deemed received when the confirmation of transmission thereof is received by the party giving the notice . Any party may change its address or facsimile to which notice is given hereunder by providing notice of the same in accordance with this Paragraph 7.
If delivered to Buyer, to it at
If delivered to Guarantor, to it at
[_]
Attn:[__]
Fax:[_]
[_]
Attn:[_]
Fax:[_]
8. Governing Law and Forum Selection. This Guaranty shall be governed by, and interpreted and construed in accordance with, the laws of the United States and the State of California, excluding choice of law rules. The Parties agree that any suit, action or other V-B-4
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legal proceeding by or against any party (or its affiliates or designees) with respect to or arising out of this Guaranty shall be brought in the federal courts of the United States or the courts of the State of California sitting in the City and County of Los Angeles, California.
9. Miscellaneous. This Guaranty shall be binding upon Guarantor and its successors and assigns and shall inure to the benefit of Buyer and its successors and permitted assigns pursuant to the RA Agreement. No provision of this Guaranty may be amended or waived except by a written instrument executed by Guarantor and Buyer. This Guaranty is not assignable by Guarantor without the prior written consent of Buyer. No provision of this Guaranty confers, nor is any provision intended to confer, upon any third party ( other than Buyer's successors and permitted assigns) any benefit or right enforceable at the option of that third party. This Guaranty embodies the entire agreement and understanding of the parties hereto with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements and understandings of the parties hereto, verbal or written, relating to the subject matter hereof. If any provision of this Guaranty is determined to be illegal or unenforceable (i) such provision shall be deemed restated in accordance with applicable Laws to reflect, as nearly as possible, the original intention of the parties hereto and (ii) such determination shall not affect any other provision of this Guaranty and all other provisions shall remain in full force and effect. This Guaranty may be executed in any number of separate counterparts, each of which when so executed shall be deemed an original, and all of said counterparts taken together shall be deemed to constitute one and the same instrument. This Guaranty may be executed and delivered by electronic means with the same force and effect as if the same was a fully executed and delivered original manual counterpart.
[Signature on next page]
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IN WITNESS WHEREOF, the undersigned has caused this Guaranty to be duly executed and delivered by its duly authorized representative on the date first above written.
GUARANTOR:
By: --------------
Printed Name: --------
Title: -------------
BUYER:
By: __________ _
Printed Name: --------
Title: -------------
By: ____________ _
Printed Name: --------
Title: -------------
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APPENDIX VI
PROJECT SAFETY PLAN AND DOCUMENTATION
Proiect Safety Plan Elements:
Part One: Safety Requirements and Safety Programs
Identify the applicable safety-related codes, standards, and regulations (CSR) which govern the design, construction, operation, maintenance of the Project using the proposed technology.
Describe the Seller's and the Seller's Contractor(s)' safety programs and policies. Describe Seller's compliance with any safety-related industry standards or any industry certifications (American National Standards Institute (ANSI), International Organization for Standardization (ISO), etc.), if applicable.
Part Two: Project Design and Description
Describe Seller's safety engineering approach to select equipment and design systems and the Project to reduce risks and mitigate the impacts of safety-related incidents, including cascading failures, excessive temperatures, thermal runaways, fires, explosions, disk fractures, hazardous chemical releases.
Describe the results of any failure mode effects analyses (FMEA) or similar safety engineering evaluations. In the case of lithium ion batteries, describe the safety-related reasons, including design features and historical safety records, for selecting particular anode and cathode materials and a particular manufacturer.
Provide a list of major facility components, systems, materials, and associated equipment, which includes but is not limited to, the following information:
a) Equipment manufacturer's datasheet, model numbers, etc., b) Technical specifications,
c) Equipment safety-related certifications (e.g. UL),
d) Safety-related systems, and
e) Approximate volumes and types of hazardous materials expected to be on Site.
Part Three: Project Safety Management
Identify and describe any hazards and risks to life, safety, public health, property, or the environment due to or arising from the Project. Describe the Seller's applicable site-specific safety plans, risk mitigation, Safeguards and layers of protection, including but not necessarily limited to:
a) Engineering controls,
b) Work practices,
c) Administrative controls,
d) Personal protective equipment and procedures,
e) Incident response and recovery plans,
f) Contractor pre-qualification and management,
VI -
1 Energy Storage Resource Adequacy Agreement Form
2-78
g) Operating procedures,
h) Emergency plans,
i) Training and qualification programs,
j) Disposal, recycle, transportation and reuse procedures, and k) Physical security measures.
VI-2
Energy Storage Resource Adequacy Agreement Form
2-79
APPENDIX VII
MUA DECISION ATTESTATION
This attestation is delivered by ___ ("Seller") to California Choice Energy Authority, a California joint powers authority ("Buyer") in accordance with the terms of that certain Energy Storage Resource Adequacy Agreement dated ___ ("Agreement") by and between Seller and Buyer. All capitalized terms used in this attestation but not otherwise defined herein shall have the respective meanings assigned to such terms in the Agreement.
Seller hereby certifies and represents to Buyer, as of the date set forth below, that with regard to the Project, Seller is following all the rules set forth in Appendix A of CPUC Decision 18-01-003 on Multiple-Use Application Issues, issued January 17, 2018, regarding the multiple-use applications of energy storage facilities.
EXECUTED by SELLER this ___ day of _____ , 20_
Signature: -------------
Name: -------------
Title: -------------
VII -
1 Energy Storage Resource Adequacy Agreement Form
2-80
APPENDIX VIII
NOTICES
SELLER
All Notices:
Name : Santa Paula Energy Storage, LLC
Street: 65 Enterprise, 3rd Floor
City: Aliso Viejo, CA. 92656
Attn : Development
Phone: (949) 330-6300
Email: [email protected]
With a copy to :
Rishad Olpadwala , Vice President
Development
65 Ente1prise , 3rd Floor
Aliso Viejo , CA 92656
Rishad.O1 adwala .esVolta .com
Invoices:
Attn : Lizette Vidrio
Phone: (949) 330-6300
E-mail : Lizette .Vidrio .esVolta.com
Scheduling:
Attn: Lizette Vidtio
Phone: (949) 330-6300
Email : Lizette.Vidt·io esVolta.com
Payments:
Attn: Lizette Vidt·io
Phone: (949) 330-6300
E-mail: Lizette.Vidt·io .esVolta .com
Wire Transfer:
BNK:
ABA:
ACCT:
Emergency Contact:
Attn: Lizette Vidtio, Director of Asset
Management
Phone: (949) 330-6300
E-mail :Lizette .Vidt·io esVolta.com
BUYER
All Notices:
California Choice Energy Authority
Attn: Cathy DeFalco
44933 Fem Avenue
Lancaster, CA 93534
Phone: 805-260-9047
E-mail : [email protected]
Invoices:
Attn: Brian Goldstein
Phone : 215-498-0175
Email: cceainvoices . acificea .com
Scheduling:
Attn: Brian Goldstein
Phone :215-498-0175
Email: cceainvoices acificea.com
Payments:
Attn: Brian Goldstein
Phone: 215-498-0175
Email : cceainvoices acificea .com
Wire Transfer:
Emergency Contact:
Attn: Cathy Defalco
Phone: 805-260-9047
E-mail: [email protected]
VIII -
1 Energy Storage Resource Adequacy Agreement Form
2-81
APPENDIX IX
APPROVED CONTRACTORS
1. Hitachi Energy USA Inc.
2. Goldstar Construction, Inc.
3. DynaPower Company
4. MMR Constructors, Inc.
5. Powin Energy Corporation
IX -1
Energy Storage Resource Adequacy Agreement Form
2-82
APPENDIXX
[NOT USED]
X -1
Energy Storage Resource Adequacy Agreement Form
2-83
APPENDIX XI
[NOT USED]
XI -1
Energy Storage Resource Adequacy Agreement Form
2-84
APPENDIX XII
WORKFORCE DEVELOPMENT AND COMMUNITY INVESTMENT OBLIGATIONS Seller shall conduct outreach with qualified local contractors, so that local firms have a fair opportunity to compete for Project construction contracts. In addition, Seller shall require that construction contractors utilize locally sourced labor to the extent practicable.
XII - 1
Energy Storage Resource Adequacy Agreement Form
2-85
END OF AGREEMENT
Energy Storage Resource Adequacy Agreement Form
3-1
~ CITY OF RANCHO MIRAGE
CITY COUNCIL,
LIBRARY AND OBSERVATORY BOARD,
HOUSING AUTHORITY BOARD,
AND THE CITY COUNCIL REPRESENTING
THE REDEVELOPMENT SUCCESSOR AGENCY
REGULAR MEETING
THURSDAY, MAY 5, 2022
1 :00 P.M.
DRAFT MINUTES
Pursuant to Assembly Bill No. 361 (Effective September 16, 2021 ), there will be the ability to teleconference into the meeting and the public may observe the meeting and offer public comment as follows:
At Meeting Location
City of Rancho Mirage
City Hall -Council Chamber
69-825 Highway 111
Rancho Mirage, CA 92270
Access Remotely 111
Zoom Link:
https://us02web.zoom . us/j/87031025793?pwd=RWp1 YWtMS
nB6L2tzSFV3K2ItcG9hZz09
Passcode:605716
Webinar ID: 870 3102 5793
Zoom Call-In Nos.: 1 (669) 900-9128 (Carrier charges may apply) 1 (888) 475-4499 (Toll Free)
SOCIAL DISTANCING REQUIRED FOR THE PUBLIC IF ATTENDING IN PERSON CALL TO ORDER -1 :03 P .M.
a) Flag Salute: Led by Council Member Kite
b) Roll Call: Downs, Smotrich, Weill, Kite, Townsend -All present
PRESENTATIONS
Recognition of CAL FIRE/Riverside County Fire Department Personnel.
Battalion Chief Kotz provided a summary regarding a lifesaving event that occurred with a Rancho Mirage resident and CAL FIRE personnel. He presented a video recapping the event and introduced the CAL FIRE/Riverside County Fire Department personnel who saved the life of the Rancho Mirage resident.
Mayor Townsend thanked the CAL FIRE personnel for their dedication to the City and for their diligent efforts and presenting plaques honoring their life saving efforts.
DRAFT 05/05/2022 City Council Meeting Minutes Page 1 of 5
3-2
Council Member Weill thanked the CAL FIRE personnel for their professionalism and due diligence.
Council Member Smotrich expressed her thanks to the CAL FIRE personnel and expressed the level of comfort she had knowing the City was well protected .
Mayor Pro Tern Kite thanked the CAL FIRE personnel for their service.
Council Member Downs thanked the CAL FIRE personnel for their service.
NON-AGENDA PUBLIC COMMENTS
Tom Atkin, Rancho Mirage resident, asked for clarification of the City's brand, which was referenced in a recently published Mayor's message. He also expressed concern with the Section 31 development, commenting the Disney partnership could be problematic.
Wally Malendez, member of the public, expressed concern with the real estate market and provided a handout on the subject.
Chuck Parker, Salton Sea Coalition representative, provided an update on external agencies' reporting of the Salton Sea and requested the City Council continue to support sea water importing. He provided a packet of information, including a resolution for Council to consider adopting.
Felicitas Nunez, Salton Sea Coalition representative, described the need for clean water in Mecca and Thermal and the negative health implications being caused by the Salton Sea. She spoke in favor of sea water importing.
Patrick Lowry, Rancho Mirage resident, mentioned that CAL FIRE personnel saved his life during a separate event than the one recognized earlier. Mr. Lowry expressed support for abortion rights and for the people of Ukraine. He expressed concern with the level of service provided by the Sheriff Department and mentioned local crime statistics.
Brad Anderson, Rancho Mirage resident, noted his opposition to license plate reader cameras in the City. He expressed concern with California's rising crime rates and the City's Code Compliance division. He also mentioned a code citation received by his neighbor.
Peter Johnson, Rancho Mirage resident, spoke in opposition to the Section 31 development, specifically the quantity of water proposed to be used for the project.
COUNCIL/BOARD MEMBER COMMENTS/REPORTS
Mayor Townsend provided an overview of the recent groundbreaking for Disney's Cotino Storyliving project. He played a video highlighting the event and provided an overview of the project.
DRAFT 05/05/2022 City Council Meeting Minutes Page 2 of 5
3-3
Council Member Weill provided an overview of the City's general plan, specific plans, and the Section 31 development. He highlighted the reduction in the size of the crystal lagoon at the Section 31 development and noted the water usage was reviewed and approved by the Coachella Valley Water District. Council Member Weill concluded his comments by expressing his excitement for the project.
Mayor Townsend mentioned that information related to the Section 31 property, including approved wate·r usage, was available on the City's website.
Mayor Pro Tern Kite highlighted the Chevron Championship golf event recently held in Rancho Mirage. He noted the championship tournament was moving across the country; however, the Ladies Professional Golf Association was planning to host another tournament in Rancho Mirage known as the Gallery Classic. Mayor Pro Tern Kite also provided information regarding the City's new resident golf program.
Council Member Downs spoke regarding of the Section 31 development, noting most residents were in support of the project.
CITY MANAGER COMMENTS
Note: City Manager Comments were heard prior to Council/Board Member Comments/Reports.
Isaiah Hagerman, City Manager, thanked the City's first responders for their high level of service.
He noted that the reason Rancho Mirage was not listed as a low-crime city in the crime statistics referenced by a public speaker was because Rancho Mirage was not included in the analysis due to the City's population size.
MINUTES April 21, 2022 Regular Meeting.
Public Comments -None.
MOVED/SECONDED BY WEILL/KITE TO APPROVE THE APRIL 21, 2022 REGULAR CITY COUNCIL MEETING MINUTES AS PRESENTED. MOTION CARRIED 5/0.
CONSENT CALENDAR
Isaiah Hagerman, City Manager, presented the following Consent Calendar items:
1. 2.
Receive and File the March 31, 2022 Quarterly Treasurer's Report.
Demands.
Public Comments -None.
Council Member Kite inquired about the return rate in the treasurer's report.
DRAFT 05/05/2022 City Council Meeting Minutes Page 3 of 5
3-4
Mr. Hagerman provided a summary of the rate the City was receiving and the total return.
MOVED/SECONDED BY DOWNS/KITE TO APPROVE THE CONSENT CALENDAR AS PRESENTED. MOTION CARRIED 5/0.
ACTION CALENDAR
3. Resolution No. 2022-(Next-in-Order), Declaring the City's Intention to Annex Territory to Community Facilities District No. 1 and to Levy a Special Tax Therein for Additional Police and Fire Services, Preliminarily Approve a Map of the Area Proposed to be Annexed, and Schedule a Public Hearing to Consider the Annexation and the Levy of the Special Tax for Annexation No . 188 (in Connection with Preliminary Development Plan Case No.
PDP19005 -Hazelden Betty Ford Center).
Kofi Antobam, Director of Administrative Services, presented the staff report.
Public Comments -None .
MOVED/SECONDED BY SMOTRICH/WEILL TO ADOPT RESOLUTION NO. 2022-14,
DECLARING THE CITY'S INTENTION TO ANNEX TERRITORY TO COMMUNITY FACILITIES DISTRICT NO. 1 AND TO LEVY A SPECIAL TAX THEREIN FOR ADDITIONAL
POLICE AND FIRE SERVICES, PRELIMINARILY APPROVE A MAP OF THE AREA
PROPOSED TO BE ANNEXED, AND SCHEDULE A PUBLIC HEARING TO CONSIDER THE ANNEXATION AND THE LEVY OF THE SPECIAL TAX FOR ANNEXATION NO. 188.
MOTION CARRIED 5/0.
CLOSED SESSION
1. 2.
3. CONFERENCE WITH LEGAL COUNSEL -EXISTING LITIGATION
Pursuant to Government Code Section 54956.9(d)(1 ).
Case Name: Vacation Rental Owners and Neighbors of Rancho Mirage et al. v. City of Rancho Mirage et al.
Case No .: CVRl2100368
CONFERENCE WITH LEGAL COUNSEL-EXISTING LITIGATION
Pursuant to Government Code Section 54956.9(d)(1).
Case Name: Vacation Rental Owners and Neighbors of Rancho Mirage v. City of Rancho Mirage
Case No.: CVPS2200167
CONFERENCE WITH LEGAL COUNSEL-ANTICIPATED LITIGATION
Significant Exposure to Litigation Pursuant to Government Code Section 54956.9(d)(2). (2 Potential Cases)
DRAFT 05/05/2022 City Council Meeting Minutes Page 4 of 5
3-5
Steven Quintanilla (via telecommunication), City Attorney, reported that the City Council would recess into closed session to discuss Vacation Rental Owners and Neighbors of Rancho Mirage et al. v. City of Rancho Mirage et al, Vacation Rental Owners and Neighbors of Rancho Mirage v. City of Rancho Mirage, and conference with legal counsel regarding anticipated litigation (two potential cases).
Public Comments -None.
The City Council, Library and Observatory Board, Housing Authority Board, and the City Council representing the Redevelopment Successor Agency recessed into Closed Session at 2:19 P.M.
Isaiah Hagerman, City Manager, reconvened the meeting at 3:44 P.M. and announced that no reportable action was taken during Closed Session .
ADJOURNMENT
With no further business to consider, the meeting of the City Council, Library and Observatory Board, Housing Authority Board, and the City Council representing the Redevelopment Successor Agency was adjourned at 3:45 P.M.
Prepared by: Kristie Ramos, City Clerk
Date Approved by City Council:
DRAFT 05/05/2022 City Council Meeting Minutes Page 5 of 5
4-1
CITY OF ~ MIRAG~
~ ~
STAFF REPORT
TO : Mayor and City Council DATE: May 19, 2022
FROM: Gloria Griego, Sr. Management Analyst
SUBJECT: Consideration of FY 21-22 Special Assistance Fund (SAF) Awards SPECIFIC REQUEST OR RECOMMENDATION:
That the City Council approve the attached Exhibit A awarding FY 21-22 Special Assistance Funds (SAF).
INFORMATION:
DISCUSSION:
The attached list, which consists of one Special Assistance Fund (SAF) applicant, was evaluated and the FY 21-22 Subcommittee is recommending an award of funds to one nonprofit for a total amount of $5,000.00.
A TTACHMENT(S):
1. Exhibit "A" -FY 21-22 SAF Award Recommendation.
AGENDA ITEM#
4-2
ATTACHMENT "A"
FY 21-22 SAF AWARD RECOMMENDATIONS
(SEE ATTACHED)
4-3
Organizations
Elder Love USA, Inc.
1 Oraanization = Total
EXHIBIT "A"
FY 21 /22
SAF Awards
(05-19-22)
Program
Program to assist low-to-
moderate income seniors
with in-home caregiving
services.
Award Recommendations
$5,000.00
$5,000.00
5-1
CITY OF~ MIRAG~
~ ~
STAFF REPORT
TO: Mayor and City Council DATE: May 19, 2022
FROM: Gloria Griego, Sr. Management Analyst
SUBJECT: Approval of FY 21-22 Contracts
SPECIFIC REQUEST OR RECOMMENDATION:
That the City Council approve the terms of the contracts, as set forth in Exhibit A, and authorize the City Manager to execute the subject contracts.
INFORMATION:
BACKGROUND:
Attached hereto is a list of contracts staff is requesting the City Council approve.
These are contracts for Fiscal Year 21-22 for purchases and services for which costs and terms were negotiated (Exhibit A).
ATTACHMENT:
Exhibit A-May 19, 2022, List of Contracts
AGENDA ITEM#
5-
2 # Name Tenns Scope
1 Burrtec Waste & 1 Month Waste collection and
Recycli ng Services , recycling services .
LLC Extension of term.
2 Vance Corporation 1 Month Tamarisk Area Crack
Seal (GP 21 -372)-
additional crack seal
material.
EXHIBIT A
List of Contracts
Effective Date Expiration Date
06/01/2022 06/30/2022
05/19/2022 06/19/2022
Compensation
$0
$31,531.20
Sole Department Staff
Source
Yes/No
Yes Administration Jessica Pulliam
& Legal
No Public Works Ryan Stendell
5-3
FROM:
DATE:
CONTRACT SUMMARY
Jessica L. Pulliam, Sr. Management Analyst
May 19, 2022
SUBJECT: Burrtec Waste and Recycling Services Contract Amendment Background:
In 2014, the City of Rancho Mirage entered into a six-year agreement with Burrtec Solid Waste and Recycling Services, LLC ("Burrtec") for the collection, transportation, and disposal of municipal solid waste, and the collection and recycling of recyclable materials within the jurisdictional boundaries of the City. That agreement was set to expire on February 29, 2020 . The City Council has approved several amendments to the agreement extending the term . The most recent amendment approved by the City Council was on April 21, 2022, extending the term through May 31, 2022.
Information:
Staff is requesting an Amendment to extend the term of the Agreement to June 30, 2022.
Due to the constraints of COVID-19, the high degree of uncertainty concerning overall economic conditions, and the need to add additional flexibility into the contract to handle unknown factors, the timeline of the negotiation has been extended.
Fiscal Impact:
No fiscal impact.
5-4
CONTRACT SUMMARY
FROM:
DATE:
Ryan Stendell, Public Works Director
May 19, 2022
SUBJECT: Contract Amendment: CP 21-372 Tamarisk Area Crack Sealing Project Performed by Vance Corporation
Background:
The CP 21-372 Tamarisk Area Crack Sealing project was awarded to Vance Corporation by Council on March 3, 2022, for the amount of $94,000. The project consisted of cleaning and sealing cracks in the asphalt pavement within the Tamarisk neighborhood. This is done in preparation for REAS application to be done in the fall of 2022. The crack filling process adds to the durability and longevity of the existing roads .
During the project many streets were found to have larger and deeper cracking than originally anticipated, resulting in a larger amount of crack filling material being required to complete the project. Vance Corporation has incurred an additional $31,531.20 in material costs; an additional 49,480 pounds of crack filling material was used. The extra materials and work have been reviewed and inspected by staff. Staff is requesting the approval of a change order amount and contract amendment of $31,531.20 to The Vance Corporation.
Fiscal Impact:
Staff is requesting approval to increase the original contract amount by $31,531.20 for a total contract amount of $125,531.20. The project will be completed under the 2021/2022 budget projection . Funds are available from Measure A Fund (Fund 236).
No Budget adjustment is required .
6-1
CITY OF MIRAGE:
©
We hereby accept as filed checks issued thru 5/13/2022:
City Funds $ 1,404,282.63
ordered paid as stated below.
Date: May 19, 2022
Mayor
DEMANDS\GEN
ADMINl'iTRA TION DE:1JE1OPME:NT www.RanchoMirageCA.gov www.Re laxRanclloMirage.com
6-
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05/05/2022 11 :23 elijaha
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City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME
4407 05/06/2022 EFT
Invoice: INV-8869
2677 THE IDEA BRAND
104,500.00 107
INVOICE
INV-8869
7478
4408 05/06/2022 EFT
Invoice: 71479
1650 AQUA-SERV ENGINEERS, INC 71479
274.00 10133300 7612
274.00 24281000 7612
INV DATE
INVOICE DTL DESC
PO
~\-.\\,
CHECK RUN
04/15/2022 20220243 05062022
PHOTO/VIDEO PRODUCTION
MARKETING PROGRAM
CHECK 4407 TOTAL:
04/30/2022 20220013 05062022
COOL TOWER MAINT -CITY HALL/LIB PE 4/30/22
MAINTENANCE
MAINTENANCE
CHECK 4408 TOTAL:
Ip 1
apcshdsb
NET
104,500.00
104,500.00
548.00
548.00
4409 05/06/2022 EFT 1523 CDW GOVERNMENT INC ZR00248564 04/26/2022 05062022 1,676.42 Invoice: ZR00248564 ACRONIS DISASTER BACKUP PE 4/30/22
1,676.42 10134000 9527 INFMTION SRV SOFTWRE RPLC
CHECK 4409 TOTAL: 1,676.42
4410 05/06/2022 EFT 2431 CVENT INC 4110091290 03/31/2022 20220199 05062022 4,235.00 Invoice: 4110091290
4411 05/06/2022 EFT
Invoice: 29731940
4412 05/06/2022 EFT
Invoice: 46856
4413 05/06/2022 EFT
Invoice: 5012022
Invoice: 5012022SJ
VENUE DIAGRAM SOFTWARE -AMPHITHEATER/LIBRARY
4,235.00 10172000 7494 AMPHITHEATER PROGRAMMING
96 ENTERPRISE RENT A CAR 29731940
3,761.88 10141000 7400
547 LETICIA GALLEGOS-GALLARDO 46856
385.66 10142000 7806
519 HYDER AND COMPANY 5012022
11,705.10 28100000 7400
HYDER AND COMPANY 5012022SJ
11 ,742.74 28600000 7400
HYDER AND COMPANY 5012022SR
CHECK 4410 TOTAL:
04/30/2022 05062022
SHERIFF VEHICLE RENTAL PE 4/30/22
PROFESSIONAL/TECHNICAL
CHECK 4411 TOTAL:
05/02/2022 05062022
EXP REIMB -RFSH CERT TRNG 4/27-29/22
MEETINGS/TRAINING/TRAVEL
CHECK 4412 TOTAL:
4,235.00
3,761.88
3,761.88
385.66
385.66
05/01/2022 20220022 05062022 11,705.10
PROPERTY MANAGEMENT SVCS -PARKVIEW VILLAS 5/22
PROFESSIONAL/TECHNICAL
05/01/2022 20220025 05062022 11 ,742 .74
PROPERTY MANAGEMENT SVCS -SAN JACINTO VILLAS 5/22
PROFESSIONAL/TECHNICAL
05/01/2022 20220024 05062022 6,418.54
6-
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05/05/2022 11 :23 elijaha ICity of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL Ip 2
apcshdsb
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE INV DATE
INVOICE DTL DESC
PO CHECK RUN NET
Invoice: 5012022SR 6,418.54 28400000 7400
HYDER AND COMPANY 5012022WW
Invoice: 5012022WW
4,573.67 28300000 7400
PROPERTY MANAGEMENT SVCS -SANTA ROSA VILLAS 5/22
PROFESSIONAL/TECHNICAL
05/01/2022 20220023 05062022 4,573.67
PROPERTY MANAGEMENT SVCS -WHISPERING WATERS 5/22
PROFESSIONAL/TECHNICAL
CHECK 4413 TOTAL: 34,440.05
4414 05/06/2022 EFT 2319 KELLERMEYER BERGENSONS SERVICES L INV0582365 04/29/2022 20220086 05062022 324 .50 Invoice: INV0582365 EXTRA JANITORIAL WRK -AMPHITHEATER EVENT 4/15/22 324.50 10172000 7494 AMPHITHEATER PROGRAMMING
KELLERMEYER BERGENSONS SERVICES L INV0582367 04/29/2022 20220086 05062022 150.00 Invoice: INV0582367 EXTRA JANITORIAL WRK -AMPHITHEATER EVENT 4/11/22 150.00 10172000 7494 AMPHITHEATER PROGRAMMING
KELLERMEYER BERGENSONS SERVICES L INV0582364 04/29/2022 20220086 05062022 383.50 Invoice: INV0582364 EXTRA JANITORIAL WRK -AMPHITHEATER EVENT 4/16/22 4415 05/06/2022 EFT
Invoice: 97416
Invoice: 97417
Invoice: 97418
Invoice: 97419
4416 05/06/2022 EFT
Invoice: L843496
383.50 10172000 7494 AMPHITHEATER PROGRAMMING
184 MARIPOSA LANDSCAPES, INC 97416
6,465.05 28100000 7612
MARIPOSA LANDSCAPES, INC 97417
7 ,090.70 28600000 7612
MARIPOSA LANDSCAPES, INC 97418
3,962.45 28400000 7612
MARIPOSA LANDSCAPES, INC 97419
3,336.80 28300000 7612
612 RACHEL HORWITZ DESIGN GROUP LLC
2,078 .99 107
L843496
7478
CHECK 4414 TOTAL:
04/30/2022 20220175 05062022
LANDSCAPE MAINT -PARKVIEW VILLAS 4/22
MAINTENANCE
04/30/2022 20220176 05062022
LANDSCAPE MAINT -SAN JACINTO VILLAS 4/22
MAINTENANCE
04/30/2022 20220177 05062022
LANDSCAPE MAINT -SANTA ROSA VILLAS 4/22
MAINTENANCE
04/30/2022 20220178 05062022
LANDSCAPE MAINT -WHISPERING WATERS 4/22
MAINTENANCE
CHECK 4415 TOTAL:
858.00
6,465.05
7,090.70
3,962.45
3,336.80
20,855.00
05/02/2022 05062022 2,078.99
GRAPHIC DESIGN SVCS -LOGOS/EVENTS/WEB/THEATER
MARKETING PROGRAM
CHECK 4416 TOTAL: 2,078.99
6-
4 05/05/2022 11:23 elijaha ICity of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME
4417 05/06/2022 EFT
Invoice: 22 -120
Invoice : 22-59
712 RMPP II, LLC
RMPP II, LLC
OTYOf~~~
~ z'.!
INVO I CE
22 -120
2 ,508.83 10133300 7603
22-59
2,508.83 10133300 7603
INV DATE
INVOICE DTL DESC
05/02/2022
PO
~\\\\\
CHECK RUN
05062022
SOLAR SERVICE -CITY HALL 4/22
ELECTRICITY
03/01/2022 05062022
SOLAR SERVICE -CITY HALL 3/22
ELECTRICITY
CHECK 4417 TOTAL:
I
p 3
apcshdsb
NET
2,508.83
2,508.83
5,017.66
4418 05/06/2022 EFT Invoice: AS05220816
289 SA TCOM GLOBAL FZE AS05220816 05/01/2022 05062022 85 .50 4419 05/06/2022 EFT
Invoice: 10873
4420 05/06/2022 EFT
Invoice : 6
4421 05/06/2022 EFT Invoice: 420220579
4422 05/06/2022 EFT
Invoice: 2203-13
Invoice: 2204-13
SATELLITE PHONE SVC PE 4/30/22
85.50 10142000 7824 COMMUNICATION MAIN/SERV
2459 SELF INSURED SERVICES COMPANY
5,922.52 101
10873
2279
2751 SOLOMON N NIMAKO 6
4,510.00 10156000 7400
254 UNDERGROUND SERVICES ALERT 420220579
168.40 10131000 7400
588 COUNTRY WORLD PRODUCTIONS INC 2203-13
416.50 10152000 7560
COUNTRY WORLD PRODUCTIONS INC 2204 -13
245 .00 10152000 7560
CHECK 4418 TOTAL:
05/01/2022 05062022
DISABILITY INSURANCE 05/22
ADDITIONAL LIFE INSURANCE
CHECK 4419 TOTAL:
05/04/2022 20220192 05062022
GIS SERVICES PE 4/30/22
PROFESSIONAL/TECHNICAL
CHECK 4420 TOTAL:
05/01/2022 05062022
DIG ALERT TICKETS
PROFESSIONAL/TECHNICAL
CHECK 4421 TOTAL:
85.50 5,922.52
5,922.52
4,510.00
4,510.00
168.40
168 .4 0
03/31/2022 20220241 05062022 416.50
CAPTIONING SERVICES -COUNCIL MTGS PE 3/31/22
ADA
04/30/2022 20220241 05062022 245.00
CAPTIONING SERVICES -COUNCIL MTGS PE 4/30/22
ADA
CHECK 4422 TOTAL : 661.50
6-
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05/05/2022 11:23 elijaha !
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
4423 05/06/2022 EFT
Invoice: 220402547
4424 05/06/2022 EFT
Invoice: 0015469-IN
Invoice: 0102879-IN
4425 05/06/2022 EFT
Invoice: 550697
2109 WITTMAN ENTERPRISES LLC 220402547
6,403.00 21500000 7400
1848 EMPLOYEE BENEFIT SPECIALISTS, INC 0015469-IN
2.88 10151000 7212
15,697.55 10151000 7212
159.50 21800000 7212
6,452.65 24281000 7212
43.54 28000000 7212
EMPLOYEE BENEFIT SPECIALISTS, INC 0102879-IN
380.70 10151000 7400
1720 ZEN AQUATICS DESIGN LTD 550697
300 .00 24281000 7612
INV DATE
INVOICE DTL DESC
PO
~\\\\
CHECK RUN
05/02/2022 05062022
AMBULANCE BILLING SERVICES 4/22
PROFESSIONAL/TECHNICAL
CHECK 4423 TOTAL:
04/29/2022 05062022
MEDICAL REIMBURSEMENT 12/21 & 4/22
INSURANCE REIMBURSEMENT
INSURANCE REIMBURSEMENT
INSURANCE REIMBURSEMENT
INSURANCE REIMBURSEMENT
INSURANCE REIMBURSEMENT
04/30/2022 05062022
ADMIN FEE 4/22
PROFESSIONAL/TECHNICAL
CHECK 4424 TOTAL:
05/01/2022 20220146 05062022
AQUARIUM SERVICES -LIBRARY 4/22
MAINTENANCE
CHECK 4425 TOTAL:
227535 05/06/2022 PRTD 97 AMERICAN PUBLIC WORKS ASSOCIATION ID 45568 YR 2022-23 03/02/2022 05062022 Invoice: ID 45568 YR 2022-23 APWA MEMBER DUES - R . STENDELL 5/31/23 227536 05/06/2022 PRTD Invoice: 19270
227537 05/06/2022 PRTD
Invoice: 33122
925 .00 10131000 7818 DUES & SUBSCRIPTIONS
186 ANDERSON COMMUNICATIONS INC 19270
660 .00 10142000 7824
246 BURRTEC WASTE & RECYCLING SERVICE 33122
3 ,638.37 251 7508
CHECK 227535 TOTAL:
05/01/2022 20220011 05062022
REPEATER/ANTENNA SPACE RENT 5/22
COMMUNICATION MAIN/SERV
CHECK 227536 TOTAL:
03/31/2022 05062022
HHW/CLEAN HARBORS PE 3/28/22
HOUSEHOLD HAZARDOUS WASTE
CHECK 227537 TOTAL:
I
p 4
apcshdsb
NET
6,403.00
6,403.00
22 ,356 .12
380.70
22,736.82
300.00
300.00
925.00
925.00
660.00
660.00
3,638.37
3,638.37
6-
6 ~1111~ OTV OF~IYl<A G~
Is ~
05/05/2022 11:23 elijaha I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
227538 05/06/2022 PRTD
Invoice: 92845
227539 05/06/2022 PRTD
Invoice: 46852
227540 05/06/2022 PRTD
Invoice: 46853
227541 05/06/2022 PRTD
Invoice: 575982
227542 05/06/2022 PRTD
Invoice : 576095
227543 05/06/2022 PRTD
Invoice: 125675
227544 05/06/2022 PRTD Invoice: 9034600422
1657 CARDIFF TRANSPORTATION
173.74 244
11 COACHELLA VALLEY ASSOCIATION
2,358 .00 702
311 COACHELLA VALLEY CONSERVATION
1,400 .00 702
92845
7887
46852
2460
46853
2 4 73
132 DEPARTMENT OF JUSTICE 575982
140.00 10141000 7400
132 DEPARTMENT OF JUSTICE 576095
70.00 10141000 7400
82 EISENHOWER OCCUPATIONAL HEALTH 125675
710.00 10154000 7860
1727 FIRST AMERICAN DATA TREE 9034600422
48.00 10131000 7400
INV DATE
INVOICE DTL DESC
PO
~\\\\\
CHECK RUN
04/13/2022 05062022
TRANSPORTATION -G. GINDER 4/26/2022
SPECIAL EVENTS
CHECK
05/01/2022
TUMF FEES 04/22
TUMF DEPOSITS
CHECK
05/01/2022
MSHCP FEES 04/22
MSHCP FEES
CHECK
227538 TOTAL:
05062022
227539 TOTAL:
05062022
227540 TOTAL:
04/06/2022 05062022
DUI TESTING PE 3/13/22
PROFESSIONAL/TECHNICAL
CHECK 227541 TOTAL:
04/06/2022 05062022
DUI TESTING PE 1/2/22
PROFESSIONAL/TECHNICAL
CHECK 227542 TOTAL:
I
p 5
apcshdsb
NET
173.74
173.74
2 ,358 .00
2,358.00
1,400.00
1,400.00
140. 00
140.00
70.00 70.00
05/02/2022 05062022 710.00
RECRUIT CERT EXAM -CANCHOLA/CHASTAIN/MUNIZ/TERRY
RECRUITMENT
CHECK 227543 TOTAL:
04/30/2022 05062022
RECORDING DOCS PE 4/30/22
PROFESSIONAL/TECHNICAL
CHECK 227544 TOTAL:
710 .00
48 .00
48.00 6-
7 1.fl,.
05/05/2022 11:23 elijaha I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME
227545 05/06/2022 PRTD
Invoice: 021071530
536 GALLS, LLC
227546 05/06/2022 PRTD
Invoice: 9839
284 J L ENDICOTT
227547 05/06/2022 PRTD 1359 OFFICE DEPOT
Invoice: 242249224001
OFFICE DEPOT Invoice: 242336317001
OFFICE DEPOT
Invoice: 231819804001
OFFICE DEPOT
Invoice: 233073730001
227548 05/06/2022 PRTD 295 OVERDRIVE INC
Invoice: 01187DA21472892
OVERDRIVE INC
Invoice: 01187CO21496011
QTVOr~rrJRAG~
INVOICE
02107153 0
176.58 10141000 7550
INV DATE
INVOICE DTL DESC
04/28/2022
COPS SERVICE PINS
PO
CITY-WIDE COPS PROGRAM
~\,\\\
CHECK RUN
05062022
CHECK 227545 TOTAL:
9839 04/14/2022 05062022
PLAQUE FOR MAYOR TED WEILL
237.08 10111000 8000 SUPPLIES
CHECK 227546 TOTAL :
242249224001 04/27/2022 05062022
PAPER
324.00 10151000 8000 SUPPLIES
242336317001 04/27/2022 05062022
COFFEE SUPPLIES/BUSINESS CARD HOLDER
51.13 24281000 8000 SUPPLIES
231819804001 03/08/2022 05062022
RUBBERBANDS/MARKER/DIVIDERS
313.38 10151000 8000 SUPPLIES
233073730001 03/11/2022 05062022
PAPER/BOXES/PLATES
387.02 24281000 8000 SUPPLIES
CHECK 227547 TOTAL:
01187DA21472892 12/21/2021 05062022
EBOOKS
33 .74 24281000 7912 FOUNDATION -COLLECTION
01187CO21496011 12/21/2021 05062022
EAUDIO BOOKS
75.31 24281000 7912 FOUNDATION -COLLECTION
CHECK 227548 TOTAL:
227549 05/06/2022 PRTD
Invoice: 973425
2779 PACIFIC OFFICE AUTOMATION 973425 02/21/2022 20220215 05062022 COPIES PE 2/11/22
720.50 10156000 8000 SUPPLIES
CHECK 227549 TOTAL:
Ip 6
apcshdsb
NET
176.58
176.58
237.08
237.08
324.00
51 .13
313.38
387 .02
1,075.53
33 .74
75.31 109.05
720.50
720.50
6-
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OTV Of~ fl'IMG~
~ ,'.]
05/05/2022 11:23 elijaha I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
227550 05/06/2022 PRTD
Invoice: 27368205
227551 05/06/2022 PRTD
Invoice: PLNZ-4178
227552 05/06/2022 PRTD Invoice: 151621
227553 05/06/2022 PRTD
Invoice: 22400981
227554 05/06/2022 PRTD
Invoice: N9380767
227555 05/06/2022 PRTD
Invoice: 22-122733
Invoice: 22-155381
227556 05/06/2022 PRTD
Invoice: 46944
2832 PEOPLEREADY INC
2851 PLANETIZEN
5 POWERS AWARDS
27368205
3,031.20 10132000 7444
PLNZ-4178
119.95 10154000 7860
151621
23.53 10112000 8000
23.53 10121000 8000
16.51 24281000 8000
2743 PUBLIC RISK, INNOVATION, SOLUTION 22400981
938.49 10151000 7275
2647 QUADIENT LEASING USA, INC N9380767
2,132 .86 10151000 8220
55 RIVERSIDE COUNTY CLERK AND RECORD 22-122733
80 .00 10131000 7400
RIVERSIDE COUNTY CLERK AND RECORD 22-155381
17.00 10131000 7400
2464 ROTARY CLUB OF RANCHO MIRAGE FOUN 46944
150.00 10157000 7458
INV DATE
INVOICE DTL DESC
PO
~\\\\
CHECK RUN
05/05/2022 05062022
J . HIGAREDA/ A. PEREZ PE 4/29/22
TEMPORARY AGENCY SERVICES
CHECK 227550 TOTAL :
02/02/2022 05062022
JOB LISTING -DEV. SERVICES DIRECTOR
RECRUITMENT
CHECK 227551 TOTAL:
Ip 7
apcshdsb
NET
3,031.20
3,031.20
119. 95
119. 95
04/18/2022 05062022 63.57
CHAMBER NAME PLATE/NAME BADGE -FOWLKES/ZAMORA/JUN
SUPPLIES
SUPPLIES
SUPPLIES
CHECK 227552 TOTAL:
01/04/2022 05062022
EMPLOYEE ASSISTANCE PGM JAN-MAR 2022
OTHER MEDICAL
CHECK 227553 TOTAL:
04/22/2022 20220103 05062022
MAIL-ROOM LEASE EQUIPMENT 5/24/22-8/23/22
LEASE PAYMENTS
CHECK 227554 TOTAL:
04/08/2022 05062022
RECORDING DOCS PE 3/31/22
PROFESSIONAL/TECHNICAL
04/30/2022 05062022
RECORDING DOCS PE 4/30/22
PROFESSIONAL/TECHNICAL
CHECK 227555 TOTAL:
05/03/2022 05062022
KENTUCKY DERBY PARTY -C. TOWNSEND & R. KITE
SUPPORT FOR NON-PROFITS
63.57 938.49
938.49
2,132.86
2,132.86
80.00 17.00
97 .00
150.00
6-
9 ,,1,1
05/05/2022 11:23 elijaha ICity of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME
OTVOf ~~~
~ ~
INVOICE INV DATE
INVOICE DTL DESC
CHECK
~\\\\l
I
p 8
apcshdsb
PO CHECK RUN NET
227556 TOTAL: 150.00
227557 05/06/2022 PRTD 235 SPECTRUM BUSINESS 0001812042122 04/21/2022 05062022 3,341.80 Invoice: 0001812042122 SVC PE 5/19/22 (ACCT #8448-20-899-0001812) 3,341.80 10151000 7826 INTERNET ACCESS & SERVICE
SPECTRUM BUSINESS 0002414042422 04/24/2022 05062022 1,187.33 Invoice: 0002414042422
227558 05/06/2022 PRTD 2810 STERICYCLE INC
Invoice: 8001460005
SERVICE PE 5/18/22 (ACCT #8448-20-899-0002414)
1,187.33 24281000 7602 CABLE
CHECK 227557 TOTAL: 4,529.13
8001460005 04/30/2022 20220242 05062022 3,375.00
ON-SITE COMMUNITY SHREDDING -LIBRARY 4/9/22
3,375.00 251 7563 SOLID WASTE & RECYCLING
CHECK 227558 TOTAL: 3,375 .00
227559 05/06/2022 PRTD
Invoice : 002-26210
776 WILLDAN ENGINEERING 002-26210 04/05/2022 20220114 05062022 PULTE INSPECTION SERVICES PE 3/31/22
PROFESSIONAL/TECHNICAL
8,740.00
8,740.00 10122000 7400
NUMBER OF CHECKS 44
TOTAL PRINTED CHECKS
TOTAL EFT'S
COUNT
25 19
CHECK 227559 TOTAL:
*** CASH ACCOUNT TOTAL***
AMOUNT
35,619.05
219,144.40
*** GRAND TOTAL***
8,740.00
254,763.45
254,763.45
6-
1 0
05/12/2022 12:08
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~ ~
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City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
4426 05/13/2022 EFT
Invoice: 59595
4427 05/13 /2022 EFT Invoice: 36005
4428 05/13/2022 EFT
Invoice : 500751
Invoice: 501611
Invoice: 501610
4429 05/13/2022 EFT
Invoice: 102977CS
4430 05/13/2022 EFT
Invoice : 83537
1650 AQUA -SERV ENGINEERS, INC 59595
2463 ASSUREHIRE, INC
333 BECK OIL INC
BECK OIL INC
BECK OIL INC
1698 CLEAN STREET INC
274 .00 10133300 7612
274 .00 24281000 7612
36005
471.35 10154000 7860
500751
381 .98 10132000 7 623
342 .23 10133000 7623
85 .69 10131000 7623
124 .92 10132000 7623
209 .06 10141000 7623
94 .46 10122000 7623
355 .14 10123000 7623
501611
140.70 10132000 7623
1,242 .71 10132000 7634
89.42 10142000 7623
176 .80 10133000 7623
501610
28.90 10151000 7623
104.40 10131000 7623
243.61 10141000 7623
296.70 10122000 7623
102977CS
246.40 248 7615
424 CONSERVE LANDCARE INC 83537
7612 455.00 201
INV DATE
INVOICE DTL DESC
PO
~\\\\1
CHECK RUN
06/30/2021 20220013 05132022
COOL TOWER MAINT -CITY HALL/LIB PE 6/30/22
MAINTENANCE
MAINTENANCE
CHECK 4426 TOTAL :
05/01/2022 05132022
RECRUITMENT BACKGROUND CHECK PE 4/15/22
RECRUITMENT
CHECK 4427 TOTAL:
04 /26/2022 05132022
FUEL PE 4 /26/22
VEHICLE FUEL
VEHICLE FUEL
VEHICLE FUEL
VEHICLE FUEL
VEHICLE FUEL
VEHICLE FUEL
VEHICLE FUEL
05/03/2022 05132022
FUEL PE 5/3/22
VEHICLE FUEL
EQUIPMENT MAINT & FUEL
VEHICLE FUEL
VEHICLE FUEL
05 /03/2022 05132022
FUEL PE 5/3 /22
VEHICLE FUEL
VEHICLE FUEL
VEHICLE FUEL
VEHICLE FUEL
CHECK 4428 TOTAL:
04/29/2022 05132022
STREET SWEEP -ESTELITTA DR4/7/22
STREET SWEEP I NG
CHECK 4429 TOTAL:
I
p 1
apcshdsb
NET
548.00
548.00
471. 35
471. 35
1,593 .48
1,649.63
673.61
3,916.72
246 .40
246 .40
04/27/2022 20220136 05132022 455.00
EXTRA WRK -RPR IRRIGATION MORNINGSIDE 4/18/22
MAINTENANCE
6-
1 1
0 5 /12/2 022 12:08
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~ ~
!
City of Rancho Mirag e
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVO I CE
CONSERVE LANDCARE INC 88387
I nvoice: 88387
4431 05/13/2022 EFT
Invoice: 36 1 6
2568 GREEN HALO SYSTEMS
225 .00 10 1 33320 7612
153 .00 251
3616
7400
INV DATE
INVOICE DTL DESC
PO
~\\\\
CHECK RUN
05/04/2022 20220136 05132022
EXTRA WRK -LIMB REMOVAL MIRAGE RD 5/2/22
MAINTENANCE
CHECK 4430 TOTAL :
05/06/2022 20220062 05132022
WASTE TRACKING -SET UP FEE & SVC 5/22
PROFESSIONAL/TECHNICAL
CHECK 4431 TOTAL :
I
p 2
apcshdsb
NET
225.00
680.00
153.00
153.00
4432 05/13/2022 EFT
Invoice : 51360
2360 HARRIS & ASSOCIA TES , INC
1,457.32 248
51360
7400
01/2 7 /2022 05132022 1,457 .32
4433 05/13/2022 EFT
Invoice: 47145
Invoice : 47172
34 ICMA RETIREMENT TRUST-457
54,347.24 101
ICMA RETIREMENT TRUST-457
100 .00 101
4434 05/13/2022 EFT 2083 KANOPY INC.
Invoice : 297004-PPU
47145
2235
47172
2235
AUDIT LEVY & ASSES SMENT FY 21-22 PE 12/31/21
PROFESSIONAL/TECHNICAL
CHECK 4432 TOTAL:
05/11/2022 05132022
ICMA 457 PE 05/06/22
DEFERRED COMP -ICMA
05/11/2022 05132022
ICMA 457 PE 05/06/22
DEFERRED COMP -ICMA
CHECK 4433 TOTAL:
297004-PPU 04/30/2022 05132022
STREAMING SERVICE 4/2022
1,260 .00 24281000 7912 FOUNDAT ION -COLLECTION
CHECK 4434 TOTAL:
1,457 .32
54,347.24
100.00
54,447.24
1,260 .00
1,260 .00
4435 05/13/2022 EFT 2319 KELLERMEYER BERGENSONS SERVICES L INV0582366 04/29/2022 05132022 245 .00 Invoice: INV0582366 EXTRA JANITORIAL WRK -STOVE HOOD FS #69 4/22 245.00 21500690 7612 MAINTENANCE
KELLERMEYER BERGENSONS SERVICES L INV0 5 85136 05/03/2022 20220086 05132022 6,031.50 Invoice : INV0585136 JANITORIAL SERVICES -LIBRARY 5/22
6,031.50 24281000 7612 MAINTENANCE
KELLERMEYER BERGENSONS SERVICES L INV0585134 05/03/2022 20220086 05132022 4,357 .5 0 Invoice: INV0585134 JANITORIAL S ERVICES -CITY HALL 5/22 4,357.50 10133300 7612 MAINTENANCE
6-
1 2
-JJ
05/12/2022 12:08
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~\\\\1
!
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE INV DATE
INVOICE DTL DESC
PO CHECK RUN
Invoice : INV0585135
Invoice: INV0585137
4436 05/13/2022 EFT
Invoice : 159502
Invoice: 159645
4437 05/13/2022 EFT
Invoice: 516974486
Invoice: 516974491
4438 05/13/2022 EFT
Invoice: 47151
4439 05/13/2022 EFT
Invoice: 1000206515
KELLERMEYER BERGENSONS SERVICES L INV0585135 05/03/2022 20220086 05132022 JANITORIAL SERVICES -CITY YARD 5/22
806.00 10133310 7612 MAINTENANCE
KELLERMEYER BERGENSONS SERVICES L INV0585137 05/03/2022 20220086 05132022 JANITORIAL SERVICES -OBSERVATORY 5/22
644 .00 24282000 7613 OBSERVATORY MAINTENANCE
728 DBA MAXIMUM SECURITY ALARM SYSTEM 159502
174.00 10133310 7612
114.00 21892000 7612
148 .00 10133300 7612
62.00 21500690 7612
DBA MAXIMUM SECURITY ALARM SYSTEM 159645
134.16 24282000 7613
1317 MISSION LINEN SUPPLY 516974486
35.00 21500690 8002
MISSION LINEN SUPPLY 516974491
66.86 10133300 8002
468 NATIONWIDE
1,155.93 101
47151
2241
CHECK 4435 TOTAL :
05/01/2022 05132022
MONITORING SERVICES PE 6/30/22
MAINTENANCE
MAINTENANCE
MAINTENANCE
MAINTENANCE
05/05/2022 05132022
RPLC PANEL BATTERY -OBSERVATORY
OBSERVATORY MAINTENANCE
CHECK 4436 TOTAL:
05/06/2022 20220012 05132022
MAT RENTAL -FS #69 5/6/22
EQUIPMENT RENTAL
05/05/2022 20220012 05132022
MAT RENTAL -CITY HALL 5/5/22
EQUIPMENT RENTAL
CHECK 4437 TOTAL:
05/11/2022 05132022
PT DEFERRED COMP PE 05/06/22
NATIONAL -PART TIME
CHECK 4438 TOTAL:
260 OCLC, INC 1000206515 04/01/2022 20220077 05132022
CATALOGING SERVICES 4/2022
48 .24 24281000 7639 COMPUTER MAINTENANCE
CHECK 4439 TOTAL:
I
p 3
apcshdsb
NET
806 .00
644.00
12 ,084.00
498.00
134. 16
632.16
35 .00
66.86 101.86
1,155.93
1,155.93
48 . 24
48.24 6-
1 3
~'
05/12/2022 12:08
anac
OT~Qt~ frlRAG~
~ ~
I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
~\~\\
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE INV DATE
INVOICE DTL DESC
PO CHECK RUN
4440 05/13/2022 EFT
Invoice: 2030213493
Invoice: 2030213567
4441 05/13/2022 EFT
Invoice: L843503
Invoice: L843502
4442 05/13/2022 EFT
Invoice: 22-120
116 PARKHOUSE TIRE 2030213493 05/03/2022 05132022
RPR FLAT TIRE -ST14 STREETS TRUCK 5/3/22
51.44 10132000 7624 VEHICLE MAINTENANCE
PARKHOUSE TIRE 2030213567 05/05/2022 05132022
NEW TIRES -ES08 CERT TRAILER 5/5/22
328.59 10142000 7624 VEHICLE MAINTENANCE
612 RACHEL HORWITZ DESIGN GROUP LLC L843503
2,044.90 244 7400
RACHEL HORWITZ DESIGN GROUP LLC L843502
3,630.25 24281000 7400
632 RANCHO MIRAGE POWER PARTNERS I, L 22-120
1,113.22 10133310 7603
CHECK 4440 TOTAL:
05/02/2022 20220109 05132022
RMWF GRAPHIC DESIGN SERVICES 4/2022
PROFESSIONAL/TECHNICAL
05/02/2022 20220015 05132022
GRAPHIC DESIGN SERVICES 4/2022
PROFESSIONAL/TECHNICAL
CHECK 4441 TOTAL:
05/02/2022 05132022
SOLAR SERVICE -CITY YARD 4/22
ELECTRICITY
CHECK 4442 TOTAL:
4443 05/13/2022 EFT 712 RMPP II, LLC 22-31 REVISED 01/31/2022 05132022 Invoice: 22-31 REVISED
4444 05/13/2022 EFT
Invoice: 9905443001
489 VERIZON WIRELESS
-SOLAR SERVICE -CITY HALL 1/22
2,207.15 10133300 7603 ELECTRICITY
CHECK 4443 TOTAL :
9905443001 05/04/2022 05132022
SERVICE PE 5/1/22 (ACCT# 572244822-00001)
7,374.63 10151000 7824 COMMUNICATION MAIN/SERV
CHECK 4444 TOTAL:
4445 05/13/2022 EFT
Invoice: 47255 RI
2054 VIGILANT SOLUTIONS LLC 47255 RI 04/26/2022 20220231 05132022
VIGILANT CAMERAS
36,619.54 10141000 8910 OTHER EQUIPMENT
CHECK 4445 TOTAL:
I
p 4
apcshdsb
NET
51.44 328.59
380.03
2,044.90
3,630.25
5,675.15
l, 113. 22
1,113.22
2,207.15
2,207.15
7,374.63
7,374.63
36,619.54
36,619.54
6-
1 4
05/12/2022 12:08
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O TY Of~rrlRAG~
!
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
4446 05/13/2022 EFT
Invoice: WR32242
227562 05/13/2022 PRTD
Invoice: 220489-01
227563 05/13/2022 PRTD
Invoice: 50970420
227564 05/13/2022 PRTD
Invoice: 47146
2101 WESTERN ELECTRICITY COORDINATING WR32242
1824 ACE PRINTING
1405 ALTEC INDUSTRIES INC
66.67 600 7400
220489-01
134.69 24281000 7839
50970420
1,128.06 10132000 7624
56 ALTURA CREDIT UNION
176.00 101
47146
2245
INV DATE
INVOICE DTL DESC
PO
~\\\\l
CHECK RUN
05/09/2022 05132022
RMEA RETIRED RENEWABLE ENERGY CERTIFICATES
PROFESSIONAL/TECHNICAL
CHECK 4446 TOTAL:
04/29/2022 05132022
(500) BOOKMARKS
REPRODUCTION & PRINTING
CHECK 227562 TOTAL:
04/18/2022 05132022
PM INSPEC SVC -TS02 VEHICLE 3/12/22
VEHICLE MAINTENANCE
CHECK 227563 TOTAL:
05/11/2022 05132022
CREDIT UNION PE 05/06/22
EMPLOYEE CREDIT UNION
CHECK 227564 TOTAL:
227565 05/13/2022 PRTD 1297 AUTOZONE, INC
Invoice: 62276501110
62276501110 04/29/2022 05132022
ELECTRONIC FLASHER -STAKEBED
17.23 10133000 7624 VEHICLE MAINTENANCE
CHECK 227565 TOTAL:
I
p 5
apcshdsb
NET
66.67 66.67
134 .69
134. 69
1,128.06
1,128 .06
176.00
176.00
17.23 17.23
227566 05/13/2022 PRTD
Invoice: 5/10/2022
1501 B & R CONSTRUCTION INC 5/10/2022 05/10/2022 20220198 05132022 4,400.00 227567 05/13/2022 PRTD
Invoice: H61073750
Invoice: H61118440
4,400 .00 24281000 8900
1691 BAKER & TAYLOR ENTERTAINMENT H61073750
15.94 24281000 7912
BAKER & TAYLOR ENTERTAINMENT H61118440
15 .94 24281000 7912
BAKER & TAYLOR ENTERTAINMENT H61136440
INSTALL PATHWAY RAMP -LIBRARY/OBSERVATORY
FURNITURE & EQUIPMENT
CHECK 227566 TOTAL: 4,400 .00
04/19/2022 05132022 15.94
DVDS
FOUNDATION -COLLECTION
04/20/2022 05132022 15.94
DVDS
FOUNDATION -COLLECTION
04/22/2022 05132022 27.10
6-
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05/12/2022 12:08
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!
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
Invoice: H61136440
27.10 24281000 7912
BAKER & TAYLOR ENTERTAINME NT H61158880
Invoice: H61158880
98.84 24281000 7912
BAKER & TAYLOR ENTERTAINMENT H61161740
Invoice: H61161740
19 .92 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036704071
Invoice: 2036704071
170.92 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703971
Invoice : 2036703971
81 .67 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703972
Invoice : 2036703972
14 .80 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703973
Invoice: 2036703973
106 .26 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703974
Invoice: 2036703974
18 .75 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703975
Invoice : 2036703975
17 .77 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703976
In v oice: 2036703976
1 4 0.81 2 4 281000 7912
BA KER & TAYLOR ENTERTAINMENT 2036703977 Invoice: 2036703977
17.77 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703978
Invoice : 2036703978
11.25 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703979
In v oice: 2036703979
133.85 2 4 281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703980
INV DATE
INVOICE DTL DESC
PO
DVDS
FOUNDATION -COLLECTION
04/25/2022
DVDS
FOUNDATION -COLLECTION
04/25/2022
DVDS
FOUNDATION -COLLECTION
04/25/2022
BOOKS
FOUNDATION -COLLECTION
04/25/2022
BOOKS
FOUNDATION -COLLECTION
04 /25/2022
BOOKS
FOUNDATION -COLLECTION
04/25 /2022
BOOKS
FOUNDATION -COLLECTION
04/25/2022
BOOKS
FOUNDATION -COLLECTION
04/25 /2022
BOOKS
FOUNDATION -COLLECTION
04/25/2022
BOOKS
FOUNDATION -COLLECTION
04 /25/2022
BOOKS
FOUNDATION -COLLECTION
04/25/2022
BOOKS
FOUNDATION -COLLECTION
04/25 /2022
BOOKS
FOUNDATION -COLLECTION
04/25/2022
..,.._\\\\l
I
p 6
apcshdsb
CHECK RUN NET
05132022 98.84
05132022 19 .92
05132022 170.92
05132022 81 .67
05132022 14. 80
05132022 106.26
05132022 18.75
05132022 17 .77
05132022 140 .81
05132022 17.77
05132022 11 . 25
05132022 133 .85
0513 2 022 814.39
6-
1 6
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05/12/2022 12:08
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City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
Invoice: 2036703980 814.39 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703981
Invoice: 2036703981 337.42 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703982
Invoice: 2036703982 542.91 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036703983
Invoice: 2036703983 20.03 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688480
Invoice : 2036688480
55.16 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688481
Invoice : 2036688481
102.45 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688482
Invoice: 2036688482 15.41 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688483
Invoice: 2036688483
10.31 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688484
Invoice: 2036688484
66.97 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688485
Invoice : 2036688485
11.25 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688486
Invoice: 2036688486
82.90 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688487
Invoice: 2036688487
29.07 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688488
Invoice: 2036688488 44.95 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688489
U\..\\\\l
I
p 7
apcshdsb
INV DATE PO CHECK RUN NET
INVOICE DTL DESC
BOOKS
FOUNDATION -COLLECTION
04/25/2022 05132022 337.42
BOOKS
FOUNDATION -COLLECTION
04/25/2022 05132022 542.91
BOOKS
FOUNDATION -COLLECTION
04/25/2022 05132022 20 .03
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 55.16
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 102.45
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 15.41
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 10.31
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 66.97
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 11. 25
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 82.90
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 29.07
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 44.95
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 16.59
6-
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05/12/2022 12:08
anac
OTY~~~
I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
Invoice: 2036688489 16.59 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688490
Invoice: 2036688490
10.98 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688491
Invoice: 2036688491
94.38 24281000 791 2
BAKER & TAYLOR ENTERTAINMENT 2036688492
Invoice: 2036688492 123.38 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688493
Invoice: 2036688493 113.25 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688495
Invoice: 2036688495 23.69 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036688496
Invoice: 2036688496 34.35 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712480
Invoice: 2036712480
197.13 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712481
Invoice: 2036712481
16.58 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712482
Invoice: 2036712482
16.15 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712483
Invoice: 2036712483
29.53 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712484
Invoice: 2036712484
23.71 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712485
Invoice: 2036712485 7.08 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712486
~\\\\\
I
p 8
apcshdsb
INV DATE PO CHECK RUN NET
INVOICE DTL DESC
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 10.98
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 94 .38
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 123.38
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 113.25
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 23.69
BOOKS
FOUNDATION -COLLECTION
04/19/2022 05132022 34.35
BOOKS
FOUNDATION -COLLECTION
04/27/2022 05132022 197 .13
BOOKS
FOUNDATION -COLLECTION
04/27/2022 05132022 16.58
BOOKS
FOUNDATION -COLLECTION
04/27/2022 05132022 16.15
BOOKS
FOUNDATION -COLLECTION
04/27/2022 05132022 29.53
BOOKS
FOUNDATION -COLLECTION
04/27/2022 05132022 23. 71
BOOKS
FOUNDATION -COLLECTION
04/27/2022 05132022 7.08
BOOKS
FOUNDATION -COLLECTION
04/27/2022 05132022 11 .84
6-
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~'m"
05/12/2022 12:08
anac
OTVOf~~G~
'
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
Invoice: 2036712486
Invoice: 2036712487
Invoice: 2036712488
Invoice : 2036712489
Invoice: 2036712490
Invoice: 2036712491
Invoice: H61222910
227568 05/13/2022 PRTD
Invoice: 94679
227569 05/13/2022 PRTD
Invoice: 23355
Invoice: 23387
Invoice: 23385
Invoice: 23429
11.84 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712487
157.11 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712488
73 .70 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712489
28 .00 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712490
55 .00 24281000 7912
BAKER & TAYLOR ENTERTAINMENT 2036712491
10.96 24281000 7912
BAKER & TAYLOR ENTERTAINMENT H61222910
22.30 24281000 7912
4 BEST SIGNS INCORPORATED 94679
1,005 .10 10172000 7494
292 PATRICK S ROSS 23355
95 .00 10133310 7612
PATRICK S ROSS 23387
575 .00 10133310 7612
PATRICK S ROSS 23385
375.00 21500690 7612
PATRICK S ROSS 23429
95 .00 21500500 7612
INV DATE
INVOICE DTL DESC
BOOKS
PO
FOUNDATION -COLLECTION
04/27/2022
BOOKS
FOUNDATION -COLLECTION
04/27 /2022
BOOKS
FOUNDATION -COLLECTION
04/27/2022
BOOKS
FOUNDATION -COLLECTION
04/27/2022
BOOKS
FOUNDATION -COLLECTION
04/27/2022
BOOKS
FOUNDATION -COLLECTION
04/29/2022
DVDS
FOUNDATION -COLLECTION
~\\\\\
CHECK RUN
05132022
05132022
05132022
05132022
05132022
05132022
CHECK 227567 TOTAL :
11/05/2021 05132022
COROPLAST SIGNS -AMPHITHEATER
AMPHITHEATER PROGRAMMING
CHECK 227568 TOTAL :
05/04/2022 05132022
RPR EXIT GATE -CITY YARD 3/14/22
MAINTENANCE
05/06/2022 05132022
1ST QTR GATE MAINT -CITY YARD 3/22
MAINTENANCE
05/06/2022 05132022
1ST QTR GATE MAINT -FS #69 3/22
MAINTENANCE
05/10/2022 05132022
INSPECT SPIKE BOXES -FS #50 3/22/22
MAINTENANCE
I
p 9
apcshdsb
NET
157 .11
73.70 28 .00
55.00 10 .96
22 .30
4,090 .52
1,005.10
1,005.10
95 .00
575.00
375.00
95 .00
6-
1 9
OTVOF~~~
·.I.
05/12/2022 12:08
anac !
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE INV DATE
INVOICE DTL DESC
CHECK
~\\\\
PO CHECK RUN
227569 TOTAL:
I
P 10
apcshdsb
NET
1,140.00
227570 05/13/2022 PRTD
Invoice: 6030056
1561 BMW MOTORCYCLES OF RIVERSIDE 6030056 04/21/2022 05132022 271.54 227571 05/13/2022 PRTD
Invoice: 9955
271.54 10141000 7624
2692 BRIDGEPAY NETWORK SOLUTIONS 9955
14.50 10155000 7400
RPLC AUX BATTERY -SHERIFF MOTORCYCLE 4/21/22
VEHICLE MAINTENANCE
CHECK 227570 TOTAL:
05/05/2022 05132022
MERCHANT FEES 4/22
PROFESSIONAL/TECHNICAL
CHECK 227571 TOTAL:
227572 05/13/2022 PRTD 246 BURRTEC WASTE & RECYCLING SERVICE 44-BS 504328 05/202205/04/2022 05132022 Invoice: 44-BS 504328 05/2022 STORAGE BOX RENTAL 5/2022 202.46 24281000 7645 STORAGE AREA RENTAL
BURRTEC WASTE & RECYCLING SERVICE 44-RT 463673 043022 04/30/2022 05132022 Invoice: 44-RT 463673 043022 SHRED EVENT 4/9/2022
227573 05/13/2022 PRTD
Invoice: 93184
227574 05/13/2022 PRTD
Invoice: 46945
Invoice: 46946
227575 05/13/2022 PRTD
Invoice: 5106257590
134.51 251 7563 SOLID WASTE & RECYCLING
1657 CARDIFF TRANSPORTATION 93184
8700
359 NOEL CHICAS
NOEL CHICAS
1,379.70 244
46945
58.71 10133000 8020
46946
146.80 10133000 8020
275 CINTAS DOCUMENT MANAGEMENT 5106257590
423.05 24281000 8000
CINTAS DOCUMENT MANAGEMENT 9175178506
CHECK 227572 TOTAL:
05/06/2022 05132022
TRANSPORTATION SERVICE -
A
SCHIFF 5/6/2022
MISC EXPENDITURE
CHECK 227573 TOTAL:
04/27/2022 05132022
REIMBURSEMENT -WORK PANTS
UNIFORMS
04/27/2022 05132022
REIMBURSEMENT -WORK BOOTS
UNIFORMS
CHECK
04/29/2022
FIRST AID SUPPLIES
SUPPLIES
05/01/2022
227574 TOTAL:
05132022
05132022
271. 54
14.50 14.50
202.46
134.51
336.97
1,379.70
1,379.70
58. 71
146.80
205.51
423.05
426.69
6-
2 0
05/12/2022 12:08
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'
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
~\~\\
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE INV DATE
INVOICE DTL DESC
PO CHECK RUN
Invoice: 9175178506
Invoice: 5107767300
227576 05/13/2022 PRTD
Invoice: 758448042022
Invoice: 567722042022
Invoice: 848582042022
426 .69 24281000 8220
CINTAS DOCUMENT MANAGEMENT 5107767300
159 .73 10133300 8000
AED SERVICE AGREEMENT 5/22
LEASE PAYMENTS
05/10/2022 05132022
FIRST AID SUPPLIES -CITY HALL
SUPPLIES
CHECK 227575 TOTAL:
13 COACHELLA VALLEY WATER DISTRICT 758448042022 04/20/2022 05132022
40.65 24281000 7606
SERVICE PE 4/20/2022
WATER
COACHELLA VALLEY WATER DISTRICT 567722042022 04/20/2022 SERVICE PE 4/20/2022
484.07 24281000 7606 WATER
COACHELLA VALLEY WATER DISTRICT 848582042022 04/29/2022 SERVICE PE 4/20/2022
216.59 24281000 7606 WATER
CHECK
05132022
05132022
227576 TOTAL :
I
p 11
apcshdsb
NET
159.73
1,009.47
40 .65
484.07
216.59
741.31
227577 05/13/2022 PRTD
Invoice: INV008549
1318 MANGO LANGUAGES INV008549
2,423.40 24281000 7818
05/25/2021 05132022 2,423.40
227578 05/13/2022 PRTD
Invoice: 576095
Invoice: 578822
227579 05/13/2022 PRTD Invoice: 50053
132 DEPARTMENT OF JUSTICE 576095
70.00 10141000 7400
DEPARTMENT OF JUSTICE 578822
1491 DESERT ARC
128.00 10154000 7860
50053
735.00 10133320 7612
MANGO CONVERSATIONS SOFTWARE RENEWAL FY 21/22
DUES & SUBSCRIPTIONS
CHECK 227577 TOTAL :
04/06/2022 05132022
DUI TESTING PE 1/2/22
PROFESSIONAL/TECHNICAL
05/04/2022 05132022
FINGERPRINTS -RECRUITMENT PE 4/30/22
RECRUITMENT
CHECK 227578 TOTAL:
05/10/2022 05132022
LANDSCAPE MAINTENANCE -POST OFFICE 5/22
MAINTENANCE
CHECK 227579 TOTAL:
2,423.40
70.00 128.00
198.00
735.00
735.00
6-
2 1
05/12/2022 12:08
anac
~ ~
!
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
227580 05/13/2022 PRTD
Invoice: 536869
227581 05/13/2022 PRTD
Invoice: 910019541
Invoice: 910019549
Invoice: 910019724
Invoice: 910019722
Invoice: 910019919
227582 05/13/2022 PRTD Invoice: 77866
227583 05/13/2022 PRTD
Invoice: 668084981
Invoice: 684091093
2803 OBK CORPORATION
403 EMCOR SERVICE
EMCOR SERVICE
EMCOR SERVICE
EMCOR SERVICE
EMCOR SERVICE
536869
111.94 10151000 7806
910019541
1,062.65 10133300 7612
910019549
809.41 10133300 7612
910019724
1,709.13 10133300 7612
910019722
716.94 10133300 7612
910019919
1,870.82 10133300 7612
345.00 10133310 7612
106 .67 21500500 7612
154.00 21500690 7612
90.00 21892000 7612
1,435.67 24281000 7612
79.50 24282000 7613
73 ESGIL CORPORATION 77866
20,616 .48 10122000 7430
2564 HOME DEPOT USA, INC
HOME DEPOT USA, INC
668084981
32.50 10132000 7618
2,461.89 357
684091093
9540
INV DATE
INVOICE DTL DESC
PO
~~l
CHECK RUN
05/05/2022 05132022
RFSH -CC MTG 5/5/22
MEETINGS/TRAINING/TRAVEL
CHECK 227580 TOTAL:
I
P 12
apcshdsb
NET
111. 94
111. 94
04/28/2022 20220085 05132022 1,062.65
EXTRA WRK-RPR FAN COIL 3/28/22 (CITY HALL)
MAINTENANCE
04/28/2022 20220085 05132022 809.41
EXTRA WRK -INSTL MOTOR/PULLY 3/29/22 (CITY HALL)
MAINTENANCE
05/03/2022 20220085 05132022
EXTRA WRK -RPR HVAC 4/28/22 (CITY HALL)
MAINTENANCE
05/03/2022 20220085 05132022
HVAC CONTROL ACTUATORS -CITY HALL
MAINTENANCE
05/05/2022 20220085 05132022
HVAC MAINTENANCE PE 5/31/22
MAINTENANCE
MAINTENANCE
MAINTENANCE
MAINTENANCE
MAINTENANCE
MAINTENANCE
OBSERVATORY MAINTENANCE
CHECK 227581 TOTAL:
04/27/2022 20220089 05132022
PLAN CHECK SERVICES PE 3/31/22
PLAN CHECK SERVICES
CHECK 22.7582 TOTAL:
02/10/2022 05132022
DISPENSING TOOLS/TOOL BOXES
TRAFFIC SIGNAL MAINT/ELEC
05/06/2022 05132022
HEAVY DUTY RUBBER MATS -FS #50
SEISMIC & BUILDING UPGRD ST#50
1,709.13
716. 94
4,081.66
8,379.79
20,616.48
20,616.48
32.50 2,461.89
6-
2 2
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OT V Of~ i'IRAG~
~ ~
05/12/2022 12:08
anac I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME
HOME DEPOT USA, INC
Invoice: 684335029
227584 05/13/2022 PRTD 146 THE HOME DEPOT
Invoice : 412863
THE HOME DEPOT
Invoice: 7512353
THE HOME DEPOT
Invoice : 1024650
THE HOME DEPOT
Invoice : 6016227
THE HOME DEPOT
Invoice: 4016431
THE HOME DEPOT
Invoice: 4413179
THE HOME DEPOT
Invoice : 3413209
THE HOME DEPOT
Invoice: 5054646
THE HOME DEPOT
Invoice: 50062
103.74 357
INVOICE
684335029
9540
412863
394 .56 21500690 8004
7512353
2.76 21891000 8004
1024650
12.89 10133310 8004
6016227
55.37 21500500 8004
4016431
98.89 21500500 8004
4413179
266.72 21500690 8004
3413209
35 .54 21500690 8004
5054646
30.14 10132000 7618
50062
59.21 24281000 8004
INV DATE
INVOICE DTL DESC
PO
~\~\l
CHECK RUN
05/09/2022 05132022
WALL BASE ADHSIVE/BLACK TAPE -FS #50
SEISMIC & BUILDING UPGRD ST#50
CHECK 227583 TOTAL :
03/28/2022 05132022
FS69 SUPPLIES -CORY CLAUSON
REPAIR & MAINT SUPPLIES
03/31/2022 05132022
BIG BELLY TRASH CONTAINERS
REPAIR & MAINT SUPPLIES
04/06/2022 05132022
PAINT FOR YARD HYDRANTS
REPAIR & MAINT SUPPLIES
04/11/2022 05132022
FS50-LUMBER FOR SPIKES
REPAIR & MAINT SUPPLIES
04/13/2022 05132022
FS50 SUPPLIES -~.ATT GOTTA
REPAIR & MAINT SUPPLIES
04/13/2022 05132022
FS69 -SUPPLIES -JASON HAWLEY
REPAIR & MAINT SUPPLIES
04/14/2022 05132022
FS69 -SUPPLIES -JASON HAWLEY
REPAIR & MAIKT SUPPLIES
04/22/2022 05132022
PUSH BROOM
TRAFFIC SIGNAL MAINT/ELEC
04/27/2022 05132022
LIB GENERATOR REPAIR FROM VANDALISIM
REPAIR & MAINT SUPPLIES
CEECK 227584 TOTAL:
227585 05/13/2022 PRTD 30 IMPERIAL IRRIGATION DISTRICT 50478828042822 04/30/2022 05132022 Invoice: 50478828042822 SERVICE PE 4/28/22 (ACCT# 50478828)
34.06 10132000 7618 TRAFFIC SIGNAL MAINT/ELEC
IMPERIAL IRRIGATION DISTRICT 50765125042822 04/30/2022 05132022 Invoice: 50765125042822 SERVICE PE 4/28/22 (ACCT #50765125) I
P 13
apcshdsb
NET
103.74
2,598.13
394 .56
2.76 12.89
55.37 98.89
266.72
35.54 30 .14
59.21 956.08
34.06 15.43
6-
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05/12/2022 12:08
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QTY Of~ rrl<AG~
"'-'.\\\\\
!
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE INV DATE
INVOICE DTL DESC
PO CHECK RUN
Invoice: 50337817042822
Invoice: 50602360042822
Invoice: 50053535042822
Invoice: 50053552042822
Invoice: 50474721042822
Invoice: 50179009042822
Invoice: 50214431042822
Invoice: 50321316042822
Invoice : 50053574042822
Invoice: 50423112042822
Invoice: 50339422042822
Invoice: 50053542042822
Invoice: 50705330042822
15.43 201 7603 ELECTRICITY
IMPERIAL IRRIGATION DISTRICT 50337817042822 04/30/2022 05132022 SERVICE PE 4/28/2022 (ACCT# 50337817)
375.40 10133310 7603 ELECTRICITY
IMPERIAL IRRIGATION DISTRICT 50602360042822 04/30/2022 05132022 SERVICE PE 4/28/22 (ACCT #50602360)
68.58 10132000 7618 TRAFFIC SIGNAL MAINT/ELEC
IMPERIAL IRRIGATION DISTRICT 50053535042822 04/30/2022 05132022 SERVICE PE 4/28/22 (ACCT# 50053535)
117.72 10132000 7618 TRAFFIC SIGNAL MAINT/ELEC
IMPERIAL IRRIGATION DISTRICT 50053552042822 04/30/2022 05132022 SERVICE PE 4/28/22 (ACCT #50053552)
73.45 10132000 7618 TRAFFIC SIGNAL MAINT/ELEC
IMPERIAL IRRIGATION DISTRICT 50474721042822 04/30/2022 05132022 SERVICE PE 4/28/22 (ACCT #50474721)
77 .50 10132000 7618 TRAFFIC SIGNAL MAINT/ELEC
IMPERIAL IRRIGATION DISTRICT
24 .17 201
IMPERIAL IRRIGATION DISTRICT
29.52 201
50179009042822 04/30/2022 05132022
SERVICE PE 4/28/22 (ACCT #50179009)
7603 ELECTRICITY
50214431042822 04/30/2022 05132022
SERVICE PE 4/28/22 (ACCT #50214431)
7603 ELECTRICITY
IMPERIAL IRRIGATION DISTRICT 50321316042822 04/30/2022 05132022 SERVICE PE 4/28/22 (ACCT #50321316)
87.22 10132000 7618 TRAFFIC SIGNAL MAINT/ELEC
IMPERIAL IRRIGATION DISTRICT 50053574042822 04/30/2022 05132022 SERVICE PE 3/2-4/28/22 (ACCT #50053574)
66 .51 10132000 7618 TRAFFIC SIGNAL MAINT/ELEC
IMPERIAL IRRIGATION DISTRICT 50423112042822 04/30/2022 05132022 SERVICE PE 4/28/22 (ACCT #50423112)
33.58 10132000 7618 TRAFFIC SIGNAL MAINT/ELEC
IMPERIAL IRRIGATION DISTRICT 50339422042822 04/30/2022 05132022 SERVICE PE 4/28/22 (ACCT# 50339422)
32.12 10132000 7618 TRAFFIC SIGNAL MAINT/ELEC
IMPERIAL IRRIGATION DISTRICT 50053542042822 04/30/2022 05132022 SERVICE PE 4/28/22 (ACCT #50053542)
43.14 10132000 7618 TRAFFIC SIGNAL MAINT/ELEC
IMPERIAL IRRIGATION DISTRICT 50705330042822 04/30/2022 05132022 SERVICE PE 4/28/22 (ACCT# 50705330)
I
P 14
apcshdsb
NET
375 .40
68.58 117 . 72
73.45 77 .50
24.17 29.52
87.22 66.51
33.58 32.12
43.14 39 .42
6-
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05/12/2022 12:08
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City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
39 .42 21891000 7603
INV DATE
INVOICE DTL DESC
ELECTRICITY
PO
"""-\~\ l
CHECK RUN
I
P 15
apcshdsb
NET
IMPERIAL IRRIGATION DISTRICT 50339421042822 04/30/2022 05132022 54.65 Invoice: 50339421042822 SERVICE PE 4/28/22 (ACCT #50339421) 54 .65 10132000 7618 TRAFFIC SIGNAL MAINT/ELEC
227586 05/13/2022 PRTD
Invoice : 60149
Invoice : 60094
227587 05/13/2022 PRTD
Invoice: 516982900
227588 05/13/2022 PRTD
Invoice : 2019-04.28
227589 05/13/2022 PRTD
Invoice: 47150
227590 05/13/2022 PRTD
Invoice: 1499
Invoice: 1505
Invoice: 1510
2028 PJ CASTORENA, INC.
PJ CASTORENA, INC.
212.85 600
2,254 .96 600
60149
7842
60094
7842
1317 MISSION LINEN SUPPLY 516982900
25.50 24281000 8002
437 NAI CONSULTING INC 2019-04.28
1,148.50 10134000 9523
466 NATIONAL UNION FIRE INSURACE COMP 47150
16.65 101 2230
2037 OBSERVATORY SYSTEMS LLC 1499
700.00 24282000 7613
OBSERVATORY SYSTEMS LLC 1505
700.00 24282000 8700
OBSERVATORY SYSTEMS LLC 1510
700.00 24282000 8700
CHECK 227585 TOTAL: 1,172.47
05/11/2022 05132022 212.85
RMEA MAILING NOTICES 00Nl/00N2 4/27/22 & 5/4/22
ADVERTISING/PUBLISHING
05/06/2022 05132022
RMEA MAILING -2022 NEM SOLAR LETTER
ADVERTISING/PUBLISHING
CHECK 227586 TOTAL:
05/06/2022 20220012 05132022
BI-WEEKLY FLOOR MAT & TOWEL RENTAL SERVICE
EQUIPMENT RENTAL
CHECK 22 7 587 TOTAL :
05/09/2022 20220063 05132022
CP 14-313 : CALTRANS COMPLIANCE PE 4/29/22
RMN RD ST WID/FR RGT/SND
CHECK 227588 TOTAL:
05/11/2022 05132022
LIFE INSURANCE PE 05/06/22
LIFE INSURANCE-PEGIT
CHECK 227589 TOTAL:
08/12/2020 20210054 05132022
REMOTE SERVICES 7/20
OBSERVATORY MAINTENANCE
10/01/2020
SERVICE PE 9/2020
MISC EXPENDITURE
12/01/2020
SERVICE PE 11/2020
MISC EXPENDITURE
05132022
05132022
2,254.96
2,467.81
25.50 25.50
1,148.50
1,148.50
16 .65
16.65 700 .00
700.00
700.00
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05/12/2022 12:08 !City of Rancho Mirage
anac A/P CASH DISBURSEMENTS JOURNAL
Ip 16 apcshdsb
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE INV DATE PO CHECK RUN NET
INVOICE DTL DESC
OBSERVATORY SYSTEMS LLC 1513 01/01/2021 05132022 700.00 Invoice: 1513 SERVICE PE 12/2020
700.00 24282000 8700 MISC EXPENDITURE
OBSERVATORY SYSTEMS LLC 1523 04/01/2021 05132022 700.00 Invoice: 1523 SERVICE PE 3/2021
700.00 24282000 8700 MISC EXPENDITURE
OBSERVATORY SYSTEMS LLC 1567 4/2021 04/28/2022 05132022 700.00 Invoice: 1567 4/2021 SERVICE PE 4/2021
700.00 24282000 8700 MISC EXPENDITURE
OBSERVATORY SYSTEMS LLC 1567 5 /2021 04/28/2022 05132022 700.00 Invoice: 1567 5/2021 SERVICE PE 6/2021
700.00 24282000 8700 MISC EXPENDITURE
OBSERVATORY SYSTEMS LLC 1567 6/2021 04/28/2022 05132022 700.00 Invoice: 1567 6/2021 SERVICE PE 6/2021
700.00 24282000 8700 MISC EXPENDITURE
OBSERVATORY SYSTEMS LLC 1567 7/2021 04/28/2022 20220245 05132022 700.00 Invoice: 1567 7/2021 SERVICE PE 7/2021
700.00 24282000 7613 OBSERVATORY MAINTENANCE
OBSERVATORY SYSTEMS LLC 1567 8/2021 04/28/2022 20220245 05132022 700.00 Invoice: 1567 8/2021 SERVICE PE 8/2021
700.00 24282000 7613 OBSERVATORY MAINTENANCE
OBSERVATORY SYSTEMS LLC 1567 9/2021 04/28/2022 20220245 05132022 700.00 Invoice: 1567 9/2021 SERVICE PE 9/2021
700.00 24282000 7613 OBSERVATORY MAINTENANCE
OBSERVATORY SYSTEMS LLC 1567 10/2021 04/28/2022 20220245 05132022 700 .00 Invoice: 1567 10/2021 SERVICE PE 10/2021
700.00 24282000 7613 OBSERVATORY MAINTENANCE
OBSERVATORY SYSTEMS LLC 1567 11/2021 04/28/2022 20220245 05132022 700 .00 Invoice: 1567 11/2021 SERVICE PE 11/2021
700.00 24282000 7613 OBSERVATORY MAINTENANCE
OBSERVATORY SYSTEMS LLC 1567 12/2021 04/28/2022 20220245 05132022 700 .00 Invoice: 1567 12/2021 SERVICE PE 12/2021
700.00 24282000 7613 OBSERVATORY MAINTENANCE
OBSERVATORY SYSTEMS LLC 1567 1/2022 04/28/2022 20220245 05132022 700.00 Invoice: 1567 1/2022 SERVICE PE 1/2022
700.00 24282000 7613 OBSERVATORY MAINTENANCE
OBSERVATORY SYSTEMS LLC 1567 2/2022 04/28/2022 20220245 05132022 700.00 Invoice: 1567 2/2022 SERVICE PE 2/2022
700.00 24282000 7613 OBSERVATORY MAINTENANCE
6-
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05/12/2022 12:08
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I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
~\\\\1
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE INV DATE
INVOICE DTL DESC
PO CHECK RUN
CHECK 227590 TOTAL:
227591 05/13/2022 PRTD 2852 ODP BUSINESS SOLUTIONS, LLC Invoice: 241258425001
241258425001 05/03/2022
WALL FILE HOLDER
SUPPLIES
05132022
57.96 10151000 8000
ODP BUSINESS SOLUTIONS, LLC 241258649001 05/03/2022 05132022 Invoice: 241258649001 COFFE SUPPLIES
17.34 10151000 8000 SUPPLIES
ODP BUSINESS SOLUTIONS, LLC 242369872001 04/28/2022 05132022 Invoice: 242369872001 DATE STAMP/STAMP
62 .47 24281000 8000 SUPPLIES
CHECK 227591 TOTAL:
227592 05/13/2022 PRTD 447 ON THE FLY SERVICES, INC 315723 04/13/2022 20220017 05132022 Invoice : 315723 PEST CONTROL -FS #69 4/22
32.00 21500690 7612 MAINTENANCE
ON THE FLY SERVICES, INC 315282 04/05/2022 20220017 05132022 Invoice: 315282 PEST CONTROL -CITY YARD 4/22
52.00 10133310 7612 MAINTENANCE
ON THE FLY SERVICES, INC 315671 04/12/2022 20220017 05132022 Invoice: 315671 PEST CONTROL SVC -AMPHITHEATER 4/22
60.00 21892000 7612 MAINTENANCE
ON THE FLY SERVICES, INC 315668 04/12/2022 20220017 05132022 Invoice: 315668 PEST CONTROL -CITY HALL 4/22
40 .00 10133300 7612 MAINTENANCE
ON THE FLY SERVICES, INC 315669 04/12/2022 20220017 05132022 Invoice: 315669 PEST CONTROL -FS #50 4/22
32.00 21500500 7612 MAINTENANCE
ON THE FLY SERVICES, INC 315667 04/12/2022 20220017 05132022 Invoice: 315667 PEST CONTROL 4/2022
62.00 24281000 7612 MAINTENANCE
ON THE FLY SERVICES, INC 315670 04/12/2022 20220017 05132022 Invoice: 315670 PEST CONTROL 4/2022
47.00 24282000 7613 OBSERVATORY MAINTENANCE
CHECK 227592 TOTAL:
I
P 17
apcshdsb
NET
11,200.00
57. 96
17 .34
62.47 137.77
32.00 52 . 00
60.00 40.00
32.00 62.00
47.00 325 .00
6-
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~,\,\\ \
05/12/2022 12:08
anac I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL I
P 18
apcshdsb
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME
227593 05/13/2022 PRTD 99999 GRANT GINDER
Invoice: 46956
227594 05/13/2022 PRTD 99999 STANLEY EVANS
Invoice: 47131
227595 05/13/2022 PRTD 99999 THE FOXX COMPANY
In voice: 52171
227596 05/13/2022 PRTD 295 OVERDRIVE INC
Invoice : 01187CO22138946
OVERDRIVE INC
Invoice: 01187CO22138946-l
OVERDRIVE INC
Invoice : 01187CO22138958
OVERDRIVE INC
Invoice: 01187CO22059579
OVERDRIVE INC
Invoice : 01187CO22059579-l
OVERDRIVE INC
Invoice: 01187CO22048791
OVERDRIVE INC
Invoice: 01187CO22048791-l
OVERDRIVE INC
Invoice: 01187DA22088346
INVOICE INV DATE
INVOICE DTL DESC
PO CHECK RUN NET
46956
7887
05 /03/2022 05132022 1,952.66
1,952.66 244
RMWF WRITERS SERIES TRAVEL REIMBURSEMENT 4/25/2022
SPECIAL EVENTS
CHECK 227593 TOTAL:
47131
100.00 10157000 7420
05/09 /2022
ANIMAL ADOPT PROGRAM
ANIMAL SERVICES
05132022
1,000 .00 702
52171
2415
CHECK 227594 TOTAL:
05 /04/2022 05132022
REFUND DUST CONTROL DEPOSIT (El900347)
DUST CONTROL DEPOSIT
CHECK 227595 TOTAL:
01187CO22138946 04/29/2022 05132022
EBOOKS
1,1 73 .6 3 24281000 7912 FOUNDATION -COLLECTION
01187CO22138946-l 04/29/2022 05132022
AUDIOBOOKS
245.49 24281000 7912 FOUNDATION -COLLECTION
01187CO22138958 04/29/2022 05132022
EBOOKS
769.17 24281000 7912 FOUNDATION -COLLECTION
01187CO22059579 02/19/2022 05132022
EBOOKS
142.13 24281000 7912 FOUNDATION -COLLECTION
01187CO22059579-l 02/19/2022 05132022
AUDIOBOOKS
76 .49 24281000 7912 FOUNDATION -COLLECTION
01187CO22048791 02 /09/2022 05132022
EBOOKS
60 .00 24281000 7912 FOUNDATION -COLLECTION
01187CO22048791-l 02/09/2022 05132022
AUDIOBOOKS
19.00 24281000 7912 FOUNDATION -COLLECTION
01187DA22088346 03 /15/2022 05132022
EBOOKS
1,952 .66
100.00
100.00
1,000.00
1,000.00
1,173.63
245.49
769.17
142.13
76 .49
60.00 19 .00
43.99 6-
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05/12/2022 12:08
anac I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME
OVERDRIVE INC
Invoice: 01187CO22085125
OVERDRIVE INC
Invoice: 01187CO22085125-1
OVERDRIVE INC
Invoice: 01187DA22060807
INVOICE
43.99 24281000 7912
INV DATE
INVOICE DTL DESC
PO
FOUNDATION -COLLECTION
CHECK RUN
01187CO22085125 03/11/2022 05132022
EBOOKS
103.33 24281000 7912 FOUNDATION -COLLECTION
01187CO22085125-1 03/11/2022 05132022
AUDIOBOOKS
89.50 24281000 7912 FOUNDATION -COLLECTION
01187DA22060807 02/22/2022 05132022
EBOOKS
9.99 24281000 7912 FOUNDATION -COLLECTION
CHECK 227596 TOTAL:
227597 05/13/2022 PRTD
Invoice: 809760
45 PALM SPRINGS MOTORS INC 809760 05/06/2022 05132022
227598 05/13/2022 PRTD
Invoice: 27372738
227599 05/13/2022 PRTD
Invoice: 101921KW
Invoice : 120121GT
Invoice: 120121KW-1
Invoice: 120121KW-2
Invoice: 120821KW
2832 PEOPLEREADY INC
580 PETTY CASH-ANA LEON
PETTY CASH-ANA LEON
PETTY CASH-ANA LEON
PETTY CASH-ANA LEON
PETTY CASH-ANA LEON
PETTY CASH-ANA LEON
75.63 10132000 7618
27372738
2,424.96 10132000 7444
24.00 242
101921KW
4226
120121GT
46.29 24281000 7914
120121KW-1
10.75 24281000 7914
120121KW-2
21.00 24281000 7914
120821KW
20.93 24281000 7914
122021KW
SVC -TS02 TRAFFIC SIGNALS VEHICLE 5/6/22
TRAFFIC SIGNAL MAINT/ELEC
CHECK 227597 TOTAL:
05/10/2022 05132022 J. HIGAREDA/ A. PEREZ PE 5/6/22
TEMPORARY AGENCY SERVICES
CHECK 227598 TOTAL:
10/19/2021 05132022
REIMBURSEMENT FOR LOST & FOUND BOOK
LOST/DAMAGED ITEMS
12/01/2021 05132022
MATERIALS FOR CHILDREN'S CRAFT
FOUNDATION -READING CLUB
12/01/2021 05132022
MATERIALS FOR CHILDREN'S CRAFT
FOUNDATION -READING CLUB
12/01 /202 1 05132022
MATERIALS FOR CHILDREN'S CRAFT
FOUNDATION -READING CLUB
12/08/2021 05132022
MATERIALS FOR CHILDREN'S CRAFT
FOUNDATION -READING CLUB
12/20/2021 05132022
I
P 19
apcshdsb
NET
103.33
89.50 9.99
2,732.72
75 .63
75.63 2,424.96
2,424.96
24.00 46.29
10.75 21. 00
20.93 12.77
6-
2 9
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05/12/2022 12:08
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QTY Of~ I'll.AC~
!
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
~\\\\\
I
p 20
apcshdsb
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE INV DATE
INVOICE DTL DESC
PO CHECK RUN NET
Invoice: 122021KW
Invoice: 012122KW
Invoice: 021122KW
Invoice: 031122KW
Invoice: 031122KW-1
227600 05/13/2022 PRTD
Invoice: 151650
227601 05/13/2022 PRTD
Invoice: 1444
Invoice: 1408
PETTY CASH-ANA LEON
PETTY CASH-ANA LEON
PETTY CASH-ANA LEON
PETTY CASH-ANA LEON
5 POWERS AWARDS
12.77 24281000 7800
33.99 242
012122KW
4226
MILEAGE REIMBURSEMENT PE 12/16/2021
MILEAGE
01/21/2022 05132022
REIMBURSEMENT FOR LOST & FOUND BOOK
LOST /DAMAGED ITEMS
021122KW 02/11/2022 05132022
MATERIALS FOR CHILDREN'S CRAFT
10.95 24281000 7914 FOUNDATION -READING CLUB
031122KW 03/11/2022 05132022
MATERIALS FOR CHILDREN'S CRAFT
6.25 24281000 7914 FOUNDATION -READING CLUB
031122KW-1 03/11/2022 05132022
MATERIALS FOR CHILDREN'S CRAFT
36.42 24281000 7914 FOUNDATION -READING CLUB
151650
49.56 24281000 8000
CHECK 227599 TOTAL:
04/22/2022 05132022
NAME BADGE -MEDIANO/WAYBRIGHT/MURGUIA
SUPPLIES
CHECK 227600 TOTAL:
33.99 10.95
6.25 36.42
223.35
49. 56
49.56 2766 REDZONE SECUIRTY INC 1444 05/10/2022 05132022 405.00 405.00 10172000 7494
REDZONE SECUIRTY INC 1408
240.00 10172000 7494
SECURITY SERVICES -AMPHITHEATER EVENT 4/29-5/1/22
AMPHITHEATER PROGRAMMING
04/21/2022 05132022 240.00
SECURITY SERVICES -AMPHITHEATER EVENT 4/16-17/22
AMPHITHEATER PROGRAMMING
CHECK 227601 TOTAL: 645.00
227602 05/13/2022 PRTD 147 RIVERSIDE COUNTY SHERIFFS DEPT SH0000040932 04/26/2022 05132022 Invoice: SH0000040932 LAW ENFORCEMENT BP#9 2/10/22-3/9/22 760,424.11 22 7603 05/13/2022 PRTD
Invoice: 3
2814 RUBY HWONG
760,424.11 10141000 7404 SHERIFF SERVICES
3 523.00 244 7400
CHECK 227602 TOTAL:
05/09/2022 05132022
RMWF FESTIVAL CONCIEREGE PE 5/9/2022
PROFESSIONAL/TECHNICAL
760,424.11
523.00
6-
3 0
05/12/2022 12:08
anac
~ ~
I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE
227604 05/13/2022 PRTD 352 SOUTH COAST AIR QUALITY MGMT DIST 3987414 Invoice : 3987414
143.88 21500500 8700
SOUTH COAS T AIR QUALITY MGMT DIST 3987413
Invoice : 398 7 413
143.88 21500690 8700
SOUTH COAST AIR QUALITY MGMT DIST 3987412
Invoice : 3987412
143 .88 10133300 8700
SOUTH COAST AIR QUALITY MGMT DIST 3989343
Invoice: 3989343
143.88 10133310 8700
INV DATE
INVOICE DTL DESC
CHECK
04/19/2022
PO
-.-.\\\\
CHECK RUN
227603 TOTAL:
05132022
I
p 21
apcshdsb
NET
523 .00
143.88
F S #50 HOT SPOTS FEE FY 21/22 -FACILITY ID #106928
MISC EXPENDITURE
04/19/2022 05132022 143.88
FS #69 HOT SPOTS FEE FY 21/22-FACILITY ID #106927
MISC EXPENDITURE
04/19/2022 05132022 143.88
HOT SPO T FE E (CH) FY 21/22-FACILI TY ID #106922
MISC EXPENDITURE
04/19/2022 05132022 143.88
HOT SPOTS (CY) F EE FY 21/22-FACILITY ID #146479
MISC EXPEND I TURE
CHECK 227604 TOTAL : 575.52
227605 05/13/2022 PRTD 61 SOUTHERN CALIFORNIA EDISON COMPAN 966603042022 04/25/2022 05132022 3,109.79 Invoice: 966603042022 SERVICE PE 4/20/2022
227606 05/13/2022 PRTD
Invoice : 4922042022
Invoice: 1 708042022
Invoice : 5093042822
Invoice: 4604050122
Invoice: 5954050322
Invoice: 0086043022
3,109 .79 24281000 7603 ELECTRICITY
61 SOUTHERN CALIFORNIA EDISON COMPAN 4922042022
1,227.39 21892000 7603
SOUTHERN CALIFORNIA EDISON COMPAN 1708042022
9 .92 20 1 7603
SOUTHERN CALIFORNIA EDISON COMPAN 5093042822
1,299.84 21500500 7603
SOUTHERN CALIFORNIA EDISON COMPAN 4604050122
14.71 201 7603
SOUTHERN CALIFORNIA EDISON COMPAN 5954050322
11.97 201 7603
SOUTHERN CALIFORNIA EDISON COMPAN 0086043022
1,418.70 10132000 7603
CHECK 227605 TOTAL :
04/25/2022 05132022
SERVCE PE 4/20/22 (ACCT#700457284922)
ELECTRICITY
04/27/2022 05132022
SERVICE PE 4/20/22 (ACCT #700261401708)
ELECTRICITY
05/03/2022 05132022
SERV I CE PE 4/28/22 (ACCT# 700485325093)
ELECTRICITY
05/04/2022 05132022
SERV I CE PE 5/1/22 (ACCT#7 00484394604)
ELECTRICITY
05/06/2022 05132022
SERV I CE PE 5/3/22 (ACCOUNT #7 00013745954)
ELECTRICITY
05/04/2022 05132022
SERVICE PE 4/30/22 (ACCT# 700052520086)
ELECTRICITY
3,109.7 9
1,227.39
9.92 1,299 .84
14 . 71
11. 97
1,418 .70
6-
3 1
~mm
05/12/2022 12:08
anac
OTVOf~ ~
I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
~\\\\\
I
P 22
apcshdsb
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME INVOICE INV DATE
INVOICE DTL DESC
PO CHECK RUN NET
Invoice: 6812050222
Invoice: 9548050222
227607 05/13/2022 PRTD
Invoice: 80665050422
SOUTHERN CALIFORNIA EDISON COMPAN 6812050222
163.50 21895000 7603
173.04 21892000 7603
-.33 21893000 7603
SOUTHERN CALIFORNIA EDISON COMPAN 9548050222
285.90 201 7603
62 SOUTHERN CALIFORNIA GAS COMPANY 80665050422
51 .74 10133310 7600
05/05/2022 05132022
SERVICE PE 3/31/22 (ACCT# 700349196812)
ELECTRICITY
ELECTRICITY
ELECTRICITY
05/05/2022 05132022
SERVICE PE 5/2/22 (ACCT #700183359548)
ELECTRICITY
CHECK 227606 TOTAL:
05/06/2022 05132022
SERVICE PE 5/4/22 (ACCT #170-464-8066-5)
NATURAL GAS
CHECK 227607 TOTAL:
336.21
285.90
4,604.64
51.74 51.74
227608 05/13/2022 PRTD 235 SPECTRUM BUSINESS 0324444042522 04/25/2022 05132022 920.23 Invoice: 0324444042522
Invoice: 0324436042622
Invoice: 0034522050122
Invoice: 0058273043022
227609 05/13/2022 PRTD
Invoice: 47148
227610 05/13/2022 PRTD
Invoice: INV05927
SERVICE 5/24/22 (ACCT #8448-41-077-0324444)
920.23 21800000 7824 COMMUNICATION MAIN/SERV
SPECTRUM BUSINESS 0324436042622 04/26/2022 05132022 1,127.73 SERVICE PE 5/25/22 (ACCT #8448-41-077-0324436)
1,127.73 24281000 7826 INTERNET ACCESS & SERVICE
SPECTRUM BUSINESS 0034522050122 05/01/2022 05132022 208.43 SERVICE PE 5/31/22 (ACCT #8448-41-077-0034522)
208.43 10151000 7824 COMMUNICATION MAIN/SERV
SPECTRUM BUSINESS 0058273043022 04/30/2022 05132022 198.55 SVC PE 5/29/22 FS #50 (ACCT #8448-41-077-0058273)
198.55 21500500 7826 INTERNET ACCESS & SERVICE
CHECK 227608 TOTAL: 2 ,4 54.94
233 STATE DISBURSEMENT UNIT 47148
2260
05/11/2022 05132022 126. 92
126.92 101
532 SUNLINE TRANSIT AGENCY INV05927
3,655.16 10133000 7612
CHILD SUPPORT PE 05/06/22
CHILD SUPPORT
CHECK 227609 TOTAL:
04/26/2022 20220002 05132022
BUS SHELTER MAINTENANCE 4/22
MAINTENANCE
126.92
3 ,655.16
6-
3 2
-~~
05/12/2022 12:08
anac
OT V Qf~~G~
I
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME
227611 05/13/2022 PRTD
Invoice: L24440
1388 TERRYBERRY COMPANY
INVOICE
L24440
205.80 10151000 7869
INV DATE
INVOICE DTL DESC
CHECK
PO
05/05/2022
EMPLOYEE SERVICE AWARDS
EMPLOYEE EVENTS
CHECK
~\\\\~
CHECK RUN
227610 TOTAL:
05132022
227611 TOTAL:
I
p 23
apcshdsb
NET
3,655 .16
205.80
205 .80
227612 05/13/2022 PRTD 1990 TOYOTA OF THE DESERT TOCS802832 05/04/2022 05132022 441.25 Invoice: TOCS802832 SVC/TIRE -IN03 PW INSPECTOR VEHICLE 5/4/22 227613 05/13/2022 PRTD Invoice: 045-354676
Invoice: 045-354677
Invoice: 045-357879
227614 05/13/2022 PRTD
Invoice: 148674409
Invoice: 148773524
227615 05/13/2022 PRTD Invoice: 47147
441 .25 10131000 7624 VEHICLE MAINTENANCE
1509 TYLER TECHNOLOGIES INC 045-354676
14,227.50 10134000 9527
TYLER TECHNOLOGIES INC 045-354677
1,287.50 10134000 9527
TYLER TECHNOLOGIES INC 045-357879
57,039.09 10134000 9527
509 ULINE , INC
417.18 357
ULINE, INC
417.18 357
68 UNITED WAY OF THE DESERT
18.85 101
148674409
9540
148773524
9540
47147
2250
CHECK 227612 TOTAL:
10/01/2021 20220099 05132022
SOFTWARE MAINT ll/30/21-11/29/22
INFMTION SRV SOFTWRE RPLC
10/01/2021 20220099 05132022
APPLICATION SERVICES 11/1/21-10/31/22
INFMTION SRV SOFTWRE RPLC
441.25
14,227.50
1,287.50
11/01/2021 20220099 05132022 57,039.09
ENERGOV SUPPORT/UPDATE LICENSING 12/22/21-12/21/22
INFMTION SRV SOFTWRE RPLC
CHECK 227613 TOTAL:
05/09/2022 05132022
SHELVING -EMS SUPPLIES FS #50
SEISMIC & BUILDING UPGRD ST#50
05/10/2022 05132022
SHELVING -FS #50
SEISMIC & BUILDING UPGRD ST#50
CHECK
05/11/2022
UNITED WAY PE 05/06/22
DONATIONS -UNITED WAY
CHECK
227614 TOTAL:
05132022
227615 TOTAL:
72,554.09
417 .18
417 .18
834.36
18.85 18.85
6-
3 3
OTV~~l'l<AG~
05/12/2022 12:08
anac !
City of Rancho Mirage
A/P CASH DISBURSEMENTS JOURNAL
CASH ACCOUNT: 999 1005 CHECKING
CHECK NO CHK DATE TYPE VENDOR NAME
227616 05/13/2022 PRTD
Invoice: 174270-2
174 VALLEY LOCK & SAFE
INVOICE
174270-2
40 .00 21892000 7612
INV DATE
INVOICE DTL DESC
PO
~\\\\,
CHECK RUN
04/08/2022 05132022
BALANCE -RPLC EXIT DEVICE AMPHITHEATER
MAINTENANCE
CHECK 227616 TOTAL:
I
p 24
apcshdsb
NET
40.00 40.00
227617 05/13/2022 PRTD 1622 VANCE CORPORATION
Invoice: 2022-02.01
2022-02.01 05/06/2022 20220207 05132022 89,300.00
227618 05/13/2022 PRTD
Invoice: 05-1586653
CP 21 -372: CRACK SEALING PROJECT PE 4/30/22
94,000.00 236
-4,700.00 101
9525 RUBBZD CRCK SEALNG STRTS
2050 RETENTION PAYABLE
CHECK 227617 TOTAL:
308 VORTEX INDUSTRIES, INC . 05-1586653 05132022
2,193.40 24281000 7612
05/09/2022
REPAIR AUTOMATIC DOORS
MAINTENANCE
NUMBER OF CHECKS 78
TOTAL PRINTED CHECKS
TOTAL EFT'S
COUNT
57 21
CHECK 227618 TOTAL:
*** CASH ACCOUNT TOTAL***
AMOUNT
1,018,880.57
130,638.61
*** GRAND TOTAL***
89,300.00
2,193.40
2,193.40
1,149,519.18
1,149,519.18
7-1
TO:
FROM:
CITY m ~ MIRAG~
~ ~
STAFF REPORT
Mayor and City Council
Kristie Ramos, City Clerk
SUBJECT: Annual Appointments to City Boards/Commissions
SPECIFIC REQUEST OR RECOMMENDATION
FOLLOWING READING OF NOMINATIONS
DATE: May 19, 2022
That the City Council ratify the nominations of members to serve on the City's various Boards/Commissions for the one -year term beginning June 1, 2022, and waive any applicable term limits.
JUSTIFICATION OR INFORMATION
Beginning in mid-March 2022, the City Clerk's office began the annual recruitment of volunteers to serve on the City's various boards and commissions for the one-year term beginning June 1, 2022. A notice inviting applications was published twice in The Desert Sun newspaper and included in several City eBlasts. The notice was also posted in multiple locations including Rancho Mirage City Hall, the Rancho Mirage Library and Observatory, and on the City of Rancho Mirage website .
Copies of all applications received were provided to the City Council for consideration. Council Members submitted their nominations for appointment to the City Clerk. Nominations must be ratified by a majority vote of the City Council to become official appointments.
All applications received are on file in the City Clerk's Office.
AGENDA ITEM#
8-1
CITY OF~ MIRAG~
~ ~
STAFF REPORT
TO: Mayor and City Council
FROM: Jessica L. Pulliam, Sr. Management Analyst
Isaiah Hagerman, City Manager
DATE: May 19, 2022
SUBJECT: Resolution Declaring Continued Support for a Comprehensive Analysis of All Water Import Alternatives for the Long-Term Solution for the Restoration of the Salton Sea and a Request that Potential Carbon Emissions be Considered in the Feasibility Analysis
SPECIFIC REQUEST OR RECOMMENDATION
That the City Council adopt Resolution No. 2022-(Next-in-Order), Declaring the Continued Support for the Comprehensive Analysis of All Water Import Alternatives and a Request that the Independent Review Panel Have Potential Carbon Emissions Considered During the Comprehensive Feasibility Analysis as Part of the Long-Term Solution for the Restoration of the Salton Sea.
JUSTIFICATION OR INFORMATION
BACKGROUND:
The Salton Sea is California's largest lake located in the County of Imperial and the County Riverside. The inflow of water to the Sea has decreased and is at substantial risk of irreversible damage that threatens wildlife and public health. The State of California ("State") has developed a 10-year Salton Sea Management Plan ("SSMP") through departments within the California Natural Resources and Environmental Protection Agencies. The State is obligated to pay for certain costs related to habitat, air and water quality issues at the Salton Sea.
The California State Water Resources Control Board has an oversight role in monitoring and ensuring progress towards the goals of the SSMP and has set a deadline of December 31, 2022, for the completion of a long -term plan regarding the Salton Sea. In December of 2017, the State released a Request for Information, in which eleven proposals were received which included a water importation component. Following the establishment of an Independent Review Panel (Panel), an updated RFI was issued on August 13, 2021, to allow respondents to provide updates to their responses and to solicit additional responses. In total, 18 responses were received, including updates to the original 11 responses and seven new responses.
AGENDA ITEM#
8-2
DATE: May 19, 2022 Page 2 of 3
JUSTIFICATION OR INFORMATION CONTINUED:
In April of 2022 these responses were reviewed by the Panel with the assistance of a research and analysis support team. This support team includes Professors, Staff and Graduate Researchers from UC Santa Cruz, Kennedy Jenks Consulting Engineers and Scientists as well as other specialty contractors. Of the 18 responses, five were deemed to not conform to the RFI and will not be considered further. The 13 responses that conformed to the requirements of the RFI will be considered in the feasibility analysis. The feasibility analysis will consist of a fatal flaw analysis followed by a detailed analysis of technical and economic feasibility of responses that satisfy the set fatal flaw analysis criteria. The Feasibility Report is expected to be released this summer followed by the Summary Report in late summer of 2022.
A recent report by Jenny R. Ross, of the Stout Research Center, entitled, "POTENTIAL MAJOR GREENHOUSE GAS EMISSIONS FROM PROPOSED SAL TON SEA LONG-RANGE PLANS," warns that many of the currently proposed long-range plans will cause large emissions of greenhouse gases in the form of carbon dioxide and methane. This has caused alarm and prompts a desire that all proposals have greenhouse gas emissions considered during the feasibility study.
INFORMATION:
It is the desire of the City of Rancho Mirage to work in a collaborative manner and to take coordinated and cooperative action with other agencies to further stabilize the Salton Sea on such restoration efforts which would protect and improve public health, air quality, and wildlife habitat. As such, on July 18, 2019, the City of Rancho Mirage adopted Resolution 2019-42 declaring support for a comprehensive analysis and review of all water import alternatives as a long-term solution for the restoration of the Salton Sea. On November 5, 2020, the City of Rancho Mirage adopted Resolution 2020-39 declaring continued support for a comprehensive analysis of all water import alternatives as part of the long-term solution for the restoration of the Salton Sea.
The attached Resolution declares continued support for the comprehensive analysis of all water import alternatives and requests that potential carbon emissions be considered during analysis as part of the long-term solution for the restoration of the Salton Sea. This continued support encourages the State to continue to aggressively pursue the analysis of water import alternatives and prompts the consideration of greenhouse gas emissions as part of feasibility studies while maintaining the current December 31, 2022, completion deadline set by the California State Water Resources Control Board for the long-term plan regarding the Salton Sea.
FISCAL IMPACT
There is no fiscal impact as a result of approving this Resolution.
AGENDA ITEM#
8-3
DATE: May 19, 2022 Page 3 of 3
JUSTIFICATION OR INFORMATION CONTINUED:
RECOMMENDATION
That the City Council adopt Resolution No. 2022-(Next-in-Order), Declaring the Continued Support for the Comprehensive Analysis of All Water Import Alternatives and a Request that the Independent Review Panel Have Potential Carbon Emissions Considered During the Comprehensive Feasibility Analysis as Part of the Long-Term Solution for the Restoration of the Salton Sea.
ATTACHMENT{S):
1. Resolution Declaring the Continued Support for the Comprehensive Analysis of All Water Import Alternatives and a Request that the Independent Review Panel Have Potential Carbon Emissions Considered During the Comprehensive Feasibility Analysis as Part of the Long-Term Solution for the Salton Sea
AGENDA ITEM#
8-4
ATTACHMENT 1
RESOLUTION
(SEE ATTACHED)
8-5
RESOLUTION NO. 2022-__
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO MIRAGE,
CALIFORNIA, DECLARING CONTINUED SUPPORT FOR A COMPREHENSIVE
ANALYSIS OF ALL WATER IMPORT ALTERNATIVES AND A REQUEST THAT THE
INDEPENDENT REVIEW PANEL HAVE POTENTIAL CARBON EMISSIONS
CONSIDERED DURING THE COMPREHENSIVE FEASIBILITY ANALYSIS AS PART
OF THE LONG-TERM SOLUTION FOR THE RESTORATION OF THE SALTON SEA WHEREAS, the City of Rancho Mirage ("City") is a charter city and recognized for certain purposes as a political subdivision of the State of California; and WHEREAS, the State of California ("State") has developed the Salton Sea Management Plan ("SSMP") through departments within the California Natural Resources and Environmental Protection Agencies and is obligated to pay for certain costs related to habitat, air and water quality issues at the Salton Sea; and WHEREAS, the California State Water Resources Control Board has an oversight role in monitoring and ensuring progress towards the goals of the SSMP and has set a deadline of December 31, 2022, for the completion of a long-term plan regarding the Salton Sea; and
WHEREAS, in December of 2017, the State released a Request for Information, in which eleven proposals were received which included a water importation component.
Following the establishment of an Independent Review Panel (Panel), an updated RFI was issued on August 13, 2021 to allow respondents to provide updates to their responses and to solicit additional responses. In total, 18 responses were received, including updates to the original 11 responses and seven new responses; and WHEREAS, in April of 2022, these responses were reviewed by the Panel. The thirteen conforming responses will be considered in the Feasibility Analysis. The Feasibility Analysis will consist of a fatal flaw analysis followed by a detailed analysis of technical and economic feasibility of responses that satisfy the fatal flaw analysis criteria.
The Feasibility Report is expected to be released this summer, followed by the Summary Report in late summer of 2022; and
WHEREAS, on July 18, 2019, the City adopted Resolution 2019-42, declaring support for a comprehensive analysis and review of all water import alternatives as a long-term solution for the restoration of the Salton Sea; and WHEREAS, on November 5, 2020, the City adopted Resolution 2020-39, declaring continued support for a comprehensive analysis of all water import alternatives as part of the long-term solution for the restoration of the Salton Sea; and WHEREAS, a recent report by Jenny R. Ross, titled "Potential Major Greenhouse Gas Emissions from Proposed Salton Sea Long-Range Plans", warns that many of the currently proposed long-range plans will cause large emissions of greenhouse gases in the form of carbon dioxide and methane, prompting the desire all proposals have greenhouse gas emissions considered during the feasibility study.
8-6
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RANCHO MIRAGE DOES HEREBY RESOLVE, DECLARE, DETERMINE, AND ORDER AS FOLLOWS:
Section 1. Recitals.
That the Recitals set forth above are true and correct.
Section 2. Independent Review Panel Consider Potential Carbon Emissions.
That the Water Importation Independent Review Panel consider potential carbon emissions when conducting the comprehensive analysis that was requested previously by the City, and that such analysis must include emissions from a drying lakebed and proposed shallow water bodies as well as construction related emissions.
Section 3. Long-Range Planning Committee of SSMP to Assess Carbon Emissions.
That the Long-Range Planning Committee of the Salton Sea Management Program assess potential carbon emissions of all other long-range solutions under consideration to address the man-made problems of the Salton Sea.
Sea.
Section 4. Continued Support of Water Import Alternatives to Refill Salton Sea.
That the City continue its support of water import alternatives to refill the Salton Section 5. Severability.
That should any provision, section, paragraph, sentence or word of this Resolution be rendered or declared invalid by any final court action in a court of competent jurisdiction or by reason of any preemptive legislation, the remaining provisions, sections, paragraphs, sentences or words of this Resolution as hereby adopted shall remain in full force and effect.
Section 4. Repeal of Conflicting Provisions.
That all the provisions heretofore adopted by the City Council that are in conflict with the provisions of this Resolution are hereby repealed.
Section 5. Effective Date.
That this Resolution shall take effect upon its adoption.
Section 6. Certification.
That the City Clerk shall certify to the passage and adoption of this Resolution and enter it into the book of original resolutions.
8-7
PASSED, APPROVED AND ADOPTED on this 19th day of May, 2022.
CITY OF RANCHO MIRAGE
Charles Townsend, Mayor
ATTEST:
Kristie Ramos, City Clerk
APPROVED AS TO FORM:
Steven B. Quintanilla, City Attorney
9-1
STAFF REPORT
TO: Mayor and City Council DATE: May 19, 2022
FROM: Jessica L. Pulliam, Sr. Management Analyst
SUBJECT: FIND Food Bank Services for the Edible Food Recovery Program
SPECIFIC REQUEST OR RECOMMENDATION
That the City Council authorize the City Manager to enter into an agreement with FIND Food Bank for the purpose of meeting SB-1383 regulatory requirements and providing support to the Rancho Mirage Edible Food Recovery Program.
JUSTIFICATION OR INFORMATION
BACKGROUND:
Senate Bill No. 1383 was signed into law on September 19, 2016. It is the most significant waste reduction mandate to be adopted in the State of California in the last thirty years. SB 1383 required the reduction of organic waste disposal by 50% by January 2020 and by 75% by 2025.
Additionally, SB 1383 requires an increase of 20% in edible food recovery by 2025 and introduced regulatory requirements for both food generators and jurisdictions. SB 1383 places many requirements on jurisdictions including establishing an edible food recovery program to include documentation, contracts between edible food generators and recovery organizations, coordination, data collection, and reporting, among other items, with fines of up to $10,000 per day for non-compliance.
The City is required to ensure Tier 1 generators which includes grocery stores over 10,000 sq ft. in size, wholesale vendors, and food distributors donate edible food, have contracts in place with the non-profit(s) to receive recovered edible food and ensure they are keeping records for inspection. Starting this year, 2022, the city will have required annual reporting on Tier 1 generators to include information such as types of food and total pounds donated. Additionally, the city will be required to expand this program to Tier 2 generators which includes restaurants over 5,000 sq. ft. or 250 seats, hotels, education agencies and health facilities before January 2024.
There is considerable infrastructure, systems and staffing needed to meet compliance to include tracking and coordination systems (IT), edible food contract management, data collection of types and weights of food recovered, coordination and transportation of food and food safety training. There would be considerable expense and staffing needed if the city were to implement this program internally but, partnership with a food recovery organization could enhance the success and reduce the cost of this program.
AGENDA ITEM#
9-2
DATE: May 19, 2022 Page 2 of 2
JUSTIFICATION OR INFORMATION CONTINUED:
FIND Food Bank has submitted a proposal to the City of Rancho Mirage to help meet regulatory requirements and provide support to the Rancho Mirage Edible Food Recovery Program. FIND Food Bank is the Coachella Valley's Regional Food Bank and has been operating since 1983.
FIND has expertise, established systems, a network of volunteers and a history of providing food assistance directly as well as through distribution to other non -profit organizations. A partnership with FIND food bank will help the city and its edible food generators expediently meet the SB- 1383 requirements, reducing the risk of unnecessary fines. Staff is requesting an agreement be established with FIND Food Bank to help meet SB -1383 regulatory requirements and provide support to the Rancho Mirage Edible Food Recovery Program.
FISCAL IMPACT
As proposed, the cost of the program would increase each year as Tier 2 outreach begins and an increasing number of participating edible food generators begin to be serviced. The program would be funded out of Special Revenue Fund 251 (AB 939 Recycling Program). Program costs are as follows: FY 2022-$7,500; FY 2023-$35,500; FY 2024-$54,500 and FY-2025 and on would be $57,500.
RECOMMENDATION
That the City Council authorize the City Manager to enter into an agreement with FIND Food Bank for the purpose of meeting SB-1383 regulatory requirements and providing support to the Rancho Mirage Edible Food Recovery Program.
ATTACHMENT{S):
1. FIND Food Bank SB-1383 Jurisdiction Services
AGENDA ITEM#
9-3
ATTACHMENT 1
FIND FOOD BANK SB-1383 JURISDICTION SERVICES
(SEE ATTACHED)
9-4
. '
S81383 Jurisdiction Services
Coachella Valley Region
Overview: 581383's effect on food rescue and recovery operations introduced regulatory requirements for both food generators and jurisdictions. Failure to follow 581383's requirements has the potential to result in fees ranging between $50-$10,000 per day depending on the agency enforcing the regulations in the local jurisdictions (articles 14 and 15). Further, 581383 enters into law specificities on documentation, coordination, data collection, reporting requirements and other nuances related to food rescue that requires expertise in food handling, tracking, inventory, and systems capable of navigating correct ly through the law. A jurisdiction trying to meet the 581383 requirements using internal staff could be costly with the amount of staff training, IT food rescue tracking systems integration, 581383 contracts program management and food rescue establish- ment support. As part of 581383 recommendations, CalRecycle mentions jurisdictions and establishments partning with their local regional food banks to support their efforts to achieve 5B1383 requirements.
For the Coachella Valley region, FIND Food Bank is the Desert's Regional Food Bank since 1983 with the expertise, systems and ability to help jurisdictions and establishments meet the 581383 requirements, reducing their risk of unnecessary fines. Additionally, FIN D's services combines meeting the 581383 require - ments on behalf of the jurisdiction and establishments , with serving the most vulnerable populations who are in need of food assistance. A marriage is created between regulatory requirements and human services estab- lishing corporate social responsibility for businesses, and jurisdictions elevate their services to community by engaging more deeply in the food insecurity sector. Edible food being equitably distributed to people in need, instead of going to landfill becomes a win for all: Jurisdictions, Food Establishments, Regional Food Bank, and People in Need.
FIND $B1383 Services: To help jurisdictions meet their regulatory requirements and provide support to their local establishments meet their req uirements as well, FIND offers the following as contracted services with the jurisdictions:
• Food Rescue Contract management for each
Establishment
• Food Rescue Management including:
Food Rescue logistics
Food Rescue Donation receipts for possible tax
deductions
Food Rescue transportation
Food Rescue Food Recall System
Food Rescue Food Distribution Site training
• Establishment Training and Coordination
• Volunteer Training and Coordination
For more information about SB1383 services contact
Alleeah Aguilera: [email protected]
For more information about FIND Food Bank:
FINDfoodbank.org
•
•
•
•
•
•
•
•
Food Distribution Site Coordination
Food Rescue Volunteer Program Management
Volunteer Training
Volunteer Food Rescue Coordination
Food Rescue Mobile App Platform Management
Baseline Report of lbs rescued by establishment
Ongoing Quarterly reports of lbs rescued by
establishment to jurisdiction
Ongoing Quarterly reports of lbs rescued to
establishment
~
FIND
O ll e ■ e TH E DESERT'S REGIONA L FOO D BA NI<
a 501 (c)3 Non Profit Corporation
9-5
SB1383 Jurisdiction Services-Schedule of Fees
Coachella Valley Region
The following is a schedule of FIND 5B1383 services fees for jurisdictions. The fees are all inclusive of the services highlighted below.
• Food Recovery Contract management for each
Establishment
• Food Rescue Management including:
Food Rescue logistics
Food Rescue Donation receipts for possible tax
deductions
Food Rescue transportation
Food Rescue Food Recall System
Food Rescue Food Distribution Site training
• Establishment Training and Coordination
• Volunteer Train ing and Coordination
Tier 1: # of Grocery Stores in
jurisdiction
1-5
6-10
11-15
16+
Tier 2: # of Businesses in
jurisdiction
1 -5
5-15
15-30
31-40
41+
For more information about 5B1383 Services contact
Alleeah Aguilera: [email protected]
For more information about FIND Food Bank:
FINDfoodbank.org
• Food Distribution Site Coordination
• Food Rescue Volunteer Program Management
• Volunteer Training
• Volunteer Food Rescue Coordination
• Food Rescue Mobile App Platform Management
• Baseline Report of lbs rescued by establishment
• Ongoing Quarterly reports of lbs rescued by
establishment to jurisdiction
• Ongoing Quarterly reports of lbs re scued to
establishment
Annual Fee
$7,500
$15,000
$22,500
$30,000
Annual Fee
$5,000
$15,000
$30,000
$40,000
$50,000
~
FIND D
■e ■ • THE DES ERT 'S REGIONAL FOOD BAN I(
a SOl(c)3 Non Profit Corporation
10-1
CITY OF~ MIRAG~
~ ~
STAFF REPORT
TO: Mayor and City Council DATE: May 19, 2022
FROM: Justin Ruberg, Streets and Fleet Manager
SUBJECT: Fiscal Year 2022/2023 Levy of Assessments for the Landscaping and Lighting Maintenance District No. 87-01
SPECIFIC REQUEST OR RECOMMENDATION
That the City Council adopt:
A. Resolution No. 2022-(Next-in-Order), Initiating Proceedings for the Annual Levy of Assessments for the Rancho Mirage Consolidated Landscaping and Lighting Maintenance Assessment District No . 87-01, for Fiscal Year 2022/23; B. Resolution No. 2022-(Next-in-Order}, Declaring its Intention to Levy Annual Assessments for the Rancho Mirage Consolidated Landscaping and Lighting Maintenance Assessment District No. 87-01, for Fiscal Year 2022/23; and C. Resolution No. 2022-(Next-in-Order), for Preliminary Approval of the Engineer's Annual Levy Report for the Rancho Mirage Consolidated Landscaping and Lighting Maintenance Assessment District No. 87-01, for Fiscal Year 2022/23.
JUSTIFICATION OR INFORMATION
On an annual basis, the City levies and collects special assessments to maintain improvements within the Rancho Mirage Consolidated Citywide Landscaping and Lighting Maintenance District No. 87-01 . The District was formed in 1987, consolidated in 1995/1996, and levied annually pursuant to the Landscaping and Lighting Act of 1972, Part 2 of Division 15 of the Streets and Highway Code. The Act permits the establishment of assessment districts by public agencies for the purpose of providing certain public improvements, which include the construction, maintenance, and servicing of public lights, landscaping, and appurtenant facilities. The Act further requires that the cost of such improvements be levied according to benefit rather than assessed value.
The attached Preliminary Engineer's Annual Levy Report describes the Median Zone and Special Benefit Zones, any changes to them, and the proposed assessments for Fiscal Year 2022/2023. The proposed assessments are based on historical and estimated costs to maintain the improvements within the Median Zone and the five Special Benefit Zones. The District is AGENDA ITEM#
10-2
DATE: May 19, 2022 Page 2 of 3
FY 2022/2023 Levy of Assessments for LLMD No. 87-01
made up of all the raised landscaped median islands that line the majority of the City's major arterials. The five Special Benefit Zones are specifically identified landscaped parkways or common areas, which border residential subdivisions.
The various costs associated with the administration and maintenance of the landscaping improvements within the Median Zone and the five Special Benefit Zones are itemized and budgeted separately, including all expenditures, deficits, surpluses, revenues, and reserves.
Each parcel within a Special Benefit Zone is assessed proportionately for only those improvements provided in that Special Benefit Zone and for which the parcel receives benefit.
The increases or decreases in each assessment zone are attributable to estimated maintenance expenses.
District Budget Highlights
• Special Benefit Zone A: The proposed assessment is increasing from $276.44 to $300.18 per equivalent dwelling unit, an increase of 8.59%. The maximum allowable assessment for Zone A is $300.18. Zone A reserve fund balance is projected to be $6,780 on July 1, 2022.
• Special Benefit Zone B: The proposed assessment is remaining constant at the current rate of $421.00 per equivalent dwelling unit. The maximum allowable assessment for Zone B is $421.00. Zone B reserve fund balance is projected to be $9,422 on July 1, 2022.
• Special Benefit Zone C: The proposed assessment is increasing from $58.19 to $63.18 per equivalent dwelling unit, an increase of 8.58%. The maximum allowable assessment for Zone C is $230.60. Zone C reserve fund balance is projected to be $32,771 on July 1,2022
• Special Benefit Zone D: The proposed assessment is increasing from $258.12 to $280.30 per equivalent dwelling unit, an increase of 8.59%. The maximum allowable assessment for Zone D is $621.62. Zone D reserve fund balance is projected to be $37,411 on July 1, 2022.
• Special Benefit Zone F: The proposed assessment is increasing from $424.28 to $460.74 per equivalent dwelling unit, an increase of 8.59%. The maximum allowable assessment for Zone F is $3,340.22. Zone F reserve fund balance is projected to be $15,000 on July 1, 2022.
• City-Wide Median Zone: The assessment will continue to be unchanged at a rate of $26.42 per equivalent dwelling unit.
The benefit and apportionment of the maximum assessment rate for each Special Zone and Median Zone is discussed in more detail in the Method of Apportionment Section of the Engineer's Report on Page 7.
AGENDA ITEM#
10-3
DATE: May 19, 2022 Page 3 of 3
FY 2022/2023 Levy of Assessments for LLMD No. 87-01
JUSTIFICATION OR INFORMATION CONT.
Scheduled Public Hearing
Pursuant to the Act, the City Council annually conducts a public hearing, which is scheduled for June 2, 2022, to accept property owner and public comments and testimony, to review the Engineer's Report, and to approve the annual assessments to be levied on the County tax roll for the upcoming fiscal year. All assessments that are proposed within the Engineer's Report have been prepared in accordance with the Act and are in full compliance with the provisions of the California Constitution Article XIIID (Proposition 218).
It is recommended that the City Council adopt the attached resolutions as presented.
Attachment(s):
1. Resolution to Initiate Levy Proceedings
2 . Resolution Declaring the Intention to Levy Assessments
3. Resolution for Preliminary Approval of the Engineer's Report AGENDA ITEM#
10-4
ATTACHMENT 1
RESOLUTION TO INITIATE LEVY PROCEEDINGS
(SEE ATTACHED)
10-5
RESOLUTION NO. 2022-__
Fund No. 68-2695
Fund No. 68-2686
Fund No. 68-2687
Fund No. 68-2688
Fund No. 68-2696
Fund No. 68-2685
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO MIRAGE,
CALIFORNIA, INITIATING PROCEEDINGS FOR THE ANNUAL LEVY OF
ASSESSMENTS FOR THE RANCHO MIRAGE CONSOLIDATED LANDSCAPING AND LIGHTING MAINTENANCE ASSESSMENT DISTRICT NO. 87 -01, FOR FISCAL YEAR 2022/23
WHEREAS, the City of Rancho Mirage is a charter city and recognized for certain purposes as a political subdivision of the State of California; and WHEREAS, the City Council of the City of Rancho Mirage, California ("City Council") has, by previous Resolutions, formed the Rancho Mirage Consolidated Landscaping and Lighting Maintenance Assessment District No. 87-01 ("District") pursuant to the provisions of the Landscaping and Lighting Act of 1972, Part 2 of Division 15 of the Streets and Highways Code of California, beginning with Section 22500 ("Act"), that provides for levy and collection of assessments by the County of Riverside for the City of Rancho Mirage to pay for costs of maintenance, operation and services required for the landscaping and lighting improvements of the District and all appurtenant facilities, operations and expenses related thereto; and
WHEREAS, the City Council has retained Willdan Financial Services, for the purpose of assisting with the Annual Levy of the District , and to prepare and file a report with the City Clerk in accordance with the Act.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RANCHO MIRAGE DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS:
Section 1. Recitals.
That the above recitals are true and correct and are incorporated herein by this reference .
Section 2. Engineer's Annual Levy Report.
That the City Council hereby orders Willdan Financial Services to prepare the Engineer's Annual Levy Report concerning the levy of assessments for the District in accordance with Chapter 3, Section 22622 of the Act.
10-6
Section 3.
Fund No. 68-2695
Fund No. 68-2686
Fund No. 68-2687
Fund No. 68-2688
Fund No. 68-2696
Fund No. 68-2685
Proposed Improvements and Any Substantial Changes in
Existing Improvements.
That the improvements within the District include: landscaped medians, parkways and lighting. The Engineer's Annual Levy Report describes all new improvements or substantial changes in existing improvements.
Section 4. Severability.
That the City Council declares that, should any prov1s1on, section, paragraph, sentence or word of this Resolution be rendered or declared invalid by any final court action in a court of competent jurisdiction or by reason of any preemptive legislation, the remaining provisions, sections, paragraphs, sentences or words of this Resolution as hereby adopted shall remain in full force and effect.
Section 5. Repeal of Conflicting Provisions.
That all the provisions heretofore adopted by the City Council that are in conflict with the provisions of this Resolution are hereby repealed .
Section 6. Effective Date.
That this Resolution shall take effect upon its adoption.
Section 7. Certification.
That the City Clerk shall certify to the passage of this Resolution and enter it into the book of original resolutions.
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10-7
Fund No. 68-2695
Fund No. 68-2686
Fund No. 68-2687
Fund No. 68-2688
Fund No. 68-2696
Fund No. 68-2685
PASSED, APPROVED, AND ADOPTED THIS _ day of __ 2022.
CITY OF RANCHO MIRAGE
Charles Townsend, Mayor
ATTEST:
Kristie Ramos, City Clerk
APPROVED AS TO FORM:
Steven B. Quintanilla, City Attorney
10-8
ATTACHMENT 2
RESOLUTION DECLARING THE INTENTION TO LEVY ASSESSMENTS
(SEE ATTACHED)
10-9
RESOLUTION NO. 2022-
Fund No. 68-2695
Fund No. 68-2686
Fund No. 68-2687
Fund No. 68-2688
Fund No. 68-2696
Fund No. 68-2685
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO MIRAGE,
CALIFORNIA, DECLARING ITS INTENTION TO LEVY ANNUAL ASSESSMENTS FOR
THE RANCHO MIRAGE CONSOLIDATED LANDSCAPING AND LIGHTING MAINTENANCE ASSESSMENT DISTRICT NO. 87-01, FOR FISCAL YEAR 2022/23 WHEREAS, the City of Rancho Mirage is a charter city and recognized for certain purposes as a political subdivision of the State of California; and WHEREAS, the City Council of the City of Rancho Mirage, California ("City Council") has, by previous Resolutions, formed the Rancho Mirage Consolidated Landscaping and Lighting Maintenance Assessment District No. 87-01 ("District"), and initiated proceedings for Fiscal Year 2022/23 pursuant to the provisions of the Landscaping and Lighting Act of 1972, Part 2 of Division 15 of the Streets and Highways Code of California, beginning with Section 22500 ("Act"); and WHEREAS, the Act provides for the levy and collection of assessments by the County of Riverside for the City of Rancho Mirage to pay for costs of maintenance, operation and services required for the landscaping and lighting improvements of the District and all appurtenant facilities, operations and expenses related thereto; and WHEREAS, the City Council has retained Willdan Financial Services, for the purpose of assisting with the Annual Levy of the District, and to prepare and file a report with the City Clerk in accordance with the Act.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RANCHO MIRAGE DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS:
Section 1. Recitals.
That the above recitals are true and correct and are incorporated herein by this reference.
Section 2. Intention.
That the City Council hereby declares that it is its intention to seek the Annual Levy of the District pursuant to the Act, over and including the land within the District boundaries, and to levy and collect assessments on all such land to pay the costs of the improvements for Fiscal Year 2022/23 .
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Section 3.
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Fund No. 68-2686
Fund No. 68-2687
Fund No. 68-2688
Fund No. 68-2696
Fund No. 68-2685
Description of Improvements and Any Substantial
Changes Proposed.
That the improvements within the District include the following: turf; ground cover; shrubs and trees; automatic sprinkler systems; ornamental lighting and associated lighting facilities; drainage systems; and all associated appurtenances. The Engineer's Annual Levy Report, as ordered by previous Resolution and on file with the City Clerk, provides a full and complete description of all improvements and any or all substantial changes to the improvements within the District.
Section 4. Boundaries and Designation.
That the boundaries of the District are coterminous with the boundaries of the City of Rancho Mirage ("City"}, within the County of Riverside, State of California. The District includes six (6) zones: the Median Zone, which includes all parcels within the City; Zone A, which includes all parcels in the development known as Tama risk Estates Tract 10585; Zone B, which includes all parcels in the development known as Mirage Estates Tract 6129; Zone C located at Mirage Cove (39th Avenue) and Highway 111; Zone D, which includes all parcels in Tracts 19294 and 19295; Zone F which includes all parcels in the development known as Verlaine Estates Tract No. 36623 and four parcels from Tract No. 31800-1. The District is designated as the Rancho Mirage Consolidated Landscaping and Lighting Maintenance Assessment District No. 87-01.
Section 5. Proposed Assessment Amounts.
That for Fiscal Year 2022/23, the proposed assessments for the Median Zone and Zones A through F are outlined in the Engineer's Annual Levy Report, which details the formula for any legally permitted changes or increases in the annual assessments for each zone. The assessments to be levied comply with the provisions of the California Constitution Article XI 11 D .
Section 6. Public Hearing(s).
That the City Council hereby declares its intention to conduct a public hearing concerning the District and the levy of assessments for Fiscal Year 2022/23 in accordance with Chapter 3, Section 22625 of the Act.
Section 7. Notice.
That the City Clerk shall give notice of the time and place of the Public Hearing by causing the publishing of this Resolution in the Local Newspaper not less than ten (10) days before the date of the hearing, and by posting a copy of this Resolution on the official bulletin board customarily used by the City Council for the posting of notices, pursuant to Chapter 3, Section 22626 of the Act.
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Section 8. Time of Public Hearing.
Fund No. 68-2695
Fund No. 68-2686
Fund No. 68-2687
Fund No. 68-2688
Fund No. 68-2696
Fund No. 68-2685
That notice is hereby given that a Public Hearing on these matters will be held by the City Council on June 2, 2022 at 1 :00 p.m., or as soon thereafter as feasible in the City Council Chambers, City Hall located at 69-825 Highway 111, Rancho Mirage.
Section 9. Severability.
That the City Council declares that, should any provision, section, paragraph, sentence or word of this Resolution be rendered or declared invalid by any final court action in a court of competent jurisdiction or by reason of any preemptive legislation, the remaining provisions, sections, paragraphs, sentences or words of this Resolution as hereby adopted shall remain in full force and effect.
Section 10. Repeal of Conflicting Provisions.
That all the provisions heretofore adopted by the City Council that are in conflict with the provisions of this Resolution are hereby repealed.
Section 11. Effective Date.
That this Resolution shall take effect upon its adoption .
Section 12. Certification.
That the City Clerk shall certify to the passage of this Resolution and enter it into the book of original resolutions.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
10-12
Fund No. 68-2695
Fund No. 68-2686
Fund No. 68-2687
Fund No. 68-2688
Fund No. 68-2696
Fund No. 68-2685
PASSED, APPROVED, AND ADOPTED THIS_ day of __ 2022.
CITY OF RANCHO MIRAGE
Charles Townsend, Mayor
ATTEST:
Kristie Ramos, City Clerk
APPROVED AS TO FORM:
Steven B. Quintanilla, City Attorney
10-13
ATTACHMENT 3
RESOLUTION FOR PRELIMINARY
APPROVAL OF THE ENGINEER'S REPORT
(SEE ATTACHED)
10-14
RESOLUTION NO. 2022-
Fund No. 68-2695
Fund No. 68-2686
Fund No. 68-2687
Fund No. 68-2688
Fund No. 68-2696
Fund No. 68-2685
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO MIRAGE
CALIFORNIA, FOR PRELIMINARY APPROVAL OF THE ENGINEER'S ANNUAL
LEVY REPORT FOR THE RANCHO MIRAGE CONSOLIDATED LANDSCAPING AND LIGHTING MAINTENANCE ASSESSMENT DISTRICT NO. 87-01, FOR FISCAL YEAR 2022/23.
WHEREAS, the City of Rancho Mirage is a charter city and recognized for certain purposes as a political subdivision of the State of California; and WHEREAS, the City Council of the City of Rancho Mirage, California ("City Council") has, by previous Resolutions, ordered the preparation of the Engineer's Annual Levy Report ("Report") for the district known and designated as the Rancho Mirage Consolidated Landscaping and Lighting Maintenance Assessment District No. 87-01 ("District") pursuant to the provisions of the Landscaping and Lighting Act of 1972, Part 2 of Division 15 of the Streets and Highways Code of California, beginning with Section 22500 ("Act"); and
WHEREAS, there has now been presented to this City Council the Report as required by Chapter 3, Section 22623 of said Act; and
WHEREAS, this City Council has carefully examined and reviewed the Report as presented, and is preliminarily satisfied with each and all of the items and documents as set forth therein, and is satisfied that the assessments, on a preliminary basis, have been spread in accordance with the benefits received from the improvements, operation, maintenance and services to be performed within each benefit zone, as set forth in said Report.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RANCHO MIRAGE DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS:
Section 1. Recitals.
That the above recitals are true and correct and are incorporated herein by this reference.
Section 2. Approval of Report.
That the Report as presented, Exhibit "A", is hereby approved (as submitted or amended), and is ordered to be filed in the Office of the City Clerk as a permanent record and to remain open to public inspection.
10-15
Section 3. Severability.
Fund No. 68-2695
Fund No. 68-2686
Fund No. 68-2687
Fund No. 68-2688
Fund No. 68-2696
Fund No. 68-2685
That the City Council declares that, should any provision, section, paragraph, sentence or word of this Resolution be rendered or declared invalid by any final court action in a court of competent jurisdiction or by reason of any preemptive legislation, the remaining provisions, sections, paragraphs, sentences or words of this Resolution as hereby adopted shall remain in full force and effect.
Section 4. Repeal of Conflicting Provisions.
That all the provisions heretofore adopted by the City Council that are in conflict with the provisions of this Resolution are hereby repealed.
Section 5. Effective Date.
That this Resolution shall take effect upon its adoption.
Section 6. Certification.
That the City Clerk shall certify to the passage of this Resolution and enter it into the book of original resolutions.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
10-16
Fund No. 68-2695
Fund No. 68-2686
Fund No. 68 -2687
Fund No. 68-2688
Fund No. 68-2696
Fund No. 68-2685
PASSED, APPROVED, AND ADOPTED THIS _ day of __ 2022.
CITY OF RANCHO MIRAGE
Charles Townsend, Mayor
ATTEST:
Kristie Ramos, City Clerk
APPROVED AS TO FORM:
Steven 8. Quintanilla, City Attorney
10-17
EXHIBIT "A"
ENGINEER'S REPORT
(SEE ATTACHED)
10-18
27368 Via lndustria
Suite 200
Temecula, California 92590
T 951.587.3500 I 800.755.6864
F 951.587.3510
www.wllldan.com
City of Rancho Mirage
Consolidated Landscaping and
Lighting Maintenance
Assessment District
No. 87-01
2022/23 ENGINEER'S ANNUAL LEVY REPORT
Intent Meeting: 5/19/2022
Public Hearing: 6/2/2022
W w1LLDAN
10-19
ENGINEER'S REPORT AFFIDAVIT
Consolidated Landscaping and Lighting Maintenance
Assessment District No. 87-01
City of Rancho Mirage
Riverside County, State of California
This Report describes the District and relevant zones therein including the improvements, budgets, parcels, and assessments to be levied for Fiscal Year 2022/23, as they existed at the time of the passage of the Resolution of Intention. Reference is hereby made to the Riverside County Assessor's maps for a detailed description of the lines and dimensions of parcels within the District. The undersigned respectfully submits the enclosed Report as directed by the City Council.
Dated this ______ day of _______ , 2022.
Willdan Financial Services
Assessment Engineer
On Behalf of the City of Rancho Mirage
By:---------------
Michelle Laase, Project Manager
District Administration Services
By:---------------
Tyrone Peter
R. C. E. # C 81888
10-20
TABLE OF CONTENTS
!:. OVERVIEW 1
A. INTRODUCTION 1
B. HISTORICAL BACKGROUND AND CURRENT LEGISLATION 2
C. GENERAL DESCRIPTION OF THE DISTRICT AND SERVICES 4
II. DESCRIPTION OF THE DISTRICT 4
A. IMPROVEMENTS AUTHORIZED BY THE 1972 ACT 4
B. IMPROVEMENTS AND SERVICES WITHIN THE DISTRICT 6
C. BOUNDARIES AND AREAS OF IMPROVEMENT 6
Ill. METHOD OF APPORTIONMENT 7
A .. GENERAL 7
B. BENEFIT ANALYSIS 8
C. ASSESSMENT METHODOLOGY 10
D. ASSESSMENT RANGE FORMULA 11
IV. DISTRICT BUDGET 14
V. APPENDIX A -DISTRICT BOUNDARY MAPS 15
VI. 2022123 ASSESSMENT ROLL 21
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ifiWILLDAN
l OVERVIEW
2022/23
A. INTRODUCTION
The City of Rancho Mirage ("City") annually levies and collects special assessments in order to maintain the improvements within the Rancho Mirage Consolidated Landscaping and Lighting Maintenance Assessment District No. 87- 01 ("District"). The District was formed in Fiscal Year 1995/1996 as part of a consolidation of the previously existing Municipal Lighting Maintenance District No. 1 and the Landscape Maintenance Assessment District No. 87-01 that had been formed in 1987. The consolidated District is levied annually pursuant to the Landscaping and Lighting Act of 1972, Part 2 of Division 15 of the California Streets and Highways Code (the "1972 Act") and pursuant to the provisions of the California Constitution Article XIIID ("Article XIIID".), which was enacted with the passage of Proposition 218 in November 1996 .
This Engineer's Annual Levy Report ("Report") describes the District , any changes to the District structure or substantial changes in the improvements provided and the proposed assessments for Fiscal Year 2022/23 . The word "parcel," for the purposes of this Report, refers to an individual property assigned its own Assessment Number or Assessor's Parcel Number ("APN") by the Riverside County Assessor's Office. The Riverside County Auditor/Controller uses APNs and specific Fund Numbers to identify properties on the tax roll assessed for special district benefit assessments. The proposed assessments are based on the estimated cost to maintain the improvements provided by the District and associated with each of the benefit Zones ("Zones") therein. The various improvements within each Zone of the District and the costs of those improvements are identified and budgeted separately, including expenditures, deficits, surpluses, revenues, and reserves. Each parcel within a Zone is assessed proportionately for only those improvements provided in that Zone and for which the parcel receives benefit.
The City Council will conduct a noticed public hearing to consider public testimonies, comments and written protests regarding the District and the levy of the proposed annual assessments. Based upon consideration of the public testimonies, comments and written protests regarding the District and the levy of the proposed annual assessments at the public hearing the City Council may approve this Report (as submitted or amended), approve the assessment diagram, and confirm the assessments as described herein. In such case, the assessments as approved and described herein shall be submitted to the Riverside County Auditor/Controller for inclusion on the property tax roll for each benefiting parcel in Fiscal Year 2022/23.
L&L No . 87-01 Page 1 of 21
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B. HISTORICAL BACKGROUND AND CURRENT LEGISLATION
The District and Zones therein have been formed pursuant to the 1972 Act. The City Council annually conducts a public hearing to accept property owner and public comments and testimony, to review the Engineer's Report, and to approve the annual assessments to be levied on the County tax roll for the fiscal year.
Assessments approved by the City Council have been prepared in accordance with the 1972 Act and are in compliance with the provisions of Article XIIID.
The proposed assessment for Fiscal Year 2022/23 may be less than or equal to the maximum assessment rate previously approved for each of the various Zones within the District. Any proposed assessment that exceeds the maximum assessment rate requires property owner ballot proceedings for the incremental assessment increase. The actual assessment amount for each parcel will often vary as a function of their land use and proportionate special benefit; however, the actual assessment amount approved by the property owners is the maximum assessment rate applicable to the properties and improvements in each Zone. The benefit and apportionment of the assessment for each Zone is discussed in more detail in the Method of Apportionment Section of this Report.
In Fiscal Year 1997/1998 the City conducted a complete analysis of the provisions established in Article XIIID of the State Constitution by the passage of Proposition 218 in November 1996, and the application of these provisions to the District and the assessments related thereto. The City has made the following findings and determinations:
1. The Parkland improvements and the corresponding assessments previously assessed through the District were identified as a general benefit and accordingly eliminated from the District budget. The revenue lost by the elimination of this assessment was replaced by a special Park Maintenance Tax approved by the voters of Rancho Mirage beginning in Fiscal Year 1998/1999.
2. Pursuant to Article XIIID Section 5, certain pre-existing assessments (those existing on July 1, 1997) are exempt from the substantive and procedural requirements of Article XIIID Section 4; therefore, property owner balloting for the assessments is not required until such time that the assessments are increased, as defined by the Proposition 218 Implementation Act, specifically:
• The improvements and the annual assessment for maintaining local improvements within Zones A, B, C, D and F were part of the original conditions of development and approved by the original property owner (developer). As such, pursuant to Article XIIID Section S(b) the property owners approved the existing assessments at the time the assessment was created (originally imposed pursuant to a 100% landowner petition) and, therefore, the pre-existing assessment amounts are exempt from the procedural requirements of Article XIIID Section 4. Although the pre-existing L&L No . 87-01 Page 2 of 21
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assessments for Zones A and C were identified as exempt assessments pursuant to Article XIII □ Section 5(b}, these assessments were not sufficient to cover the annual cost of providing the improvements. Therefore, an increased assessment for these two Zones was proposed and a property owner protest proceeding (property owner assessment balloting) was conducted for these special benefit assessments according to the provisions of Article XIII □ Section 4. In Fiscal Year 1998/1999 majority protest did not exist, and a new assessment (including the assessment range formula) was approved and implemented by the City Council beginning in Fiscal Year 1998/1999.
• The City determined that the maintenance of the City's medians is part of the overall street improvements and the corresponding assessment previously levied was used exclusively to fund street improvements. Therefore, pursuant to Article XIII □ Section 5(a}, the pre-existing assessment for median maintenance is exempt from the substantive and procedural requirements of Article XIII □ Section 4 until such time that the assessment is increased.
3. Assessments for local street lighting are typically considered special benefit assessments. Although the assessment previously levied for properties within Zone E (Thunderbird Park/Municipal Lighting Maintenance District No. 1) could be identified as special benefit assessments, the City Council determined that since other areas of the City in similar situations were not being levied an assessment for similar improvements, the City would no longer levy an assessment for this Zone . Therefore , in Fiscal Year 1998/1999, Zone E was detached from the District and the previous assessments were discontinued.
In Fiscal Year 2005/2006, Zone F was annexed to the District for the maintenance of the landscaping improvements associated with this Zone. In Fiscal Year 2015/2016 a portion of land was annexed into Zone F.
In Fiscal Year 2011/2012, property owners in Zone D were balloted for, and approved, an Assessment Range Formula as described in this Report, to be applied to their current assessment rate commencing in Fiscal Year 2012/2013.
This Assessment Range Formula provides for an annual inflationary adjustment to the maximum assessment rate and corresponding assessment amount for each benefiting parcel within the Zone.
The Method of Apportionment described in this Report utilizes commonly accepted assessment engineering practices and has been established pursuant to the 1972 Act and the provisions of Article XIII □. New or increased assessments will be subject to the substantive and procedural requirements of Article XIII □ Section 4.
L&L No. 87-01 Page 3 of 21
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C. GENERAL DESCRIPTION OF THE DISTRICT AND SERVICES
The District provides maintenance, servicing, and operation of landscaped and lighting improvements and associated appurtenances located within the public right-of-ways and dedicated landscape easements, in each of the various District Zones.
For Fiscal Year 2022/23, the District includes six (6) distinct benefit Zones. Each Zone has specific improvements and services that provide benefit to the parcels within the Zone . Improvements within the District generally include landscaped medians, parkways, slopes, and appurtenant facilities . The costs associated with the specific improvements in each Zone are equitably spread among parcels receiving benefit from the improvements.
The following is a list of the Zones and the corresponding number of assessable parcels within each Zone for Fiscal Year 2022/23:
Zone Description Parcels
Zone A T amarisk Estatesrr ract 10585 Parkway 40 Maintenance Zone B Mirage Estatesffract 6129 14 Parkway Maintenance Zone C Mirage Cove Parkway Maintenance 76
Zone D Tracts 19294 and 19295 43 Parkway Maintenance
Zone F Tangerine Lane Estatesffracts 31800 & 36623 21
Median Zone Median Maintenance (Citywide) 14,498
II. DESCRIPTION OF THE DISTRICT
2022/23
A. IMPROVEMENTS AUTHORIZED BY THE 1972 ACT
As applicable or may be applicable to this District, the 1972 Act defines improvements to mean one or any combination of the following:
• The installation or planting of landscaping.
• The installation or construction of statuary, fountains, and other ornamental structures and facilities.
• The installation or construction of public lighting facilities.
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• The installation or construction of any facilities which are appurtenant to any of the foregoing or which are necessary or convenient for the maintenance or servicing thereof, including, but not limited to, grading, clearing, removal of debris, the installation or construction of curbs, gutters, walls, sidewalks, or paving, or water, irrigation, drainage, or electrical facilities. • The maintenance or servicing, or both, of any of the foregoing. • The acquisition of any existing improvement otherwise authorized pursuant to this section.
Incidental expenses associated with the improvements including, but not limited to:
• The cost of preparation of the report, including plans, specifications, estimates, diagram, and assessment;
• The costs of printing, advertising, and the publishing, posting and mailing of notices;
• Compensation payable to the County for collection of assessments; • Compensation of any engineer or attorney employed to render services ; • Any other expenses incidental to the construction, installation, or maintenance and servicing of the improvements;
• Any expenses incidental to the issuance of bonds or notes pursuant to Section 22662 .5.
• Costs associated with any elections held for the approval of a new or increased assessment.
The 1972 Act defines "Maintain" or "maintenance" to mean furnishing of services and materials for the ordinary and usual maintenance, operation, and servicing of any improvement, including:
• Repair, removal, or replacement of all or any part of any improvement. • Providing for the life, growth, health , and beauty of landscaping, including cultivation, irrigation, trimming, spraying, fertilizing, or treating for disease or injury.
• The removal of trimmings, rubbish, debris, and other solid waste. • The cleaning, sandblasting, and painting of walls and other improvements to remove or cover graffiti.
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B. IMPROVEMENTS AND SERVICES WITHIN THE DISTRICT
Landscape and lighting improvements provided in the District may include, but are not limited to, turf, ground cover, shrubs and trees, sprinkler and irrigation systems, ornamental lighting and other lighting structures, drainage systems, masonry walls, entryway monuments, and associated appurtenances. These improvements include: necessary service; operations; administration; and maintenance required to keep the above-mentioned improvements in a healthy, vigorous, and satisfactory working condition. The City utilizes the services of landscape maintenance contractors for regularly scheduled landscape maintenance. The specific locations of improvements within each Zone are described in the following section.
C. BOUNDARIES AND AREAS OF IMPROVEMENT
Zone A -Includes parcels in Tract 10585. These parcels receive benefit from the improvements and maintenance of the landscaping within an 18-foot wide by 1,320-foot long parkway strip. The parkway is located on the South side of Cypress Drive, westerly of Los Alamos Road and adjacent to the northerly boundary of Tract 10585.
Zone B -This Zone consists of parcels in Tract 6129. These parcels receive benefit from the improvements and maintenance of the landscaping within a 20- foot by 435-foot long parkway strip. The parkway is located on the East side of Bob Hope Drive, from North of Palm Haven Drive to Palm Crest Drive.
Zone C -This Zone is located on Mirage Cove. The parcels within this Zone receive benefit from the improvements and maintenance of the palm trees, landscaping, decorative lighting, and appurtenances associated with the Zone.
The improvement areas consist of parkway landscaping areas on Mirage Cove between Highway 111 and Stellar Drive that leads into the development. In Fiscal Year 2003/2004, the City elected to transfer from Zone C to the Median Zone the improvement costs for the median located on Mirage Cove Drive between Stellar Drive and Highway 111.
Zone D -The boundary of this Zone consists of parcels in Tracts 19294 and 19295. These parcels receive benefit from the improvements and maintenance of the landscaping associated with this Zone. The improvement areas include the parkway strip located between the curb and the tract boundary wall located along the North side of Cypress Lane between Palomino Lane and Los Alamos Road; and small landscaped parkway areas within the Zone located along Palomino Lane, Los Alamos Road, and Cypress Lane.
Zone F-The boundary of this Zone consists of parcels in Tract No. 31800-1 and No. 36623. These parcels will receive benefit from the improvements and maintenance of the landscaping associated with this Zone. The improvement area is located at the northwest corner of Sunny Lane and Palm View Road, which is L&L No . 87 -01 Page 6 of 21
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generally situated south of Gerald Ford Drive, north of Frank Sinatra Drive and east of DaVall Drive in the City of Rancho Mirage.
The Median Zone -The boundaries of the Median Zone are coterminous with the City boundaries. The Median Zone funds the landscape improvements for medians on the arterial streets and highways within the City.
The street medians include, but are not limited to, Monterey Avenue, Bob Hope Drive, Morningside Drive, Highway 111, Dinah Shore Drive, Gerald Ford Drive, Rancho Las Palmas Drive, Frank Sinatra Drive, Country Club Drive, Ramon Road, Mirage Cove Drive, Dean Martin Drive, and DaVall Drive. There are currently thirteen (13) locations of median landscaping in the Zone. These locations are:
• Bob Hope Drive from Highway 111 to Ramon Road;
• Country Club Drive from Sand Dune Road to Monterey Avenue; • DaVall Drive from Sunny Lane to Dinah Shore Drive;
• Dinah Shore Drive from Plumley Drive to Monterey Avenue; • Frank Sinatra Drive from DaVall Drive to 1,000 feet east of Monterey Avenue;
• Gerald Ford Drive from Plumley Drive to Monterey Avenue; • Highway 111 from City Limit to City Limit;
• Morningside Drive from Country Club Drive to 300 feet North of Frank Sinatra Drive;
• Monterey Avenue from Dinah Shore Drive to Hovely Lane West; • Ramon Road from DaVall Drive to Bob Hope Drive;
• Rancho Las Palmas Drive from Highway 111 to Bob Hope Drive; • Dean Martin Drive from DaVall Drive to West End;
• Mirage Cove Drive from Highway 111 to Stellar Drive.
Ill METHOD OF APPORTIONMENT
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A. GENERAL
The 1972 Act permits the establishment of assessment districts by agencies for the purpose of providing certain public improvements which include the construction, maintenance and servicing of public lights, landscaping, and appurtenant facilities. The 1972 Act further requires that the cost of these improvements be levied according to benefit rather than assessed value:
"The net amount to be assessed upon lands within an assessment district may be apportioned by any formula or method which fairly L&L No. 87-01 Page 7 of 21
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distributes the net amount among assessable lots or parcels in proportion to the estimated benefits to be received by each such lot or parcel from the improvements."
The formula used for calculating assessments in each Zone of the District should therefore reflect the composition of the parcels, and the improvements and services provided, to fairly apportion the costs based on benefit to each parcel.
In addition, pursuant to Article XIIID Section 4 a parcel's assessment may not exceed the reasonable cost of the proportional special benefit conferred on that parcel. Furthermore, only special benefits may be assessed and the District must separate the general benefits from the special benefits . As previously discussed in the Historical Background of the District, improvements considered a "General Benefit" have been eliminated from the District Assessments .
8. BENEFIT ANALYSIS
Exempt Assessments
Article XIIID Section 5 provides for certain pre -existing assessments to be exempt from the substantive and procedural requirements of Article XIIID Section 4.
Specifically, for this District:
• Assessments used exclusively to fund sidewalks, streets, sewers, water, flood control, drainage systems, or vector control are exempt from the conformity requirement until the assessment is increased; and, • Assessments approved by the property owners at the time the assessment were created (originally imposed pursuant to a 100% landowner petition).
In compliance with Article XIIID, the City carefully reviewed District improvements and the corresponding assessments. As previously noted, the City determined that maintenance of the City's medians is part of the overall street improvement maintenance and the assessments are used exclusively for maintenance of those improvements. Therefore, until such time that the assessment for these improvements is proposed to increase, the existing assessment for the Median Zone is exempt from both the substantive and procedural requirements of Article XIIID Section 4.
Likewise, the assessments for the local Zones within the District (Zones A, B, C, D and F) have been reviewed by the City and it was determined that the improvements and the annual assessments for maintaining the improvements within these Zones were 100% special benefit. Furthermore, these improvements and the annual assessments were part of the original conditions of development and approved by the developer (a 100% landowner petition). As such, the existing assessments in these Zones are also exempt from both the substantive and procedural requirements of Article XIIID until such time that the assessment is proposed to increase. In Fiscal Year 1998/1999 , a new assessment amount (increased assessment including an assessment range formula) was approved by the property owners for Zones A and C pursuant to a protest ballot proceeding, L&L No. 87 -01 Page 8 of 21
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and the proceeding established the current maximum assessments for these Zones.
Special Benefits
The method of apportionment (method of assessment) is based on the premise that each assessed parcel receives a special benefit from the improvements maintained and funded by the assessments. The desirability of properties within each Zone is enhanced by the presence of well-maintained landscaping associated with those properties.
The District improvements generally include landscaped medians, parkways, entryways, slopes, and appurtenant facilities. The annual assessments outlined in this Report are based on the estimated costs to provide the necessary service, operation, administration, and maintenance required each year to keep these improvements in a healthy, vigorous, and satisfactory condition and benefit the properties. The special benefits associated with landscaping improvements include, but are not limited to :
• Enhanced desirability of properties through association with the improvements.
• Improved aesthetic appeal of properties within the Zones providing a positive representation of the area.
• Enhanced adaptation of the urban environment within the natural environment from adequate green space and landscaping . • Environmental enhancement through improved erosion resistance, and dust and debris control.
• Increased sense of pride in ownership of property within the District resulting from well-maintained improvements associated with the properties. • Reduced criminal activity and property-related crimes (especially vandalism) against properties in the District through well-maintained surroundings and amenities including abatement of graffiti.
• Enhanced environmental quality of the parcels within the Zones by moderating temperatures, providing oxygenation, and attenuating noise .
All of the preceding special benefits contribute to a specific enhancement and desirability of each of the assessed parcels within each Zone.
General Benefits
Prior to the passage of Proposition 218, the District assessments included landscape and lighting improvements associated with the City's parks. The City carefully reviewed the parkland improvements and assessments and although the park improvements may provide a special benefit to parcels within the City, the location of the parks and the improvements within those parks made a clear and L&L No . 87-01 Page 9 of 21
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convincing distinction between special benefit and general benefit difficult.
Therefore, the assessments associated with the parkland improvements were eliminated.
Likewise, prior to Proposition 218 the District assessments included street lighting assessments within one specific area of the City (Zone E-Thunderbird Park).
Although local street lighting improvements are typically considered special benefit, since no other areas of the City were assessed for similar lighting, this area of the City (Zone E-Thunderbird Park) has been removed from the District.
C. ASSESSMENT METHODOLOGY
Equivalent Benefit Units: To assess benefits equitably, it is necessary to relate the different type of parcel improvements to each other. The Equivalent Benefit Unit method of apportionment uses the single-family home as the basic unit of assessment. A single-family residential property equals one Equivalent Benefit Unit ("EBU"). Every other land-use is converted to EBU's based on an assessment formula that equates the property's specific development status, type of development (land-use), and size of the property, as compared to a single-family residential property ("SFR").
The EBU method of apportioning benefit is typically seen as the most appropriate and equitable assessment methodology for calculating benefit in districts formed under the 1972 Act, as the benefit to each parcel from the improvements are apportioned as a function of land-use type, size, and development. The following table provides the weighting factors applied to the various land-use types to determine each parcel's EBU.
LAND-USE /EQUIVALENT BENEFIT UNITS
Property Type EBU Value Multiplier
Non-Residential Improved 2.55 Acres
Recreational/Golf Course 1.00 Acres
Mobile Home/Mobile Home Park 1.00 Unit
Multifamily Residential 1.00 Unit
Single Family Residential 1.00 Unit
Vacant Land 0.50 Acres
Underdeveloped Residential (SFR on parcels 0.50 Acres greater than 2 Acres) All parcels are assigned at least the minimum EBU value that corresponds to the respective property type listed above. For example : A Single Family Vacant tract parcel of 0.25 acres is assigned 0 .50 EBU, not 0.25 acres x 0.50 or 0.125 EBU .
Additionally, parcels identified with unique land-uses or development restrictions may be treated as special cases . A parcel is identified and treated as a special L&L No. 87-01 Page 10 of 21
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case if the parcel cannot be classified as one of the property types listed above.
Special case parcels are assigned an EBU and assessed based on a reasonable and equitable estimate of their benefit in comparison to the Single-Family Residence. Parcels that receive little or no benefit from the District improvements are not assessed and may include, but are not limited to: open space areas, green belts, lakes, easements, right of ways, properties with highly restricted or no development potential and parcels that are typically not assigned an Assessor's parcel number, such as public streets, roadways, or landscape easements.
The following table demonstrates the EBU method of apportionment providing sample levy calculations for various property types within the District. (The maximum assessment rate for the Median Zone is used in this example.)
SAMPLE LEVY CALCULATIONS
EBU Acres . . Levy per
Property Type Value x Units = EBU Applied EBU Applied x EBU = Levy Amount Commercial
Residential
2.55 1.00
X 1.50 =
X 1.00 =
3.83 1.00
3.83 X
1.00 X
$26.42
$26.42
=
=
$101.19
$26.42
Multi Family 1.00 x 100.00 = 100 .00 100.00 x $26.42 = $2,642.00 Vacant Land 0.50 x 1.75 = 0.88 0.88 x $26 .42 = $23.25
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Note: The Levy per EBU shown above is only an example for comparison purposes.
The assessment applied to each parcel within a Zone is based on the cost to provide the improvements minus any other revenues available. This amount represents the "Total Balance to Levy". The following formulas are used to calculate each parcel's assessment or "Parcel Levy Amount".
Total Balance to Levy/ Total EBU in Zone= Levy per EBU (rate) Applied Parcel EBU x Levy per EBU (rate)= Parcel Levy Amount Zones A, B, D and F consist of only residential parcels, and each parcel is assigned one EBU. Therefore, in these Zones the balance to levy is spread equally to each parcel and is similar to a per parcel method of spread.
Total Zone Balance to Levy/ Total Parcels in Zone= Parcel Levy Amount D. ASSESSMENT RANGE FORMULA
It is recognized that most budget items will be impacted by inflation in subsequent years . In an effort to minimize this impact, a formula for an inflation adjustment was included as part of the maximum assessment to be approved by the property owners. The formula as described below allows for annual adjustments to budget items and the assessments for Zones A, C, D and F.
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Generally, any new or increased assessments require certain noticing, meeting, and balloting requirements by law. However, the Brown Act (Government Code Section 54954.6(0)) provides that a "new or increased assessment" does not include "an assessment which does not exceed an assessment formula or range of assessments previously adopted by the City or approved by the voters in the area where the assessment is imposed". This definition for a new or increased assessment was also addressed in Senate Bill 919 (the implementing legislation for Proposition 218).
In Fiscal Year 1998/1999, property owners in Zones A and C were balloted for an assessment increase. This assessment increase included an Assessment Range Formula.
In Fiscal Year 2011/2012, property owners in Zone D were balloted for an Assessment Range Formula applicable to the existing assessment rate for the Zone to commence in Fiscal Year 2012/2013.
The following describes this Assessment Range Formula applicable to Zones A , C, D and F:
If the proposed assessment (Levy per EBU) for the current fiscal year is less than or equal to the maximum assessment established in the prior fiscal year plus the adjustments described in the following paragraph, then the new assessment is not considered an increased assessment. This Assessment Range Formula provides for reasonable increases and inflationary adjustments to the assessment amounts without requiring costly noticing, balloting, and mailing procedures, which would be added to the Districts' costs and assessments.
The maximum assessment amount allowed for each fiscal year shall be adjusted annually by an amount equal to the greater of: (1) three percent (3 .0%) or (2) the percentage increase of the Consumer Price Index ("CPI") from January to January for the Riverside-San Bernardino-Ontario Area for Urban Consumers, as developed by U.S. Bureau of Labor Statistics.
Each fiscal year the City shall determine the percentage difference between the CPI on January 1 and the CPI for the previous January 1 or similar time frame.
This percentage difference shall then establish the range of increased assessments allowed, based on the CPI. The annual percentage change used for Fiscal Year 2022/2023 is 8.59%. Should the Bureau of Labor Statistics revise such index or discontinue the preparation of such index, the City shall use the revised index or comparable system as approved by the City Council for determining fluctuations in the cost of living.
In the event that the City Council determines that the maximum inflation adjustment allowed to the assessments is not required for a given fiscal year, the City Council may adopt an assessment less than the allowable maximum assessment for that L&L No. 87-01 Page 12 of 21
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year. This Assessment Range Formula does not require that the adjustment be applied each year to the assessments to be levied, nor does it restrict the assessments to the adjustment amount. If the current year budget for a given Zone does not require an increase in the assessment or the required increase is less than the allowable adjustment (new maximum assessment), then only the required assessment shall be applied. If the current year budget for a given Zone requires an increase in the assessment greater than the allowable maximum assessment , then the proposed assessment is considered an increased assessment and the proposed increase would be subject to approval by the property owners subject to the increased assessment.
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IV. DISTRICT BUDGET
BUDGET ITEM Zone A ZoneB ZoneC ZoneD Zone F Median Zone Total District
DIRECT COSTS
Maintenance
Landscape Maintenance (Contract) $6 ,000 $3 ,900 $3 ,700 $11 ,600 $6,400 $346,500 $378 ,100 Materials and Supplies/Miscellaneous Expense 150 150 150 150 150 25,500 26,250 Utilities
Electricity 200 600 840 250 560 31,500 33,950
Water 7,200 800 650 2,500 1,700 63,500 76 ,350
Miscellaneous Expenses 0 0 0 0 0 0 0
Direct Costs Subtotal $13,550 $5,450 $5,340 $14,500 $8,810 $467,000 $514,650
ADMINISTRATION COSTS
Personnel/Overhead $0 $0 $0 $0 $0 $58 ,689 $58 ,689
Professional Fees 111 111 111 111 111 22 ,206 22 ,762
County Administration Fee 102 92 115 103 95 5,307 5,812 Additional Administration Expenses 0 0 0 0 0 0 0
Administrative Costs Subtotal $213 $203 $226 $214 $206 $86,202 $87,263
LEVY BREAKDOWN
Total Direct and Admin. Costs $13 ,763 $5,654 $5,566 $14,714 $9,016 $553,202 $601,914 Reserve Fund Collection (Contribution) ($755) $240 $0 $0 660 0 $145 Capital Improvement Fund Collection/(Contribution) 0 1,400 4,862 7,340 2,800 143,839 160,241 Capital Improvement Expenditures (1,000) (1,400) (4,900) (10,000) (2,800) (160,000) (180,100) Contributions & Other Revenue Sources 0 0 0 0 0 0 0
(Sub-Total) Levy Adjustments ($1,755) $240 ($38) ($2,660) $660 ($16,161) ($19,714) Balance to Levy $12,007 $5,894 $5,528 $12,054 $9,676 $537,041 $582,196
DISTRICT STATISTICS
Total Parcels 40 14 90 43 24 17,278 17,489
Total Parcels Levied 40 14 76 43 21 14,499 14,693
Total Equivalent Dwelling Units (EBU) 40.00 14.00 87.47 43.00 21 .00 20,327.57 N/A Levy per EBU $300.18 $421.00 $63.18 $280.30 $460.74 $26.42 NIA 2022/23 Maximum Levy per EBU $300.18 $421.00 $230.60 $621.62 $3,340.22 $26.42 NIA 2021 /22 Maximum Levy per EBU $276.44 $421.00 $212.36 $572.44 $3,075.94 $26.42 NIA
RESERVE INFORMATION
Beginning Operating Reserve Balance (July 1, 2022) $6,780 $9,422 $32,771 $37,411 $18,733 $403,879 $508,996 Reserve Fund Activity (755) 240 0 0 660 0 145
Ending Reserve Balance (June 30, 2023) $6,025 $9,662 $32,771 $37,411 $19,393 $403,879 $509,141 Capital Improvement Activity (1,000) 0 (38) (2,660) 0 (16 ,161) (19 ,859 ) Total Available Fund Balance $5,025 $9,662 $32,733 $34,751 $19,393 $387,718 $489,282 Note: Variances are due to rounding .
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V. APPENDIX A -DISTRICT BOUNDARY MAPS
The Boundary Maps for the District have previously been submitted to the City Clerk in the format required under the 1972 Act and are, by reference, made part of this Report .
The following map pages for Zones A, B, C, D and F are for general location only and are not to be considered the official boundary maps . The boundaries of the Median Zone are coterminous with the City boundaries .
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