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HomeMy WebLinkAboutReso 80-18 JPA Central Coast Community Energya P a W mev �iW1k1=V&1'VJML1 L NMI" WHEREAS, AB 117, adopted as California state law in 2002, permits cities, counties, or city and county Joint Power Authorities to aggregate residential, commercial, industrial, municipal and institutional electric loads through Community Choice Aggregation (CCA); and WHEREAS, the City of San Luis Obispo, in partnership with. the City of Morro Bay, commissioned a technical study to analyze the feasibility of a CCA program serving the city and the San Luis Obispo region; and WHEREAS, the City of Morro Bay wishes to be a community choice aggregator and has introduced the Ordinance as required by Public Utilities Code Section 366.2 in order to do so; and WHEREAS, the City of San Luis Obispo also wishes to be a community choice aggregator and will also introduced the Ordinance as required by Public Utilities Code Section 366.2 in order to do so; and WHEREAS, pursuant to Section 366.2 two or more entities authorized to be a community choice aggregator, may participate as a group in a community choice aggregation program through a joint powers agency established pursuant to Chapter 5 (commencing with Section 6500) of Division 7 of Title 1 of the Government Code, if each entity adopts the aforementioned ordinance; and WHEREAS, the City Council has considered the proposed Joint Exercise of Powers Agreement, a draft of which is attached hereto as Ext A, under which the City of San Luis Obispo and City of Morro Bay will become the initial members of Central Coast Community Energy (CCCE) Authority; and WHEREAS, once the California Public Utilities Commission certifies the Implementation Plan created by CCCE, it will provide service to customers within the cities and counties that choose to join CCCE and to participate in the CCA program; and _ WHEREAS, under Public Utilities Code section 366.2, customers have the right to opt -out of the CCE program and continue to receive service from the incumbent utility. Customers who wish to continue to receive service from the incumbent utility will be able to do so. NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Morro Bay that: SECTION 1. The City Council hereby approves the Joint Exercise of Powers Agreement attached hereto as Exhibit A to form the Central Coast Community Energy (CCCE) Authority. SECTION 2. That Council Member Davis and Council Member McPherson are hereby appointed as the initial Directors on the CCCE Board representing the City of Morro Bay. 01181.0001/491349.1 SECTION in This resolution and the establishment of the Central Coast Community Energy Authority is exempt from the requirements of the California Environmental Quality Act (CEQA) pursuant to the State CEQA Guidelines, as it is not a "project" since this action involves organizational and administrative activities of government that will not result in direct or indirect physical changes in the environment. (14 Cal. Code Regs. § 15378(b)(5)). Further, the ordinance is exempt from CEQA as there is no possibility that the ordinance or its implementation would have a significant negative effect on the environment. (14 Cal. Code Regs.§ 15061(b)(3)). A Notice of Exemption shall be filed as authorized by CEQA and the State CEQA guidelines. SECTION 4. This resolution shall be effective upon the adoption of Ordinance No. 614, an Ordinance of the City of Morro Bay authorizing the implementation of a Community Choice Aggregation (CCA) Program. BE IT FURTHER RESOLVED that the Mayor and/or City Manager is hereby authorized and directed to execute the Joint Exercise of Powers Agreement on behalf of the City of Morro Bay, which will establish CCCE with the City as a founding member. PASSED AND ADOPTED by the City Council of the City of Morro Bay at a regular meeting thereof held on the 25th day of September 2018 by the following vote: AYES: NOES: ABSENT: ABSTAIN ATTEST: Irons, Davis, Headding, Makowetski, McPherson None None None JAMI,� L. IRONS, Mayo 01181.0001/4913491 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 Page 1 JOINT EXERCISE OF POWER AGREEMENT RELATING TO AND CREATING CENTRAL COAST COMMUNITY ENERGY 10/5/2018 9:2 AM PD This Joint Exercise of Powers Agreement, effective as of 2M8 is mace and entered into pursuant to the provisions of Title 1, Division 7, Chapter 5, Article 1 (Section 6500 et seq.) of the California Government Code among the Parties. RECITALS A. The Parties share various powers under California law; including, but not limited to, the power to purchase, supply, and aggregate electricity for themselves and customers within their jurisdictions. B. In 2006, the State Legislature adopted AB 32, the Global Warming Solutions Act, which mandates a reduction in greenhouse gas emissions in 2020 to 1990 levels. In 2016, the State Legislature adopted SB 32, which mandates statewide greenhouse gas emissions be reduced to 40 percent below the 1990 level by 2030. The California Air Resources Board is promulgating regulations to implement the greenhouse gas reduction targets, which will require local governments to develop programs to reduce greenhouse gas emissions. C. The purposes for entering into this Agreement include: a. Reducing greenhouse gas emissions; b. Providing electric power to customers at a competitive cost; c. Carrying out programs to reduce energy consumption; d. Stimulating and sustaining the local economy by developing local jobs in renewable energy and energy efficiency; and e. Promoting long -team electric rate stability and energy security and reliability for residents through local control of electric generation resources. D. It is the mission and purpose of this Agreement to build a strong Community Choice Energy (CCE) program that is locally controlled and delivers greenhouse gas emission reductions, cost -competitive clean electricity, product choice, price stability, and energy efficiency. E. It is the intent of this Agreement to promote the development and use of a wide range of renewable energy sources and energy efficiency programs, including but not limited to solar, wind, and biomass energy production. The purchase of renewable power and greenhouse gas -free energy sources will decrease regional greenhouse gas emissions and accelerate the State's transition to clean power resources to the extent feasible. Implementing a CCE program pursuant to this Agreement also will add increasing levels of locally generated renewable resources. 01181.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 Page 2 F. The Parties desire to establish a separate public agency, known as Central Coast Community Energy, a California joint powers authority, or CCCE, under the provisions of the Joint Exercise of Powers Act of the State of California (Government Code Section 6500 et seq.) ("Act") in order to collectively study, promote, develop, conduct, operate, and manage energy programs. G. The Parties have each adopted an ordinance electing to implement, through the CCCE, a common CCE program (also known as a Community Choice Aggregation (CCA) program) hereinafter called the CCE Program, pursuant to California Public Utilities Code, sections 331.1(b) and 366.2. The first priority of the CCCE will be the consideration of those actions necessary to implement the CCE Program. AGREEMENT NOW, THEREFORE, in consideration of the mutual promises, covenants; and conditions hereinafter set forth, it is agreed by and among the Parties as follows: ARTICLE 1. DEFINITIONS AND EXHIBITS 1.1 Definitions. Capitalized terms used in this Agreement shall have the meanings specified in Exhibit A, unless the context requires otherwise. 1.2 Documents Included. This Agreement consists of this document and the following exhibits, all of which are hereby incorporated into this Agreement: Exhibit A: Definitions Exhibit W List of the Parties Exhibit C: Annual Energy Use Exhibit D: Voting Shares Exhibit E: Signatures ARTICLE 2. FORMATION OF CENTRAL COAST COMMUNITY ENERGY 2.1 Effective Date and Term. This Agreement shall become effective and CCCE shall exist as a separate public agency on [insert date], or when both the cities of San Luis Obispo and Morro Bay have executed this Agreement, whichever occurs later. The CCCE shall provide notice to the Parties of the Effective Date. CCCE shall continue to exist, and this Agreement shall be effective, until this Agreement is terminated in accordance with Section 6.4, subject to the rights of the Parties to withdraw from CCCE. 2.2 Formation. There is formed, as of the Effective Date, a public agency named Central Coast Community Energy. Pursuant to Sections 6506 and 6507 of the Act, CCCE is a public agency separate from the Parties. Pursuant to Sections 6508.1 of the Act, the debts, liabilities or obligations of CCCE shall not be debts, liabilities or obligations of the individual Parties unless the governing 01181.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Page 3 body of a Party agrees in writing to assume any of the debts, liabilities or obligations of CCCE. A Party who has not agreed to assume an CCCE debt, liability or obligation shall not be responsible in any way for such debt, liability or obligation even if a majority of the Parties agree to assume the debt, liability or obligation of CCCE. Notwithstanding Section 7.4 of this Agreement, this Section 2.2 may not be amended, unless such amendment is approved by the governing body of each Party. 2.3 Name. CCCE may change its name at any time through adoption of a resolution of the Board of Directors. 2.4 Purpose. The purpose of this Agreement is to establish an independent public agency in order to exercise powers common to each Party to establish and operate a CCE Program that achieves long-term GHG emission reductions by offering clean, cost effective and price stable electricity to residents, businesses, and agricultural producers, while carrying out innovative programs to reduce customer energy use, substantially increase local renewable energy production, and power the local transportation system. To that end, CCCE will study, promote, develop, conduct, operate, and manage energy, energy efficiency and conservation, and other energy -related programs, and to exercise all other powers necessary and incidental to accomplishing this purpose. Without limiting the generality of the foregoing, the Parties intend for this Agreement to be used as a contractual mechanism by which the Parties are authorized to participate in the CCE Program, as further described in Section 4.1. The Parties intend other agreements shall define the terms and conditions associated with the implementation of the CCE Program and any other energy programs approved by CCCE. 2.5 Membership in CCCE 2.5.1 The initial members of CCCE are the City of San Luis Obispo and the City of Morro Bay. Additional cities or counties may also become initial members of CCCE by executing this Agreement and delivering an executed copy of this Agreement and a copy of the adopted ordinance required by Public Utilities Code Section 366.2(c)(12) prior to the Effective Date. 2.5.2 Any city or county that is not an initial member may request to become a member of CCCE by submitting a resolution adopted by its City Council or Board of Supervisors to the Board of CCCE. The Board shall review the request and shall vote to approve or disapprove the request by resolution. The Board may establish conditions, including, but not limited, to financial conditions, under which the city or county may become a member of CCCE. The Board shall notify the existing members of CCCE of that request and the date the request will be on the Board's meeting agenda for action. The date set for Board action shall be at least forty-five (45) days after the date the notice is mailed to the members. If the request is approved by a two-thirds vote of the entire Board, then the 01181.0001 /491349.1 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 I it city or county shall become a member of CCCE under the terms and conditions set forth by the Board and upon the adoption of an ordinance required by Public Utilities Code, section 366.2(c)(12) and the approval and execution of this Agreement by the city or county. 2.6 Powers. CCCE shall have all powers cormnon to the Parties and such additional powers accorded to it by law. CCCE is authorized, in its own name, to exercise all powers and do all acts necessary and proper to carry out the provisions of this Agreement and fulfill its purposes, including, but not limited to, each of the following powers, subject to the voting requirements set forth in Section 3.8: 2.6.1 Make and enter into contracts; 2.6.2 Employ agents and employees, including but not limited to an Executive Officer and General Counsel; 2.6.3 Acquire property by eminent domain, or otherwise, except as limited under Section 6508 of the Act, and to hold or dispose of any property; 2.6.4 Lease any property; 2.6.5 Sue and be sued in its own name; 2.6.6 Incur debts, liabilities, and obligations, including but not limited to loans from private lending sources pursuant to its temporary borrowing powers such as Government Code, section 53850 et seq. or any legal authority under the Act or other laws; 2.6.7 Form other entities if necessary, to carry out energy supply and energy conservation programs or conduct other programs or activities within the powers of CCCE; 2.6.8 Issue revenue bonds and other forms of indebtedness; 2.6.9 Apply for, accept, and receive all licenses, permits, grants, loans or other assistance from any federal, state, or local public agency; 2.6.10 Submit documentation and notices, register, and comply with orders, tariffs and agreements for the establishment and implementation of the CCE Program and other energy programs; 2.6.11 Adopt policies, rules and regulations governing the operation of CCCE; 2.6.12 Make and enter into service agreements relating to the provision of services necessary to plan, implement, operate and administer the CCE Program and other energy programs; 01181.0001 /491349.1 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 2.6.13 Designate another entity authorized to be a community choice aggregator to act as the community choice energy aggregator on behalf of CCCE. 2.7 Limitation on Powers. As required by Government Code, section 6509, the power of CCCE is subject to the restrictions upon the manner of exercising power possessed by City of San Luis Obispo. 2.8 Compliance with Local Zoning and Building Laws. Notwithstanding any other provisions of this Agreement or state law, any facilities, buildings or structures located, constructed or caused to be constructed by CCCE within the territory of CCCE shall comply with the General Plan, zoning and building laws of the local jurisdiction within which the facilities are constructed . 3.1 Board of Directors. CCCE shall be governed by a legislative body known as the a Board of Directors. The initial Board shall consist of two Directors appointed by the governing body of each of the initial Parties. For example, if the initial Parties are the City of San Luis Obispo and the City of Morro Bay, the Board shall consist of four Directors with two Directors appointed by the City Council of San Luis Obispo and two Directors appointed by the City Council of Morro Bay. Each Director shall serve at the pleasure of the governing body of the Party whom appointed such Director, and may be removed as Director by such governing body at any time. If at any time a vacancy occurs on the Board, then a replacement shall be appointed to fill the position of the previous Director within 45 days after the date that position becomes vacant. Directors must be members of the City Council or Board of Supervisors of a Party to this Agreement. Each Party shall appoint an altemate(s) to serve in the absence of its Director(s). Alternates may be members of the City Council or Board of Supervisors of the Party or a staff member of the Party. If additional cities or counties join CCCE, as provided in Section 2.5.2, each city or county that becomes a member of CCCE shall be entitled to two Directors who shall be appointed as set forth above. When the fifth member joins CCCE, the number of Directors per Party shall be reduced to one Director per Party; and each Party shall determine which Director shall continue as that Party's representative on the Board. 3.2 uorum. A majority of the appointed Directors shall constitute a quorum, except that less than a quorum may adjourn from time to time in accordance with law. 3.3 Powers and Functions of the Board. The Board shall exercise the general governance and legislative powers of CCCE, consistent with this Agreement and applicable law. The Board shall provide general policy guidance on the CCE Program and other energy programs. This Agreement delegates contracting powers and administrative powers and oversight over the operations and activities 01181.0001 /491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 • oI SLO to the Operations Board as further described in Section 3.5. Board of Director approval shall be required for any of the following actions in addition to any other actions specified by this Agreement or required by law: The issuance of bonds or any other financing even if program revenues are expected to pay for such financing. 3.3.2 The appointment or termination of the Executive Officer and General Counsel. 3.3.3 The appointment or removal of officers described in Section 3.10. 3.3.4 Any decision to provide retirement orpost-retirement benefits. 3.3.5 The adoption of the annual budget. 3.3.6 The adoption of an ordinance. 3.3.7 The initiation or resolution of claims and litigation where CCCE will be the plaintiff, petitioner, cross complainant or cross petitioner, or intervenor; provided, however, that the Executive Officer or General Counsel, on behalf of CCCE, may intervene in, become a party to, or file comments with respect to any proceeding pending at the California Public Utilities Commission, the Federal Energy Regulatory Commission, or any other administrative agency, without approval of the Board as long as such action is consistent with any adopted Board policies. 3.3.8 The adoption of the Implementation Plan. 3.3.9 The approval of major capital expenditures, excluding power purchases, as defined by Board resolution. 3.3.10 The setting of rates for power sold by CCCE and the setting of charges for any other category of service provided by CCCE. 3.3.11 The approval of new members pursuant to Section 2.5.2. 3.3.12 Termination of the CCE Program. 3.4 Executive Officer. The Board of Directors shall appoint an Executive Officer for CCCE, who shall be responsible for the day-to-day operation and management of CCCE and the CCE Program. The Executive Officer may be retained under contract with CCCE, be an employee of CCCE, or be an employee of one of the Parties. The Executive Officer shall report directly to the Board of Directors and serve as staff to CCCE. The Executive Officer also shall report to and work with the Operations Board on those matters within the jurisdiction of the Operations Board. Except as otherwise set forth in this Agreement, the Executive Officer may exercise all powers of CCCE, including the power to hire, discipline and 01181.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Page 7 terminate employees, as well as the power to approve any agreement if the total amount payable under the agreement is less than $100,000 in any fiscal year, or such higher amount as established by the Board from time to time, by resolution of the Board, except the powers specifically set forth in Section 3.3 or those powers, which by law, must be exercised by the Board of Directors. The Executive Officer shall be responsible for coordinating the actions of the Board of Directors and the Operations Board. The Executive Officer shall serve at the pleasure of the Board of Directors. 3.5 Operations Board. The Operations Board shall consist of the City Manager of each city Party and the Chief Administrative Office or Chief Executive Officer of each county Party. Each Party also may appoint an alternate Director to the Operations Board who shall be a management level employee of the Party. The Operations Board shall provide direction to the Chief Executive Officer on the day-to-day operations of CCCE and shall have the authority to approve and talce action on the following matters: 3.5.1 The approval of all contracts and contract amendments except as provided by Section 3.3.9, including, but not limited to, power purchase agreements. 3.5.2 The adoption of personnel rules and regulations. 3.5.3 The adoption of administrative rules and regulations except as provided otherwise by this Agreement. 3.5.4 Any matters referred to the Operations Board by the Board of Directors for study, review, recommendation or final action. 3.6 Commissions. Boards, and Committees. The Board of Directors may establish commissions, boards or committees, including, but not limited to, a standing executive committee and community advisory committee, as the Board deems appropriate, to advise and assist the Board in carrying out its authority and functions under this Agreement and may delegate authority to such commission, board or committee as set forth in a Board resolution. Such delegation may be modified, amended or revoked at any time as the Board may deem appropriate. The Board may establish rules, regulations, policies, bylaws or procedures to govern any such commissions, boards, or committees, and shall determine whether members shall be compensated or entitled to reimbursement for expenses. Any commission, board or committee established by the Board of Directors shall comply with the applicable requirements of the Ralph M. Brown Act. 3.7 Director Compensation. Directors shall serve without compensation from CCCE. However, Directors may be compensated by their respective appointing authorities. The Board, however, may adopt by resolution a policy relating to the reimbursement by CCCE of expenses incurred by Directors. 01181.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 Page 8 3.8 Board Voting. Except when a supermajority vote is required by Section 3.8.4, action by the Board of Directors or the Operations Board shall require a majority vote of the total number of Directors of the entire Board; provided, however, that so long as CCCE consists of three or less members, all actions of the Board shall require the affirmative vote of at least one Director appointed by each Party. In addition, as described below in Section 3.8.3, upon request of two Directors, each from a different Party, a weighted vote by shares also will be conducted. When such a request is made, an action must be approved by both a majority vote of Directors present and a majority of the voting shares of the entire Board. No action may be approved solely by a vote by shares. The voting shares of Directors and the requirements for voting by shares shall be as follows: 3.8.1 Voting Shares. Each Party shall have a voting share as determined by the following formula: (Annual Energy Use/Total Annual Energy) multiplied by 100, where (a) "Annual Energy Use" means, (i) with respect to the first two years following the Effective Date, the annual electricity usage, expressed in kilowatt hours ("kWh"), within the Party's respective jurisdiction and (ii) with respect to the period after the second anniversary of the Effective Date, the annual electricity usage during the prior Fiscal Year, expressed in kWh, of accounts within a Party's respective jurisdiction that are served by CCCE; and (b) "Total Annual Energy" means the sum of all Parties' Annual Energy Use. The initial values for Annual Energy Use will be designated in Exhibit C, and shall be adjusted annually as soon as reasonably practicable after January 1, but no later than March 1 of each year. Those adjustments shall be approved by the Board of Directors. (c) The combined voting share of all Directors representing a Party shall be based upon the annual electricity usage within the Party's I urisdiction; the combined voting share of a county shall be based upon the annual electricity usage within the unincorporated area of the county. For the purposes of weighted voting by shares, if a Party has more than one Director on the Board of Directors present and voting, then the voting shares allocated to the entity shall be equally divided "amongst its Directors that are present and voting. 3.8.2 Exhibit Showing Voting hares. The initial voting shares will be set forth in Exhibit D. Exhibit D shall be revised no less than annually, as necessary to account for changes in the number of Parties and changes in 01181.0001 /491349.1 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 the Parties' Annual Energy Use. Adjustments to Exhibit D shall be approved by the Board of Directors. Option for Approval by Votin Shares. Any two Directors, each appointed from a different Party, present at a meeting may demand approval of any matter related to the CCE Program shall be determined on the basis of both voting shares and by the affirmative vote of a majority of Directors present at the meeting. If two Directors, each appointed from a different Party, make such a demand with respect to approval of any such matter, then approval of such matter shall require the affirmative vote of a majority of Directors present at the meeting and the affirmative vote of Directors having a majority of the voting shares of the entire Boardt. In the event any one Party has a voting share that equals or exceeds that which is necessary to disapprove the matter being voted on by the Board, at least one other Party shall be required to vote in the negative in order to disapprove such matter. 3.8.4 Special Voting Requirements for Certain Matters. (a) Two -Thirds and Weighted Voting Approval Requirements Relating to Specified Actions. Action of the Board on the matters set forth in Section 2.5.2 (approval of new members), 6.2 (involuntary termination of a Party), or Section 7.4 (amendment of this Agreement) or the approval of any bonds, loans or other indebtedness shall require the affirmative vote of at least two- thirds of the Directors of the entire Board. Notwithstanding the foregoing, any two Directors present at the meeting, each appointed from a different Party, may demand that the vote be determined on the basis of both voting shares and by the affirmative vote of Directors, and if any two Directors, each appointed from a different Party, makes such a demand, then approval shall require the affirmative vote of both at least two- thirds of the Directors on the entire Board and the affirmative vote of Directors having at least two-thirds of the voting shares of the entire Board, as determined by Section 3.8; but, Directors from at least two Parties must vote against a matter for the vote to fail. On votes to involuntarily terminate a Party under.Section 6.2, the Director(s) for the Party subject to involuntary termination may not vote, and the number of Directors constituting two-thirds of all Directors, and the weighted vote of each Party shall be recalculated as if the Party subject to possible termination were not a Parry. (b) Seventy -Five Percent Special Voting Requirement for Eminent Domain . (i) A decision to exercise the power of eminent domain on behalf of CCCE to acquire any property interest other than 01181.0001 /491349.1 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 Page 10 an easement, right -of --way, or temporary construction easement shall require a vote of at least 75% of all the members of the Board of Directors. (ii) Notwithstanding the foregoing, any two Directors present at the meeting, each appointed by a different Party, may demand a vote under subsection (i) be determined on the basis of voting shares and by the affirmative vote of Directors, and if any two Directors, each appointed from a different Party, makes such a demand, then approval shall require both the affirmative vote of at least 75% of the entire Directors on the Board and the affirmative vote of Directors having at least 75% of the voting shares of the entire Board, but Directors from at least two Parties must vote against a matter for the vote to fail. 3.9 Regular and Special Meetings of the Boards. The Board of Directors and Operations Board shall hold the number of regular meetings provided by resolution of each Board. The date, hour and place of each regular meeting shall be fixed by resolution of each Board. Regular meetings may be adjourned to another meeting time. Special and emergency meetings of the Boards may be called in accordance with the provisions of California Government Code, sections 54956 and 54956.5. Directors may participate in meetings telephonically, with full voting rights, only to the extent permitted by law. All meetings shall be conducted in accordance with the provisions of the Ralph M. Brown Act (California Government Code, sections 54950 et seq.). 3.10 Selection of Board Officers. 3.10.1 Chair and Vice Chair. The Directors shall select, from among themselves, a Chair, who shall be the presiding officer of all Board meetings, and a Vice Chair, who shall serve in the absence of the Chair. The Chair and Vice Chair shall each serve for a one-year term at the pleasure of the Board. There shall be no limit on the number of terms held by either the Chair or Vice Chair. The office of either the Chair or Vice Chair shall be declared vacant and a new selection shall be made if: (a) the person serving dies, resigns, or the Party the person represents removes the person as its representative on the Board, or (b) the Party that he or she represents withdraws fiom CCCE pursuant to the provisions of this Agreement. 3.10.2 Secretary. The Board of Directors shall appoint a Secretary who shall be responsible for keeping the minutes of all meetings of the Board and all other official records of CCCE. Ol 181.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 Page 11 3.10.3 Treasurer and Auditor. The Board of Directors shall appoint a Treasurer who shall function as the combined offices of Treasurer and Auditor pursuant to Govermnent Code section 6505.6 and shall strictly comply with the statutes related to the duties and responsibilities specified in Section 6505.5 of the Act. The Treasurer for CCCE shall be the depository and have custody of all money of CCCE from whatever source and shall draw all warrants and pay demands against CCCE as approved by the Board. The Treasurer shall cause an independent audit(s) of the finances of CCCE to be made by a certified public accountant, or public accountant, in compliance with Section 6505 of the Act. The Treasurer shall report directly to the Board of Directors and shall comply with the requirements of treasurers of incorporated municipalities. The Board may transfer the responsibilities of Treasurer to any person or entity as the law may provide at the time. The duties and obligations of the Treasurer are further specified in Article 5. The Treasurer shall serve at the pleasure of the Board of Directors. 3.11 Administrative Services Provider. The Operations Board may appoint one or more administrative services providers to serve as CCCE's agent for planning, implementing, operating and administering the CCE Program, and any other program approved by the Board, in accordance with the provisions of an Administrative Services Agreement. The appointed administrative services provider may be one of the Parties. One or more of the Parties may agree to provide all or a portion of the services in the manner set forth in an Administrative Services Agreement. Employees of the Parties utilized to perform such services shall remain employees of the Parties and subject to the employing Party's control and supervision. An Administrative Services Agreement shall set forth the terms and conditions by which the appointed administrative services provider shall perform or cause to be performed all or enumerated tasks necessary for planning, implementing, operating and administering the CCE Program and other approved programs. The Administrative Services Agreement shall set forth the term of this Agreement, the services to be provided, and the circumstances under which the Administrative Services Agreement may be terminated by CCCE. This section shall not in any way be construed to limit the discretion of CCCE to hire its own employees to administer the CCE Program or any other program. ARTICLE 4. IMPLEMENTATION ACTION AND CCCE DOCUMENTS 4.1 Preliminary Implementation of the CCE Program. 4.1.1 Enabling ordinance. To be eligible to participate in the CCE Program, each Party must adopt an ordinance in accordance with Public Utilities Code section 366.2(c)(12) for the purpose of specifying the Party intends to implement a CCE program by and through its participation in CCCE. 01181.0001 /491349.1 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 Page 12 4.1.2 Implementation Plan. CCCE shall cause to be prepared an Implementation Plan meeting the requirements of Public Utilities Code, section 366.2 and any applicable Public Utilities Commission regulations, as soon after the Effective Date as reasonably practicable. The Implementation Plan shall not be filed with the Public Utilities Commission until it is approved by the Board of Directors. 4.1.3 Integrated Resource Plan. CCCE shall cause to be prepared an Integrated Resource Plan in accordance with CPUC regulations that will ensure the long-term development and administration of a variety of power resources in compliance with the State Renewable Portfolio Standard and other statutory and regulatory requirements of the State of California. 4.1.4 Termination of CCE Program. Nothing contained in this Article or this Agreement shall be construed to limit the discretion of CCCE to terminate the implementation or operation of the CCE Program at any time in accordance with any applicable requirements of state law. 4.2 CCCE Documents. The Parties acknowledge and agree the affairs of CCCE will be implemented through various documents duly adopted by the Board of Directors or Operations Board through Board resolution or minute action; provided, that any Operations Board actions must be consistent with the polices established by the Board of Directors. The Parties agree to abide by and comply with the terms and conditions of all such documents that may be adopted by the Board, subject to the Parties' right to withdraw from CCCE as described in Article 6. ARTICLE 5. FINANCIAL PROVISIONS 5.1 Fiscal Year. CCCE's fiscal year shall be 12 months cormnencing July 1 and ending June 30. The fiscal year may be changed by resolution of the Board of Directors. 5.2 Depository. 5.2.1 All funds of CCCE shall be held in separate accounts in the name of CCCE and not commingled with funds of any Party or any other person or entity. All funds of CCCE shall be strictly and separately accounted for, and regular reports shall be rendered of all receipts and disbursements, at least quarterly during the fiscal year. The books and records of CCCE shall be open to inspection by the Parties at all reasonable times. The Board of Directors shall contract with a certified public accountant or public accountant to make an annual audit of the accounts and records of CCCE, which shall be conducted in accordance with the requirements of Section 6505 of the Act. 011 81.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 Page 13 5.2.3 All expenditures shall be made in accordance with the approved budget and upon the approval of any officer so authorized by the Board in accordance with its policies, rules and regulations. The Treasurer shall draw checks or warrants or make payments by other means for claims or disbursements not within an applicable budget only upon the prior approval of the Board. 5.3 Budget and Recovery of Costs. 5.3.1 Budget. The initial budget shall be approved by the Board of Directors. The Board may revise the budget from time to time as may be reasonably necessary to address contingencies and unexpected expenses. All subsequent budgets of CCCE shall be approved by the Board of Directors. 5.3.2 Funding of Initial Costs. In the event the CCE Program becomes operational, any Initial Costs paid by the Parties shall be included in the customer charges for electric services as provided by Section 5.3.3 to the extent recovery of such costs is permitted by law, and the Parties shall be reimbursed from the payment of such charges by customers of CCCE. Prior to such reimbursement, the Parties shall provide such documentation of costs paid as the Board may request. CCCE may establish a reasonable time period over which such costs are recovered. In the event the CCE Program does not become operational, the Parties who had contributed Initial Costs shall not be entitled to any reimbursement from CCCE or any other Party. If any Party assists in funding initial costs, then that Party shall also be entitled to reimbursement pursuant to this section. 5.3.3 CCE Program Costs. The Parties desire all costs incurred by CCCE that are directly or indirectly attributable to the provision of electric, conservation, efficiency, incentives, financing, or other services provided under the CCE Program, including, but not limited to, the establishment and maintenance of various reserves and performance funds and administrative, accounting, legal, consulting, and other similar costs, shall be recovered through charges to CCE customers receiving such electric services, or from revenues from grants or other third -party sources. 5.3.4 Additional Contributions and Advances. Pursuant to Government Code section 6504, the Parties may, in their sole discretion, make financial contributions, loans or advances to CCCE for the purposes of CCCE set forth in this Agreement. The repayment of such contributions, loans or advances will be on the written terms agreed to by the Party making the contribution, loan or advance to the CCCE. ARTICLE 6. WITHDRAWAL AND TERMINATI®N 6.1 Withdrawal Provisions. 01181.0001 /491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B98-8C29-B265A320EA73 Page 14 6.1.1 General Right to Withdraw. A Party may withdraw its membership in CCCE, effective as of the beginning of CCCE's fiscal year, by giving no less than &months' advance written notice of its election to do so, which notice shall be given to CCCE and each Party. Withdrawal of a Party shall require an affirmative vote of the Party's governing body. 6.1.2 Right to Withdraw After Amendment. Notwithstanding Section 6.1.1, a Party may withdraw its membership in CCCE following, an amendment to this Agreement adopted by the Board of Directors which the Party's Director(s) voted against; provided, that such notice is given in writing within thirty (30) days following the date of the vote. Withdrawal of a Party under this section shall require an affirmative vote of the Party's governing body and shall not be subject to the six-month advance notice provided in Section 6.1.1. In the event of such withdrawal, the Party shall be subject to the provisions of Section 6.3. 6.1.3 The Right to Withdraw Prior to Pro;;ram Launch. After receiving bids from power suppliers before the CCE Program launch, CCCE shall provide to the Parties a report from the consultant retained by CCCE that compares the total estimated electrical rates that CCCE will be charging to customers as well as the estimated greenhouse gas emissions rate and the amount of estimated renewable energy used with that of the incumbent utility. If the report finds that any one of the following conditions exists, then a Parry may immediately withdraw its membership in CCCE without any financial obligation, as long as the Party provides written notice of its intent to withdraw to CCCE Board of Directors no more than fifteen (15) days after receiving the report. Those conditions include: 1) the CCCE is unable to provide total electrical rates that are equal to or less than the incumbent utility at time of program launch, 2) the CCCE is unable to provide electricity that has equal or lower greenhouse gas emissions than the incumbent utility, and 3) the CCCE is not able to snatch or exceed the incumbent utility's renewable energy performance pursuant to the State Renewable Portfolio Standard. Any Parry that withdraws from CCCE pursuant to this section shall not be entitled to any refund of the Initial Costs it has paid to CCCE prior to the date of withdrawal unless CCCE is later terminated pursuant to Section 6.4. In such event, any Initial Costs not expended by CCCE shall be returned to all Parties, including any Party that has withdrawn pursuant to this section, in proportion to the contribution that each made. Notwithstanding anything to the contrary in this Agreement, any Party that withdraws pursuant to this section shall not be responsible for any liabilities or obligations of CCCE after the date of withdrawal, including without limitation any liability arising from power purchase agreements entered into by CCCE. 6.1.4 Withdrawal Documents. Except as provided by Section 6.1.3, a Party that wIthdraws its participation in the CCE Program maybe subject to certain 01181.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Page 15 continuing financial obligations, as described in Section 6.3. Each withdrawing Party and CCCE shall execute and deliver all further instruments and documents, and take any further action that may be reasonably necessary, as determined by the Board, to effectuate the orderly withdrawal of such Party from participation in the CCE Program. 6.2 iiLML Termination of a Party. Participation of a Parry in the CCE Program may be terminated for material non-compliance with provisions of this Agreement or any other agreement relating to the Parry's participation in the CCE Program upon a vote of Board members as provided in Section 3.8.4(a). Prior to any vote to terminate participation with respect to a Party, written notice of the proposed termination and the reason(s) for such termination shall be delivered to the Party whose termination is proposed at least thirty (30) days prior to the regular Board meeting at which such matter shall first be discussed as an agenda item. The written notice of proposed termination shall specify the particular provisions of this Agreement or other agreement that the Party has allegedly violated. The Party subject to possible termination shall have the opportunity at the next regular Board meeting to respond to any reasons and allegations that may be cited as a basis for termination prior to a vote regarding termination. A Party that has had its participation in the CCE Program terminated shall be subject to in the provisions of Section 6.3. 6.3 Continuing Financial Obligations; Refund. Except as provided by Section 6.1.3, upon a withdrawal or involuntary termination of a Party, the Party shall remain responsible for any claims, demands, damages, or other financial obligations arising from the Party membership or participation in the CCE Program through the date of its withdrawal or involuntary termination, subject to the provisions of Section 2.2. Thereafter, notwithstanding Section 2.2, the withdrawing or terminated Party shall be responsible and liable for any damages, losses or costs incurred by CCCE resulting from the Party's withdrawal including, but are not limited to, losses from the resale of power contracted for by CCCE to serve the Party's load. With respect to such financial obligations, upon notice by a Party that it wishes to withdraw from the CCE Program, CCCE shall notify the Party of the minimum waiting period under which the Party would have no costs for withdrawal if the Parry agrees to stay in the CCE Program for such period. The waiting period will be set to the minimum duration required so no costs are transferred to remaining ratepayers. If the Party elects to withdraw before the end of the minimum waiting period, then the charge for withdrawal shall be set at a dollar amount that would offset the estimated losses to CCCE and costs to the remaining ratepayers, and may not include punitive charges that exceed actual costs. For the purposes of this section, actual costs shall include not only any financial losses or increased operating costs incurred by CCCE, but also all staff time and consultant costs related to the withdrawal. CCCE may withhold funds otherwise owing to the Party or may require the Party to deposit sufficient funds with CCCE, as reasonably determined by and approved by the Board of Directors, to cover the Party's financial obligations for the costs described above. Any amount of the Parry's funds held on deposit with CCCE above that which is 01181.0001 /491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Page 16 required to pay any financial obligations shall be returned to the Party. If there is a disagreement related to the charge(s) for withdrawal or exiting, then the Parties shall attempt to settle the amount through mediation or other dispute resolution process as authorized by Section 7.1. If the dispute is not resolved, then the Parties may agree in writing to proceed to arbitration, or any party may seek judicial review. 6.4 Mutual Termination. This Agreement maybe terminated by mutual agreement of all the Parties; provided, however, the foregoing shall not be construed as limiting the rights of a Parry to withdraw its participation in the CCE Program, as described in Section 6.1. 6.5 Disposition of Propert�pon Termination of CCCE. Upon termination of this Agreement, any surplus money or assets in possession of CCCE for use under this Agreement, after payment of all liabilities, costs, expenses, and charges incurred under this Agreement and under any program documents, shall be returned to the then -existing Parties in proportion to the contributions made by each. ARTICLE 7. MISCELLANEOUS PROVISIONS 7.1 Dispute Resolution. The Parties and CCCE shall make reasonable efforts to informally settle all disputes arising out of or in connection with this Agreement. Before exercising any remedy provided by law, a Party or Parties and CCCE shall engage in nonbinding mediation or arbitration in the mamler agreed upon by the Party or Parties and CCCE. In the event nonbinding mediation or arbitration is not commenced or does not result in the settlement of a dispute within 120 days after the demand for nonbinding mediation or arbitration is made, the Party or Parties and CCCE may pursue any remedy provided by law. 7.2 Liability of Directors, Officers, and Employees. The Directors, officers, and employees of CCCE shall use ordinary care and reasonable diligence in the exercise of their powers and in the performance of their duties pursuant to this Agreement. No current or former Director, officer, or employee will be responsible for any act or omission by another Director, officer, or employee. CCCE shall defend, indemnify and hold harmless the individual current and former Directors, officers, and employees for any acts or omissions in the scope of their employment or duties in the manner provided by Government Code section 995 et seq. Nothing in this section shall be construed to limit the defenses and immunities available under the law, to the Parties, CCCE, or its Directors, officers, or employees. 7.3 Indemnification of Parties. CCCE shall acquire such insurance coverage as is necessary to protect the interests of CCCE, the Parties, and the public. CCCE shall defend, indemnify, and hold harmless the Parties and each of their respective Council and Board of Supervisors Members, officers, officials, agents and employees, from any and all claims, losses, damages, costs, injuries, and 011 A L0001/49I349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Page 17 liabilities of every kind arising directly or indirectly from the conduct, activities, operations, acts, and omissions of CCCE under this Agreement. 7.4 Amendment of this Agreement. This Agreement may not be amended except by a written amendment approved by the Board of Directors as provided in Section 3.8.4(a). CCCE shall provide written notice to all Parties of amendments to this Agreement, including the effective date of such amendments, at least 30 days prior to the date upon which the Board votes on such amendments. 7.5 Assi ng ment. Except as otherwise expressly provided in this Agreement, the rights and duties of the Parties may not be assigned or delegated without the advance written consent of all of the other Parties, and any attempt to assign or delegate such rights or duties in contravention of this Section 7.5 shall be null and void. This Agreement shall inure to the benefit of, and be binding upon, the successors and assigns of the Parties. This Section 7.5 does not prohibit a Party from entering into an independent agreement with another agency, person, or entity regarding the financing of that Party's contributions to CCCE, or the disposition of proceeds which that Party receives under this Agreement, so long as such independent agreement does not affect, or purport to affect, the rights and duties of CCCE or the Parties under this Agreement. 7.6 Severability. If one or more clauses, sentences, paragraphs or provisions of this Agreement shall be held to be unlawful, invalid or unenforceable, then it is hereby agreed by the Parties, the remainder of this Agreement shall not be affected thereby. Such clauses, sentences, paragraphs or provision shall be deemed reformed so as to be lawful, valid and enforced to the maximum extent possible. 7.7 Further Assurances. Each Party agrees to execute and deliver all further instruments and documents, and take any further action that may be reasonably necessary, to effectuate the purposes and intent of this Agreement. 7.8 Execution by Counterparts. This Agreement may be executed in any number of counterparts, and upon execution by all Parties, each executed counterpart shall have the same force and effect as an original instrument and as if all Parties had signed the same instrument. Any signature page of this Agreement may be detached from any counterpart of this Agreement without impairing the legal effect of any signatures thereon, and may be attached to another counterpart of this Agreement identical in form hereto but having attached to it one or more signature pages. 7.9 Parties to be Served Notice. Any notice authorized or required to be given pursuant to this Agreement shall be validly given if served in writing either personally, by deposit in the United States mail, first class postage prepaid with return receipt requested, or by a recognized courier service. Notices given (a) personally or by courier service shall be conclusively deemed received at the time of delivery and receipt and (b) by mail shall be conclusively deemed given 48 hours after the deposit thereof (excluding Saturdays, Sundays and holidays) if Ol r81.000r/4913491 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 i the sender receives the return receipt. All notices shall be addressed to the office of the clerk or secretary of CCCE or Party, as the case may be, or such other person designated in writing by CCCE or Party. Notices given to one Party shall be copied to all other Parties. Notices given to CCCE shall be copied to all Parties. [Signatures on next page] 01181.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 CITY OF SAN LUIS OBISPO, a Calif tpal corporation �,i �avwle�, Mayor AT �pcuSigned by: LB98BADBF9C78436... By: Teresa Purrington5 City Clerk APP ����:TO FORM: By• L(;t 645BC6BC44F... Christine Dietrick, City Attorney CITY OF MORRO BAY, a California By. •�PB8h4997c8�8s5i.. Jamie L. Irons, Mayor ATTEST CDocuSigned by: 3Y:� sWA.lnr.,Sbin, SAmm�nmrnFd� Dana Swanson, City Clerk APPROVED AS TO FORM DocuSrigned by: CbSt�u, �. �aln.Inbin.t, By• 8400370FD52B4BC... Joseph W. Pannone, City Attorney 01181.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Page 1 1NW1112111 1 "Act" means the Joint Exercise of Powers Act of the State of California (Government Code section 6500 et seq.) "Administrative Services Agreement" means an agreement or agreements entered into after the Effective Date by CCCE with an entity that will perform tasks necessary for planning, implementing, operating and/or administering the CCE Program, or any portion of the CCE Program or any other energy programs adopted by CCCE. "Agreement" means this Joint Powers Agreement. "Annual Energy Use" has the meaning given in Section 3.7.1. "Board" means the Board of Directors of CCCE unless the context indicates that the use of the word "Board" also is intended to include the Operations Board. "CCE" or "Community Choice Energy" or "CCA" or "Community Choice Aggregation" means an electric service option available to cities and counties pursuant to Public Utilities Code Section 366.2. "CCE Program" or "CCA Program" means CCCE's program relating to CCE that is principally described in Sections 2.3, 2.4, and 4.1. "Director" means a member of the Board of Directors or the Operations Board representing a Party. "Effective Date" means the date on which this Agreement shall become effective and CCCE shall exist as a separate public agency, as described in Section 2.1. "Implementation Plan" means the plan generally described in Section 4.1.2 of this Agreement that is required under Public Utilities Code section 366.2 to be filed with the California Public Utilities Commission for the purpose of describing a proposed CCE Program. "Initial Costs" means all costs incurred by Parties and/or CCCE relating to the establishment and initial operation of CCCE, such as the hiring of an Executive Officer and any administrative staff, and any required accounting, administrative, technical, or legal services in support of CCCE's initial activities or in support of the negotiation, preparation, and approval of one or more Administrative Services Agreements, Power Purchase Agreements, or financing transactions. Operations Board means the Board established by Section 3.5. "Parties" or "Members" means, collectively, the City of San Luis Obispo and the City of Morro Bay and any other city or county which timely executes this Agreement pursuant to Section 2.5.1 or is added to this Agreement pursuant to Section 2.5.2 and is listed in Exhibit B. 011 S L0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 "Party," "Member" or "Member Agency" means a signatory to this Agreement. "Total Annual Energy" has the meaning given in Section l /.1. "CCCE Document(s)" means documents) duly adopted by the Board by resolution or motion implementing the powers, functions, and activities of CCCE, including but not limited to the annual budget, rules, regulations, plans and policies. 01181.0001l491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Page 3 EXHIBIT B LIST OF PARTIES 01181.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Page 1 City of San Luis Obispo 237,472 MWh City of Morro Bay 455882 MWh Exhibit C Page 1 of 1 01181.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-6265A320EA73 Page 1 EXHIBIT D VOTING SHARES City of San Luis Obispo 84 City of Morro Bay 16 Exhibit D Page 1 of 1 011 81.0001/491349.1 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 Page 1 Exhibit E Page 1 of 1 01 181.0001 /491349.1 DocuSign Envelope ID: A61514B9-4FOA-469B-8C29-B265A320EA73 'I I • i I�, i ' A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN LUIS OBISPO, CALIFORNIA, APPROVING THE JOINT POWERS AGREEMENT ESTABLISHING CENTRAL COAST COMMUNITY ENERGY ON BEHALF OF THE CITY OF SAN LUIS OBISPO. WHEREAS, AB 1 i 7, adopted as California state law in 2002, permits cities, counties, or Joint Power Authorities comprised of cities and counties to aggregate residential, commercial, industrial, municipal and institutional electric loads through Community Choice Aggregation (CCA); and WHEREAS, the Crty of San Luis Obispo commissioned a technical study to analyze the feasibility of a CCA program serving the City and the San Luis Obispo region; and WHEREAS, the City of San Luis Obispo wishes to be a community choice aggregator and has introduced the Ordinance required by Public Utilities Code Section 366.2 in order to do so; and WHEREAS, the City of Morro Bay also wishes to be a community choice aggregator and will also introduce the Ordinance as required by Public Utilities Code Section 366.22 and WHEREAS, pursuant to Section 366.2 two or more entities authorized to be a community choice aggregator may participate as a group in a community choice aggregation program through a joint powers agency established pursuant to Chapter 5 (commencing with Section 6500) of Division 7 of Title I of the Government Code, if each entity adopts the aforementioned ordinance; and WHEREAS, the City Council has considered the proposed Joint Exercise of Powers Agreement, a draft of which is attached hereto as Exhibit A, under which the City of San Luis Obispo and City of Morro Bay will become the initial members of Central Coast Community Energy (CCCE) Authority; and WHEREAS, once the California Fublic Utilities Commission certifies the Implementation Plan created by CCCE, it will provide service to customers within fire cities and counties that choose to join CCCE and to participate in the CCA program; and WHEREAS, under Public Utilities Code section 366.2, customers have the right to opt - out ofthe CCE program and continue to receive service from the incumbent utility. NOW, THEREFORE, BE IT RESOLVED by the Council of the City of San Luis Obispo that: SECTION 1. The City Council hereby approves the Joint Exercise of Powers Agreement attached hereto as Exhibit A to form the Central Coast Community Energy (CCCE) Authority. R 10943 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) Page 2 SECTION 2. That Aaron Gomez and Andrea (Andy) Pease are hereby appointed as the initial Directors on the CCCE Board of Directors representing the City of San Luis Obispo. SECTION 3. This resolution and the establishment of the Central Coast Community Energy Authority is exempt from the requirements of the California Environmental Quality Act (CEQA) pursuant to the State CEQA Guidelines, as it is not a "project" since this action involves organizational and administrative activities of government that will not result in direct or indirect physical changes in the environment. (14 Cal. Code Regs. § 15378(b)(5)). Further, the ordinance is exempt from CEQA as there is no possibility that the ordinance or its implementation would have a significant negative effect on the environment. (14 Cal. Code Regs.§ 15061(b)(3)). A Notice of Exemption shall be filed as authorized by CEQA and the State CEQA guidelines. SECTION 4. This resolution shall be effective upon the adoption of Ordinance No. 1654, an Ordinance of the City of San Luis Obispo authorizing the implementation of a Community Choice Aggregation (CCA) Program. BE IT FURTHER RESOLVED that the Mayor and/or City Manager is hereby authorized and directed to execute the Joint Exercise of Powers Agreement on behalf of the City of San Luis Obispo, which will establish CCCE with the City as a founding member. Upon motion of Council Member Rivoire, seconded by Council Member Pease, and on the I ollowing roll call vote: AYES: Council Members Gomez, Pease and Rivoire, Vice Mayor Christianson and Mayor Harmon NOES: None ABSENT: None The foregoing resolution was adapted this 18t'' day of September, 2018. 17i i' Mayor ATTEST: Teresa Purrington City Clerk R I0943 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) Page 3 APPROVED AS J. Q1�ristine Di ity Attorney IN WITNESS WHEREOF,1 have hereunto set my hand and affixed the official seal of the City of San Luis Obispo, California, this 20t'4 day of 201 Teresa Furrington City Clerk R 10943 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 1 JOINT EXERCISE OF POWER AGREEMENT RELATING TO AND CREATING CENTRAL COAST COMMUNITY ENERGY This Joint Exercise of Powers Agreement, effective as of , 4018 is made and entered into pursuant to the provisions of Title 1, Division 7, Chapter 5, Article I (Section 6500 et seq.) of the California Government Code among the Parties. RECITALS A. The Parties share various powers under California law, including, but not limited to, the power to purchase, supply, and aggregate electricity for themselves and customers within their jurisdictions. B. In 2006, the State Legislature adopted AB 32, the Global Warming Solutions Act, which mandates a reduction in greenhouse gas emissions in 2020 to 1990 levels. In 2016, the State Legislature adopted SB 32, which mandates statewide greenhouse gas emissions be reduced to 40 percent below the 1990 level by 2030. The California Air Resources Board is promulgating regulations to implement the greenhouse gas reduction targets, which will require local governments to develop programs to reduce greenhouse gas emissions. C. The purposes for entering into this Agreement include: a. Reducing greenhouse gas emissions; b. Providing electric power to customers at a competitive cost; c. Carrying out programs to reduce energy consumption; d. Stimulating and sustaining the local. economy by developing local jobs in renewable energy and energy efficiency; and e. Promoting long-term electric rate stability and energy security and reliability for residents through local control of electric generation resources. D. It is the mission and purpose of this Agreement to build a strong Community Choice Energy (CCE) program that is locally controlled and delivers greenhouse gas emission reductions, cost•competitive clean electricity, product choice, price stability, and energy efficiency. E. It is the intent of this Agreement to promote the development and use of a wide range of renewable energy sources and energy efficiency programs, including but not limited to solar, wind, and biomass energy production. The purchase of renewable power and greenhouse gas4ree energy sources will decrease regional greenhouse gas emissions and accelerate the State's transition to clean power resources to the extent feasible. Implementing a CCE program pursuant to this Agreement also will add increasing levels of locally generated renewable resources. 0I 181.00011491349.I DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 2 F. The Parties desire to establish a separate public agency, known as Central Coast Community Energy, a California joint powers authority, or CCCE, under the provisions of the Joint Exercise of Powers Act of the State of California (Government Code Section 6500 et seq.) ("Act") in order to collectively study, promote, develop, conduct, operate, and manage energy programs. G. The Parties have each adopted an ordinance electing to implement, through the CCCE, a common CCE program (also known as a Community Choice Aggregation (CCA) program) hereinafter called the CCE Program, pursuant to California Public Utilities Code, sections 331.1(b) and 366.2. The first priority of the CCCE will be the consideration of those actions necessary to implement the CCE Program. AGREEMENT NOW, THEREFORE, in consideration of the mutual promises, covenants, and conditions hereinafter set forth, it is agreed by and among the Parties as follows: ARTICLE 1. DEFINITIONS AND EXHIBITS 1.1 Definitions. Capitalized terms used in this Agreement shall have the meanings specified in Exhibit A, unless the context requires otherwise. 1.2 Documents Included. This Agreement consists of this document and the following exhibits, all of which are hereby incorporated into this Agreement: Exhibit A: Definitions Exhibit B: List of the Parties Exhibit C: Annual Energy Use Exhibit D: Voting Shares Exhibit E: Signatures ARTICLE 2. FORMATION OF CENTRAL COAST COMMUNITY ENERGY 2.1 EfTective Date and Term. This Agreement shall become effective and CCCE shall exist as a separate public agency on [insert date], or when both the cities of San Luis Obispo and Morro Bay have executed this Agreement, whichever occurs later. The CCCE shall provide notice to the Parties of the Effective Date. CCCE shall continue to exist, and this Agreement shall be effective, until this Agreement is terminated in accordance with Section 6.4, subject to the rights of the Parties to withdraw from CCCE. 2.2 Formation. There is formed, as of the Effective Date, a public agency named Central Coast Community Energy. Pursuant to Sections 6506 and 650? of the Act, CCCE is a public agency separate from the Parties. Pursuant to Sections 6508.1 of the Act, the debts, liabilities or obligations of CCCE shall not be debts, liabilities or obligations of the individual Parties unless the governing (71 i 81.41Q(l I (491344. DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 3 body of a Party agrees in writing to assume any of the debts, liabilities or obligations of CCCE. A Party who has not agreed to assume an CCCE debt, liability or obligation shall not be responsible in any way for such debt, liability or obligation even if a majority of the Parties agree to assume the debt, liability or obligation of CCCE. Notwithstanding Section 7.4 of this Agreement, this Section 2.2 may not be amended, unless such amendment is approved by the governing body of each Party. 2.3 Name. CCCE may change its name at any time through adoption. of a resolution of the Board of Directors. 2.4 Purpose. The purpose of this Agreement is to establish an independent public agency in order to exercise powers common to each Party to establish and operate a CCE Program that achieves long-term GHG emission reductions by offering clean, cost effective and price stable electricity to residents, businesses, and agricultural producers, while carrying out innovative programs to reduce customer energy use, substantially increase local renewable energy production, and power the local transportation system. To that end, CCCE will study, promote, develop, conduct, operate, and manage energy, energy efficiency and conservation, and other energy -related programs, and to exercise all other powers necessary and incidental to accomplishing this purpose. Without limiting the generality of the foregoing, the Parties intend for this Agreement to be used as a contractual mechanism by which the Parties are authorized to participate in the CCE Program, as further described in Section 4.1. The Parties intend other agreements shall define the terms and conditions associated with the implementation of the CCE Program and any other energy programs approved by CCCE. 2.S Membership in CCCE 2.5. I The initial members of CCCE are the City of San Luis Obispo and the Ciiy of Morro Bay. Additional cities or counties may also become inal members of CCCE by executing this Agreement and delivering an executed copy of this Agreement and a copy of the adopted ordinance required by Public Utilities Code Section 366.2(c)(12) prior to the Effective Date. 2.5.2 Any city ar county that is not an initial member may request to become a member of CCCE by submitting a resolution adopted by its City Council or Board of Supervisors to the Board of CCCE. The Board shall review the request and shall vote to approve or disapprove the request by resolution. The Board may establish conditions, including, but not limited, to financial conditions, under which the city or county may become a member of CCCE. The Board shall notify the existing members of CCCE of that request and the date the request will be on the Board's meeting agenda for action. The date set for Board action shall be at least forty-five (45) days after the date the notice is mailed to the members. If the request is approved by a two-thirds vote of the entire Board, then the 01 181.0001/49 i 349. € DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 4 city or county shall become a member of %CCE under the terms and conditions set forth by the Board and upon the adoption of an ordinance required by Public Utilities Code, section 366.2(c)(12) and the approval and execution of this Agreement by the city or county. 2.6 Powers. CCCE shall have all powers common to the Parties and such additional powers accorded to it by law. CCCE is authorized, in its own name, to exercise all powers and do all acts necessary and proper to carry out the provisions of this Agreement and fulfill its purposes, including, but not limited to, each of the following powers, subject to the voting requirements set forth in Section 3.8. 2.6.1 Make and enter into contracts; 2.6.2 Employ agents and employees, including but not limited to an Executive Officer and General Counsel; 2.6.3 Acquire property by eminent domain, or otherwise, except as limited under Section 6508 of the Act, and to hold or dispose of any property, 2.6.4 Lease any property; 2.6.5 Sue and be sued in its awn name; 2.6.6 Incur debts, liabilities, and obligations, including but not limited to loans from private lending sources pursuant to its temporary borrowing powers such as Government Code, section 53850 et seq. or any legal authority under the Act or other laws; 2.6.7 Form other entities if necessary, to carry out energy supply and energy conservation programs or conduct other programs or activities within the powers of CCCE; 2.6.8 Issue revenue bonds and other forms of indebtedness; 2.6.9 Apply for, accept, and receive all licenses, permits, grants, loans ar other assistance from any federal, state, or local public agency; 2.6.10 Submit documentation and notices, register, and comply with orders, tariffs and agreements for the establishment and implementation of the CCE Program and other energy programs, 2.6.11 Adopt policies,. rules and regulations governing the operation of CCCE; 2.6.12 Make and enter into service agreements relating to the provision of services necessary to plan, implement, operate and administer the CCE Program and other energy programs, Of 1$t.00t}I/491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 5 2.6.13 Designate another entity authorized to be a community choice aggregator to act as the community choice energy aggregator on behalf of CCCE. 2.7 Limitation on Powers. As required by Government Cade, section 6509, the power of CCCE is subject to the restrictions upon the manner of exercising power possessed by City of San Luis Obispo, 2.8 Campliante with Local Zonin and Bung Laws. Notwithstanding any other provisions of this Agreement or state law, any facilities, buildings or structures located, constructed or caused to be constructed by CCCE within the territory of CCCE shall comply with the General Plan, zoning and building laws of the local jurisdiction within which the facilities are constructed . ARTICLE 3. GOVERNANCE AND INTERNAL ORGANIZATION 3.1 Board of Directors. CCCE shall be governed by a legislative body known as the a Board of Directors. The initial Board shall consist of two Directors appointed by the governing body of each of the initial Parties. For example, if the initial Parties are the City of San Luis Obispo and the .City of Morro Bay, the Board shall consist of four Directors with two Directors appointed by the City Council of San Luis Obispo and two Directors appointed by the City Council of Morro Bay. Each Director shall serve at the pleasure of the governing body of the Party whom appointed such Director, and may be removed as Director by such governing body at any time. If at any time a vacancy occurs on the Board, then a replacement shall be appointed to fill the position of the previous Director within 45 days after the date that position becomes vacant. Directors must be members of the City Council or Board of Supervisors of a Party to this Agreement. Each Party shall appoint an alternate(s) to serve in the absence of its Director(s). Alternates may be members of the City Council or Board of Supervisors of the Party or a staff member of the Party. If additional cities or counties join CCCE, as provided in Section 2.5.2, each city or county that becomes a member of CCCI✓ shall be entitled to two Directors who shall be appointed as set forth above. When the fifth member joins CCCE, the number of Directors per Party shall be reduced to one Director per Party; and each Party shall determine which Director shall continue as that Party's representative on the Board. 3.2 uorum. A majority of the appointed Directors shall constitute a quorum, except that less than a quorum may adjourn from time to time in accordance with law. 3.3 .Powers and Functions of the Board. The Board shall exercise the general governance and legislative powers of CCCE, consistent with this Agreement and applicable law. The Board shall provide general policy guidance on. the CCE Program and other energy programs. This Agreement delegates contracting powers and administrative powers and oversight over the operations and activities Q1 [8LQ4fl1144t349.t DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (201 8 Series) EXHIBIT A Page 6 of SI.,O to the Operations Board as further described in Section 3.5. Board of Director approval shall be required for any of the following actions in addition to any other actions specified by this Agreement or required by law: 3.3.1 The issuance of bonds or any other financing even if program revenues are expected to pay for such financing. The appointment or termination of the Executive Officer and General Counsel. 3.3.3 The appointment or removal of off cers described in Section 3.10. 3.3.4 Any decision to provide retirement orpost-retirement benefits. 3.3.5 The adoption of the annual budget. 3.3.6 The adoption of an ordinance. 3.3.7 The initiation or resolution of claims and litigation where CCCE will be the plaintiff, petitioner, cross complainant or cross petitioner, or intervenor; provided, however, that the Executive Officer or General Counsel, on behalf of CCCE, may intervene in, become a party to, or file comments with respect to any proceeding pending at the California Public Utilities Commission, the Federal Energy Regulatory Commission, or any other administrative agency, without approval of the Board as long as such action is consistent with any adopted Board policies. 3.3.$ The adoption of the Implementation Plan. 3.39 The approval of major capital expenditures, excluding power purchases, as defined by Board resolution. 10 The setting of rates for power sold by t:.CC1✓ and the setting of charges for any other category of service provided by CCCE. 3.3.11 The approval of new members pursuant. to Section 2.5.2. 3.3.12 Termination of the CCE Program. 3.4 Executive Officer. The Board of Directors shall appoint an Executive Officer for CCCE, who shall be responsible for the day-to-day operation and management of CCCE and the CCE Program. The Executive Officer may be retained under contract with CCCE, be an employee of CCCE, or be an employee of one of the Parties. The Executive Officer shall report directly to the Board of Directors and serve as staff to CCCE. The Executive Officer also shall report to and work with the Operations Board on those matters within the jurisdiction of the Operations Board. Except as otherwise set forth in this Agreement, the Executive Officer may exercise all powers of CCCE, including the power to hire, discipline and 01181.0001/49l349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) MdHLpMMA terminate employees, as well as the power to approve any agreement if the total amount payable under the agreement is less than $100,000 in any fiscal year, or such higher amount as established by the Board from time to time, by resolution of the Board, except the powers specifically set forth in Section 3.3 or those powers, which by law, must be exercised by the Board of Directors. The Executive Officer shall be responsible for coordinating the actions of the Board of Directors and the Operations Board. The Executive Officer shall serve at the pleasure of the Board of Directors. 3.5 gyrations Board. The Operations Board shall consist of the City Ylanager of each city Party and the Chief Administrative Office or Chief Executive Officer of each county Party. Each Party also may appoint an alternate Director to the Operations Board who shall be a management level employee of the Party. The Operations Board shall provide direction to the Chief Executive Officer on the day-to-day operations of CCCE and shall have the authority to approve and take action on the following matters: 3.5.1 The approval of all contracts and contract amendments except as provided by Section 3.3.9, including, but not Iimited to, power purchase agreements. 3.5.2 The adoption of personnel rules and regulations. 3.5.3 The adoption of administrative rules and regulations except as provided otherwise by this Agreement. 3.5.4 Any matters referred to the Qperations Board by the Board of Directors for study, review, recommendation or final action. 3.6 Commissions. Boards and Committees. The Board of Directors may establish commissions, boards or committees, including, but not limited to, a standing executive committee and community advisory committee, as the Board deems appropriate, to advise and assist the Board in carrying out its authority and functions under this Agreement and may delegate authority to such commission, board or committee as set forth in a Board resolution. Such delegation may be modified, amended or revoked at any time as the Board may deem appropriate. The Board may establish rules, regulations, policies, bylaws or procedures to govern any such commissions, boards, or committees, and shall determine whether members shall be compensated or entitled to reimbursement for expenses. Any commission, board or committee established by the Board of Directors shall comply with the applicable requirements of the Ralph M. Brown Act. 3.7 Director Compensation. Directors shall serve without compensation from CCCE. However, Directors may be compensated by their respective appointing authorities. The Board, however, may adopt by resolution a policy relating to the reimbursement by CCCE of expenses incurred by Directors. DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 8 3*8 Board Voting. Except when a supermajority vote is required by Section action by the Board of Directors or the Operations Board shall require a majority vote of the total number of Directors of the entire Board, provided, however, that so long as CCCE consists of three or less members, all actions of the Board shall require the affirmative vote of at least one Director appointed by each Party. In addition, as described below in Section 3.8.3, upon request of two Directors, each from a different Party, a weighted vote by shares also will be conducted. When such a request is made, an action must be approved by both a majority vote of Directors present and a majority of the voting shares of the entire Board. No action may be approved solely by a vote by shares. The voting shares of Directors and the requirements for voting by shares shall be as follows: 3.8.1 Voting Shares, Each Party shall have a voting share as determined by the following formula: (Annual Energy Use/Total Annual Energy) multiplied by 100, where (a) "Annual Energy Use" means, (i) with respect to the fast two years following the Effective Date, the annual electricity usage, expressed in kilowatt hours ("kWh"), within the Party's respective jurisdiction and (if) with respect to the period after the second anniversary of the Effective Date, the annual electricity usage during the prior Fiscal Year, expressed in kWh, of accounts within a Party's respective jurisdiction that are served by CCCE; and (b} "Total Annual Energy" means the sum of all Parties' Annual Energy Use. The initial values for Annual Energy Use will be designated in Exhibit C, and shall be adjusted annually as soon as reasonably practicable after January 1, but no later than March 1 of each year. Those adjustments shall be approved by the Board of Directors. (c} The combined voting share of all Directors representing a Party shall be based upon the annual electricity usage within the Party's jurisdiction, the combined voting share of a county shall be based upon the annual electricity usage within the unincorporated area of the county. For the purposes of weighted voting by shares, if a Party has more than one Director on the Board of Directors present and voting, then the voting shares allocated to the entity shall be equally divided amongst its Directors that are present and voting. 3,8.2 Exhibit Showing Voting Shares. The initial voting shares will be set forth in Exhibit D. Exhibit D shall be revised no less than annually, as necessary to account for changes in the number of Parties and changes in E?I 181.0U0 tl4i i 34�,1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A the Parties' Annual Energy Use. Adjustments to Exhibit D shall be approved by the Board of Directors. Option for Approval b oung Shares. Any two Directors, each appointed from a different Party, present at a meeting may demand approval of any matter related to the CCE Program shall be determined on the basis of both voting shares and by the affirmative vote of a majority of Directors present at the meeting. If two Directors, each appointed from a different Party, make such a demand with respect to approval of any such matter, then approval of such matter shall require the affirmative vote of a majority of Directors present at the meeting and the affirmative vote of Directors having a majority of the voting shares of the entire Boardt. In the event any one Party has a voting share that equals or exceeds that which is necessary to disapprove the matter being voted on by the Board, at least one other Party shall be required to vote in the negative in order to disapprove such matter. 3.8.4 Special Vatina Requirements for Certain Matters. (a) Two -Thirds and Weighted Voting Approval Requirements Relating to Specified Actions. Action of the Board on the matters set forth in Section 2.5.2 (approval of new members), 6.2 (involuntary termination of a Party), or Section 7.4 (amendment of this Agreement) or the approval of any bonds, loans or other indebtedness shall require the affirmative vote of at least two- thirds of the Directors of the entire Board. Notwithstanding the foregoing, any two Directors present at the meeting, each appointed from a different Party, may demand that the vote be. determined on the basis of both voting shares and by the affirmative vote of Directors, and if any two Directors, each appointed from a different Party, makes such a demand, then approval shall require the affirmative vote of both at least two- thirds of the Directors on the entire Board and the affirmative vote of Directors having at least two-thirds of the voting shares of the entire Board, as determined by Section 3.8; but, Directors from at least two Parties must vote against a matter for the vote to fail. On votes to involuntarily terminate a Party under Section 6.2, the Director(s) for the Party subject to involuntary termination may not vote, and the number of Directors constituting two-thirds of all Directors, and the weighted vote of each Party shall be recalculated as if the Party subject to possible termination were not a Party. (b} Seventy -Five Percent Special Voting Requirement for Eminent Domain . (i) A decision to exercise the power of eminent domain on behalf of CCCE to acquire any property interest other than 0ll 8 LQI)(7ii49I349, I DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 10 an easement, right -of --way, or temporary construction easement shall require a vote of at least 75% of all the members of the Board of Directors. (ii) Notwithstanding the foregoing, any two Directors present at the meeting, each appointed by a different Party, may demand a vote under subsection (1) be determined on the basis of voting shares and by the affirmative vote of Directors, and if any two Directors, each appointed from a different Party, makes such a demand, then approval shall require both the affirmative vote of at Ieast 75% of the entire Directors on the Board and the affirmative vote of Directors having at least 75% of the voting shares of the entire Board, but Directors from at least two Parties must vote against a matter for the vote to fail. 3.9 Regular and Special Meetings of the Boards. The Board of Directors and Operations Board shall hold the number of regular meetings provided by resolution of each Board. The date, hour and place of each regular meeting shall be fixed by resolution of each Board. Regular meetings may be adjourned to another meeting time. Special and emergency meetings of the Boards may be called in accordance with the provisions of California Government Code, sections 54956 and 54956.5. Directors may participate in meetings telephonically, with full voting rights, only to the extent permitted by law. All meetings shall be conducted in accordance with the provisions of the Ralph M. Brown Act (California Government Code, sections 54950 et seq.). 3.I0 Selection of Board Officers. 3.10.1 Chair and Viee Chair. The Directors shall select, from among themselves, a Chair, who shall be the presiding officer of ail Board meetings, and a Vice Chair, who shall serve in the absence of the Chair. The Chair and Vice Chair shall each serve for a one-year term at the pleasure of the Board. There shall be no limit on the number of terms held by either the Chair or Vice Chair. The office of either the Chair or Vice Chair shall be declared vacant and a new selection shall be made if: (a) the person serving dies, resigns, or the Party the person represents removes the person as its representative on the Board, or (b} the Party that he or she represents withdraws from CCCE pursuant to the provisions of this Agreement. 3.10.2 Secretary. The Board of Directors shall appoint a Secretary who shall be responsible for keeping the minutes of all meetings of the Board and all other official records of CCCE. Ol ! 81.0041 f491349. I DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 11 3.10.3 Treasurer and Auditor. The Board of Directors shall appoint a Treasurer who shall function as the combined offices of Treasurer and Auditor pursuant to Government Code section 6505.6 and shall strictly comply with the statutes related to the duties and responsibilities specified in Section 6505.5 of the Act. The Treasurer for CCCE shall be the depository and have custody of all money of CCCE from whatever source and shall draw all warrants and pay demands against CCCE as approved by the Board. The Treasurer shall cause an independent audit(s) of the finances of CCCE to be made by a certified public accountant, or public accountant, in compliance with Section 6505 of the Act. The Treasurer shall report directly to the Board of Directors and shall comply with the requirements of treasurers of incorporated municipalities. The Board may transfer the responsibilities of Treasurer to any person or entity as the law may provide at the time. The duties and obligations of the Treasurer are further specified in Article 5. The Treasurer shall serve at the pleasure of the Board of Directors. 3.I 1 Administrative Services Provider. The Operations Board may appoint one or more administrative services providers to serve as CCCE's agent for planning, implementing, operating and administering the CCE Program, and any other program approved by the Board, in accordance with the provisions of an Administrative Services Agreement. The appointed administrative services provider may be one of the Parties. One or more of the Parties may agree to provide all or a portion of the services in the manner set forth in an Administrative Services Agreement. Employees of the Parties utilized to perform such services shall remain employees of the Parties and subject to the employing Party's control and supervision. An Administrative Services Agreement shall set forth the terms and conditions by which the appointed administrative services provider shall perform or cause to be performed all or enumerated tasks necessary for planning, implementing, operating and administering the CCE Program and other approved programs. The Administrative Services Agreement shall set forth the term of this Agreement, the services to be provided, and the circumstances under which the Administrative Services Agreement may be terminated by CCCE. This section shall not in any way be construed to limit the discretion of CCCE to hire its own employees to administer the CCE Program or any other program. ARTICLE 4. IMPLEMENTATION ACTION AND CCCE DOCUMENTS 4.1 Preliminary Impletnentation of the CCE Program. 4.l .l Enabling ordinance. To be eligible to participate in the CCE Program, each Party must adapt an ordinance in accordance with Public Utilities Code section 366.2(c)(12) for the purpose of specifying the Party intends to implement a CCE program by and through its participation in CCCE. O l 181.0()01(44 i34�, I DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 12 4.1.2 Implementation Plan. CCCE shall cause to be prepared an Implementation Plan meeting the requirements of Public Utilities Code, section 366.2 and any applicable Public Utilities Commission regulations, as soon after the Effective Date as reasonably practicable. The Implementation Plan shall not be filed with the Public Utilities Commission until it is approved by the Board of Directors. 4.1.3 Irnearated Resource Plan. CCCE shall cause to be prepared an Integrated Resource Plan in accordance with CPUC regulations that will ensure the long-term development and administration of a variety of power resources in compliance with the State Renewable Portfolio Standard and other statutory and regulatory requirements of the State of California. 4.1.4 Termination of CCE Program. Nothing contained in this Article or this Agreement shall be construed to limit the discretion of CCCE to terminate the implementation or operation of the CCE Program at any time in accordance with any applicable requirements of state law. 4.2 CCCE Documents. The Parties acknowledge and agree the affairs of CCCE will be implemented through various documents duly adopted by the Board of Directors or Operations Board through Board resolution or minute action; provided, that any Operations Board actions must be consistent with the polices established by the Board of Directors. The Parties agree to abide by and comply with the terms and conditions of all such documents that may be adopted by the Board, subject to the Parties' right to withdraw from CCCE as described in Article 6. ARTICLE 5, FINANCIAL PROVISIONS 5.1 Fiscal Year. CCCE's fiscal year shall be 12 months commencing July 1 and ending June 30. The fiscal year may be changed by resolution of the Board of Directors. 5.2 Deoositorv. 5.2.1 All funds of CCCE shall be held in separate accounts in the name of CCCE and not commingled with funds of any Party or any other person or entity. 5.2.2 All funds of CCCE shall be strictly and separately accounted for, and regular reports shall be rendered of all receipts and disbursements, at least quarterly during the fiscal year. The books and records of CCCE shall be open to inspection by the Parties at all reasonable times. The Board of Directors shall contract with a certified public accountant or public accountant to make an annual audit of the accounts and records of CCCE, which shall be conducted in accordance with the requirements of Section 6505 of the Act. Qi 18 LiX}01I44 t399. i DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 13 5.2.3 All expenditures shall be made in accordance with the approved budget and upon the approval of any officer so authorized by the Board in accordance with its policies, rules and regulations. The Treasurer shall draw checks or warrants or make payments by other means for claims or disbursements not within an applicable budget only upon the prior approval of the Board. 5.3 Budget and Recovery of Costs. 5.3.1 l ud et. The initial budget shall be approved by the Board of D irectorsA The Board may revise the budget from time to time as may be reasonably necessary to address contingencies and unexpected expenses. All subsequent budgets of CCCE shall be approved by the Board of Directors. 5.3.2 Funding of initial Costs. In the event the CCE Program becomes operational, any Initial Costs paid by the Parties shall be included in the customer charges for electric services as provided by Section 5.3.3 to the extent recovery of such costs is permitted by law, and the Parties shall be reimbursed from the payment of such charges by customers of CCCE. Prior to such reimbursement, the Parties shall provide such documentation of costs paid as the Board may request. CCCE may establish a reasonable time period over which such costs are recovered. In the event the CCE Program does not become operational, the Parties who had contributed Initial Costs shall not be entitled to any reimbursement from CCCE or any other Party. If any Party assists in funding initial costs, then that Party shall also be entitled to reimbursement pursuant to this section. 5.3.3 CCE Profsram Costs. The Parties desire all costs incurred by CCCE that are directly or indirectly attributable to the provision of electric, conservation, efficiency, incentives, financing, or other services provided under the CCE Program, including, but not limited to, the establishment and maintenance of various reserves and performance funds and administrative, accounting, legal, consulting, and other similar costs, shall be recovered through charges to CCE customers receiving such electric services, or from revenues from grants or other third -party sources. 5.3.4 Additional Contributions and Advances. Pursuant to Government Code section 6504, the Parties may, in their sole discretion, make financial contributions, loans or advances to CCCE for the purposes of CCCE set forth in this Agreement. The repayment of such contributions, loans or advances will be on the written terms agreed to by the Party making the contribution, loan or advance to the CCCE. ARTICLE 6. WITHDRAWAL AND TERMINATI(JN 6.I Withdrawal Provisions. 0 ] 181.©(i01/491349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolutlon No. 10943 (2018 Series) EXHIBIT A Page 14 6.1.1 General Rlgllt to Withdraw. A Party may withdraw its membership in CCCE, effective as of the beginning of CCCE's fiscal year, by giving no less than &months' advance written notice of its election to do so, which notice shall be given to CCCE and each Party. Withdrawal of a Party shall require an affirmative vote of the Party's governing body. 6.1.2 Rittht to Withdraw After Amendment. Notwithstanding Section 6.1.1, a Party may withdraw its membership in CCCE following an amendment to this Agreement adopted by the Board of Directors which the Parry's Director(s) voted against; provided, that such notice is given in writing within thirty (30) days following the date of the vote. Withdrawal of a Party under this section shall require an affirmative vote of the Parry's governing body and shall not be subject to the six-month advance notice provided in Section 6.1.1. In the event of such withdrawal, the Party shall be subject to the provisions of Section 6.3. 6.1.3 The Right to Withdraw Pripr to Pro;tram haunch. After receiving bids from power suppliers before the CCE Program launch, CCCE shall provide to the Parties a report from the consultant retained by CCCE that compares the total estimated electrical rates that CCCE will be charging to customers as well as the estimated greenhouse gas emissions rate and the amount of estimated renewable energy used with that of the incumbent utility. If the report finds that any one of the following conditions exists, then a Party may immediately withdraw its membership in CCCE without any financial obligation, as long as the Party provides written notice of its intent to withdraw to CCCE Board of Directors no more than fifteen (1 S) days after receiving the report. Those conditions include: 1) the CCCE is unable to provide total electrical rates that are equal to or less than the incumbent utility at time of program launch, 2) the CCCE is unable to provide electricity that has equal or lower greenhouse gas emissions than the incumbent utility, and 3) the CCCE is not able to match or exceed the incumbent utility's renewable energy performance pursuant to the State Renewable Portfolio Standard. Any Party that withdraws from CCCE pursuant to this section shall not be entitled to any refund of the Initial Costs it has paid to CCCE prior to the date of withdrawal unlcss CCCE is later terminated pursuant to Section 6.4. In such event, any Initial Costs not expended by CCCE shall be returned to all Parties, including any Party that has withdrawn pursuant to this section, in proportion to the contribution that each made. Notwithstanding anything to the contrary in this Agreement, any Party that withdraws pursuant to this section shall not be responsible for any liabilities or obligations of CCCE after the date of withdrawal, including without limitation any liability arising from power purchase agreements entered into by CCCE. 6.1.4 Withdrawal Documents. Except as provided by Section 6,1.3, a Party that withdraws its participation in the CCE Program may be subject to certain 011 8 L0� 1/49 i 349,1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 15 continuing financial obligations, as described in Section 6.3. Each withdrawing Party and CCCE shall execute and deliver all further instruments and documents, and take any further action that may be reasonably necessary, as determined by the Board, to effectuate the orderly withdrawal of such Party from participation in the CCE Program. 6.2 lnvoluntary Termination of a Party. Participation of a Party in the CCE Program may be terminated for material non-compliance with provisions of this Agreement or any other agreement relating to the Party's participation in the CCE Program upon a vote of Board members as provided in Section 3.8.4(a). Prior to any vote to terminate participation with respect to a Party, written notice of the proposed termination and the reason(s) for such termination shall be delivered to the Parry whose termination is proposed at least thirty (30) days prior to the regular Board meeting at which such matter shall first be discussed as an agenda item. The written notice of proposed termination shall specify the particular provisions of this Agreement or other agreement that the Party has allegedly violated. The Party subject to possible termination shall have the opportunity at the next regular Board meeting to respond to any reasons and allegations that may be cited as a basis for termination prior to a vote regarding termination. A Party that has had its participation in the CCE Program terminated shall be subject to in the provisions of Section 6.3. 6.3 Continuing F'i�naneial C?bli�ations; Refund. Except as provided by Section 6.1.3, upon a withdrawal or involuntary termination of a Party, the Party shall remain responsible for any claims, demands, damages, or other financial obligations arising from the Party membership or participation in the CCE Program through the date of its withdrawal or involuntary termination, subject to the provisions of Section 2.2. Thereafter, notwithstanding Section 2.2, the withdrawing or terminated Party shall be responsible and liable for any damages, losses or costs incurred by CCCE resulting from the Party's withdrawal including, but are not limited to, losses from the resale of power contracted for by CCCE to serve the Party's load. With respect to such financial obligations, upon notice by a Party that it wishes to withdraw from the CCE Program, CCCE shall notify the Party of the minimum waiting period under which the Party would have no costs for withdrawal if the Party agrees to stay in the CCE Program for such period. The waiting period will be set to the minimum duration required so no costs are transferred to remaining ratepayers. If the Party elects to withdraw before the end of the minimum waiting period, then the charge for withdrawal shall be set at a dollar amount that would offset the estimated losses to CCCE and costs to the remaining ratepayers, and may not include punitive charges that exceed actual costs. For the purposes of this section, actual costs shall include not only any financial losses or increased operating costs incurred by CCCE, but also all staff time and consultant costs related to the withdrawal. CCCE may withhold funds otherwise owing to the Party or may require the Party to deposit sufficient funds with CCCE, as reasonably determined by and approved by the Board of Directors, to cover the Party's financial obligations for the costs described above. Any amount of the Party's funds held on deposit with CCCE above that which is Q1181.000i149I344, i DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 16 required to pay any financial obligations shall be returned to the Party. If there is a disagreement related to the charge(s) for withdrawal or exiting, then the Parties shall attempt to settle the amount through mediation or other dispute resolution process as authorized by Section 7.1. If the dispute is not resolved, then the Parties may agree in writing to proceed to arbitration, or any party may seek judicial review. 6.4 Mutual Termination. This Agreement may be terminated by mutual agreement of all the Parties; provided, however, the foregoing shall not be construed as limiting the rights of a Party to withdraw its participation in the CCE Program, as described in Section 6.1. 6.5 Disposition of Property upon Termination of CCCE. Upon termination of this Agreement, any surplus money or assets in possession of CCCE for use under this Agreement, after payment of all liabilities, costs, expenses, and charges incurred under this Agreement and under any program documents, shall be returned to the then -existing Parties in proportion to the contributions made by each. ARTICLE 7. MISCELLANEOUS PROVISIONS 7.1 Dispute Resolution. The Parties and CCCE shall make reasonable efforts to informally settle all disputes arising out of or in connection with this Agreement. Before exercising any remedy provided by law, a Party or Parties and CCCE shall engage in nonbinding mediation or arbitration in the manner agreed upon by the Party or Parties and CCCE. In the event nonbinding mediation or arbitration is not commenced or does not result in the settlement of a dispute within 120 days after the demand for nonbinding mediation or arbitration is made, the Party or Parties and CCCE may pursue any remedy provided by law. 7.2 Liability of Directors. officers, and Employees. The Directors, officers, and employees of CCCE shall use ordinary care and reasonable diligcnec in the exercise of their powers and in the performance of their duties pursuant to this Agreement. No current or former Director, officer, or employee will be responsible for any act or omission by another Director, officer, or employee. CCCE shall defend, indemnify and hold harmless theindividual current and former Directors, officers, and employees for any acts or omissions in the scope of their employment or duties in the manner provided by Government Code section 995 et seq. Nothing in this section shall be construed to limit the defenses and immunities available under the law, to the Parties, CCCE, or its Directors, officers, or employees. 7.3 Indemnification of Parties. CCCE shall acquire such insurance coverage as is necessary to protect the interests of CCCE, the Parties, and the public. CCCE shall defend, indemnify, and hold harmless the Parties and each of their respective Council and Board of Supervisors Members, officers, officials, agents and employees, from any and all claims, losses, damages, costs, injuries, and Q I I81.00Q 1/49 [ 349. i DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 17 Iiabilities of every kind arising directly or indirectly from the conduct, activities, operations, acts, and omissions of CCCE under this Agreement. 7.4 Amendment of this Agreement. This Agreement may not be amended except by a written amendment approved by the Board of Directors as provided in Section 3.8.4(a). CCCE shall provide written notice to all Parties of amendments to this Agreement, including the effective date of such amendments, at least 30 days prior to the date upon which the Board votes on such amendments. 7.S Assi ng merit. Except as otherwise expressly provided in this Agreement, the rights and duties of the Parties may not be assigned or delegated without the advance written consent of all of the other Parties, and any attempt to assign or delegate such rights or duties in contravention of this Section 7.5 shall be null and void. This Agreement shall inure to the benefit of, and be binding upon, the successors and assigns of the Parties. This Section 7.5 does not prohibit a Party from entering into an independent agreement with another agency, person, or entity regarding the financing of that Party's contributions to CCCE, or the disposition of proceeds which that Party receives under this Agreement, so long as such independent agreement does not affect, or purport to affect, the rights and duties of CCCE or the Parties under this Agreement. 7.6 Severabiiity. If one or more clauses, sentences, paragraphs or provisions of this Agreement shall be held to be unlawful, invalid or unenforceable, then it is hereby agreed by the Parties, the remainder of this Agreement shall not be affected thereby. Such clauses, sentences, paragraphs or provision shall be deemed reformed so as to be lawful, valid and enforced to the maximum extent possible. 7.7 Further Assurances. Each Party agrees to execute and deliver all further instruments and documents, and take any further action that may be reasonably necessary, to effectuate the purposes and intent of this Agreement. 7.8 Execution by Counterparts. This Agreement may be executed in any number of counterparts, and upon execution by ail Parties, each executed counterpart shall have the same force and effect as an original instrument and as if all Parties had signed the same instrument. Any signature page of this Agreement may be detached from any counterpart of this Agreement without impairing the legal effect of any signatures thereon, and may be attached to another counterpart of this Agreement identical in form hereto but having attached to it one or more signature pages. 7.9 Parties to be Served Notice. Any notice authorized or required to be given pursuant to this Agreement shall be validly given if served in writing either personally, by deposit in the United States mail, first class postage prepaid with return receipt requested, or by a recognized courier service. Notices given (a) personally or by courier service shall be conclusively deemed received at the time of delivery and receipt and (b) by mail shall be conclusively deemed given 48 hours after the deposit thereof (excluding Saturdays, Sundays and holidays) if o� I s>.aao v49I34�, � DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 18 the sender receives the return receipt. All notices shall be addressed to the office of the clerk or secretary of CCCE or Party, as the case may be, or such other person designated in writing by CCCE or Party. Notices given to one Party shall be copied to all other Parties. Notices given to CCCE shall be copied to all Parties. [Signatures on next page] 01 I$i.0001/491349. DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (201 8 Series) EXHIBIT A Page 19 CITY OF SAN LUIS OBISPO, a California municipal corporation By: ATTEST By: Teresa PurringtonI City Clerk APPROVED AS TO FORM: By: Christine Dietrick, City Attorney Heidi Harmon, Mayor CITY OF MORRO BAY, a California municipal corporation By: ATTEST By: Dana Swanson, City Clerk APPROVED AS TO FORM By: Joseph W. Pannone, City Attorney Jamie L. Irons, Mayor dl 18 t,ddd i1491349,1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page I EXHIBIT A DEFINITIONS "Act" means the Joint Exercise of Powers Act of the State of California (Government Code section 6500 et seq.} "Administrative Services Agreement" means an agreement or agreements entered into after the Effective Date by CCCE with an entity that will perform tasks necessary for planning, implementing, operating and/or administering the CCE Program, or any portion of the CCE Program or any other energy programs adopted by CCCE. "Agreement" means this Joint Powers Agreement. "Annual Energy Use" has the meaning given in Section 3.7.1. "Board" means the Board of Directors of CCCE unless the context indicates that the use of the word "Board" also is intended to include the Operations Board. "CCE'' or "Community Choice Energy" or "CCA" or "Community Choice Aggregation" means an electric service option available to cities and counties pursuant to Public Utilities Code Section 366.2. "CCE Program" or "CCA Program" means CCCE's program relating to CCE that is principally described in Sections 2.3, 2.4, and 4.1. "Director" means a member of the Board of Directors or the Operations Board representing a Party. "Effective Date" means the date on which this Agreement shall become effective and CCCE shall exist as a separate public agency, as described in Section 2.1. "Implementation Plan" means the plan generally described in Section 4.1.2 of this Agreement that is required under Public Utilities Code section 366.2 to be flied with the California Public Utilities Commission for the purpose of describing a proposed CCE Program. 'Initial Costs" means all costs incurred by Parties and/or CCCE relating to the establishment and initial operation of CCCE, such as the hiring of an Executive Officer and any administrative staff, and any required accounting, administrative, technical, or legal services in support of CCCE's initial activities or in support of the negotiation, preparation, and approval of one or more Administrative Services Agreements, Power Purchase Agreements, or financing transactions. Operations Board means the Board established by Section 3.5. "Parties" or "Members" means, collectively, the City of San Luis Obispo and the City of Morro Bay and any other city or county which timely executes this Agreement pursuant to Section 2.5.1 or is added to this Agreement pursuant to Section 2.5.2 and is listed in Exhibit B. DI I S 1,004114913�F9.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2019 Series) c<Party. Member or " 1Vlember Agency" means a signatory to this Agreement.. "Total Annual Energy" has the meaning given h, Section 3.i.1. "CCCE Doeument(s)" means doCurnent(S) duly adopted by the Board by resolution or motion implementing the powers, functions, and activities of CCCE, including but not limited to the annual budget, rules, regulations, plans and policies. 01181.000 E/441349.1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) EXHIBIT A Page 3 E%HIBIT B LIST OF PARTIES di #8l.f1t701/4913�9.I DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) s � i City %J San Luis Obispo 237,472 MWh City of Morro Bay 45,882 MWh Exhibit C Page 1 of 1 Ol 13 i.0001(441344,1 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (201 & Series) EXHIBIT A Page I EXHIBIT D VOTING SHARES City of San Luis Qhispa 84 City of Morro Bay 16 Exhibit D Page 1 of 1 O1 i8 LOt}OI/4913491 DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 Resolution No. 10943 (2018 Series) 1✓XHIBIT A Page l EXHIBIT E SIGNATURE PAGES )✓xhibit E Page 1 of 1 Q l i 8 L.0001 /49I 349. t DocuSign Envelope ID: A61514B9-4FOA-4B9B-8C29-B265A320EA73 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 Action Update CITY OF SAN LUIS OBISPO CITY COUNCIL Tuesday, September 189 2018 Regular Meeting of the City Council CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL —ANTICIPATED LITIGATION Significant exposure to litigation pursuant to paragraph (2) of subdivision (d) of Section 54956.9: No. of potential cases: One. No Reportable Action. CONSENT ITEMS 1. REVIEW MINUTES OF THE SEPTEMBER 4, 2018 CITY COUNCIL MEETING CARRIED 5 — 0 to approve the minutes of the City Council meeting held on September 4, 2018. 2. WAIVE READING IN FULL OF ALL RESOLUTIONS AND ORDINANCES CARRIED 5 — 0 to waive reading of all resolutions and ordinances as appropriate. 3. AWARD CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES CONTRACT, WATER RESOURCE RECOVERY FACILITY PROJECT CARRIED 5 — 0 to award a contract to Carollo Engineers, Inc. in the amount of $8,285,452 for Construction Management and Inspection Services for the Water Resource Recovery Facility Project, Specification No. 91363CM and authorize the City Manager to execute the agreement. 4. ADOPTION OF ORDINANCES APPROVING THE COMPREHENSIVE UPDATE TO THE CITY'S ZONING REGULATIONS (TITLE 17) OF THE MUNICIPAL CODE AND ASSOCIATED ZONING AMENDMENTS CARRIED 5 — 0 to: Adopt Ordinance 1650 (2018 Series), entitled, "An Ordinance of the City Council of the City of San Luis Obispo, California repealing and replacing Title 17 of the Municipal Code (Zoning Regulations) to implement the Land Use and Circulation Element (LUCE), clarify and advance City goals and policies, provide internal consistency, and to re -organize the Zoning Code, including the adoption of a Negative Declaration of Environmental Review, as represented in the staff report and attachments dated August 21, 2018 (Zoning Regulations, GENP-0327-2017);" and DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 Adopt Ordinance 1651 (2018 Series), entitled, "An Ordinance of the City Council of the City of San Luis Obispo, California, amending Ordinance No. 1130 (1989 Series), modifying the design criteria, Section 5 (Code4630-2018; south side of Monterey Street between 103 and 2223 Monterey, inclusive);" and Adopt Ordinance 1652 (2018 Series), entitled, "An Ordinance of the City Council of the City of San Luis Obispo, California, amending the City's Zoning Map to designate approximately 20.2 acres within the R4 and C/Os-20 zones on the West Side of Broad Street, south of Serrano Drive, as R4-S, Low -Density Residential Zone and C/Os-S-20, Conservation/Open Space with a Special Considerations Overlay (RZ-1629-2018; 159 & 161 Broad Street and 141 Bressi Place)." 5. BIENNIAL REVIEW AND AMENDMENTS TO THE CITY'S CONFLICT OF INTEREST CODE CARRIED 5 — 0 to adopt Resolution No. 10938 (2018 Series) entitled, "A Resolution of the City Council of the City of San Luis Obispo, California, amending the City's conflict of interest code." 6. EMERGENCY SERVICES AGREEMENT WITH CALIFORNIA POLYTECHNIC STATE UNIVERSITY CARRIED 5 — 0 to authorize the Mayor to execute a succession Agreement with California Polytechnic State University, in a form subject to the approval of the City Attorney, for emergency response services to Cal Poly. 7. APPROVAL OF THE FINAL MAP FOR TRACT 3083 WEST CREEK, 1299 ORCUTT ROAD (SBDV-1769-2015) CARRIED 5 — 0 to adopt Resolution No. 10939 (2018 Series) entitled, "A Resolution of the City Council of the City of San Luis Obispo, California, approving the final map for Tract 3083 West Creek (1299 Orcutt Road, SBDV-1769-2015)." 8. STORM EVENT REIMBURSEMENT PROCESSING CARRIED 5 — 0 to adopt Resolution No. 10940 (2018 Series) entitled, "A Resolution of the City Council of the City of San Luis Obispo, California, designating its agents for disaster reimbursement." 9. ADOPTION OF AN ORDINANCE ESTABLISHING CANNABIS BUSINESS OVERLAY ZONES WHERE CANNABIS BUSINESS ACTIVITY MAY BE PERMITTED WITHIN THE CITY CARRIED 5 — 0 to adopt Ordinance 1653 (2018 Series), entitled, "An Ordinance of the City Council of the City of San Luis Obispo, California, amending the City's Zoning Code and Zoning Map to designate seven areas of the city as Cannabis Business Overlay Zones where Action Update —City of San Luis Obispo City Council Meeting of September 18, 2018 Page 2 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 cannabis businesses may be located as may be allowed or conditionally allowed by the underlying zoning district and the rules and regulations established in the City's Municipal Code (CODE4058-2017)." 10. MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF SAN LUIS OBISPO, CITY OF SAN LUIS OBISPO POLICE DEPARTMENT, AND RISE CARRIED 5 — 0 to authorize the City Manager to sign the Memorandum of Understanding between the City of San Luis Obispo, City of San Luis Obispo Police Department and RISE (Respect Inspire Support Empower). HIAND TO THE CONTRIBUTING STORIC RESOURCESPROPERTIES HISTORICOF RESOURCES CARRIED 5 — 0 to adopt Resolution No. 10941 (2018 Series) entitled, "A Resolution of the City Council of the City of San Luis Obispo, California adding the property located at 1568. Higuera Street to the Master List of Historic Resources as "The Miles Fitzgerald Home" and adding the property located at 1582 & 1592 Higuera Street and 1061 Grove Street to the Contributing Properties List of Historic Resources (HIST4458-2018)" PUBLIC HEARING ITEMS AND BUSINESS ITEMS 12. RESOLUTION OPPOSING STATE PROPOSITION 6 TO REPEAL THE GAS TAX INCREASE, THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017 AS APPROVED IN SB 1 BY THE STATE LEGISLATURE CARRIED 5-0 to approve Resolution No. 10942 (2018 Series) entitled "A Resolution of the City Council of the City of San Luis Obispo, California, opposing Proposition Repeal," 13. CLIMATE ACTION PLAN UPDATE STATUS REPORT, GREENHOUSE GAS EMISSIONS INVENTORY UPDATE, AND DIRECTION ON GREENHOUSE GAS REDUCTION TARGETS (HILL / FOWLER / READ — 60 MINUTES) ACTION: The Council provided unanimous direction regarding updated greenhouse gas targets: • Pursue a 2035 carbon neutral goal; • Direct staff to update the Climate Action Plan to meet the 2035 goal that outlines strategies and options to achieve the 2035 goal; • Continue to take immediate action consistent with the Major City Goal to reduce community wide and municipal goals to reduce GHG emissions; and • To continue to work on the reach code. Action Update —City of San Luis Obispo City Council Meeting of September 18, 2018 Page 3 DocuSign Envelope ID: A61514B9-4FOA4B9B-8C29-B265A320EA73 14. PUBLIC HEARING TO INTRODUCE AN ORDINANCE AUTHORIZING THE IMPLEMENTATION OF A COMMUNITY CHOICE AGGREGATION PROGRAM AND TO ADOPT AND IMPLEMENT RELATED PROCESSES (HILL / READ — 75 MINUTES) CARRIED 5-0 to approve: 1. Receive the CCE Technical Study and presentation; and 2. Introduce Ordinance No. 1654 (2018 Series) entitled, "An Ordinance of the City Council of the City of San Luis Obispo, California, authorizing the implementation of a community choice aggregation program"; and 3. Adopt Resolution No. 10943 (2018 Series) entitled, "A Resolution of the City Council of the City of San Luis Obispo, California, approving the joint.powers agreement establishing Central Coast Community Energy on behalf of the City of San Luis Obispo" including the changes requested by the City of Morro Bay City Council; and 4. Appoint Council members Gomez and Pease to serve as the City's representatives on Central Coast Community Energy's Board of Directors; and 5. Direct staff to continue to support Central Coast Community Energy implementation and program launch until such time that the new agency has hired staff and transitioned to an operational, independent agency. 15. MIOSSI BROTHERS LA CUESTA RANCH OPEN SPACE ACQUISITION (JOHNSON /HILL — 30 MINUTES) CARRIED 5-0 to adopt Resolution No. 10944 (2018 Series) entitled, "A Resolution of the City Council of the City of San Luis Obispo, California authorizing the acquisition of a portion of the Miossi Brothers La Cuesta Ranch property identified as Assessor Parcel Nos. 070-241-013; 073-231-008; 073-271-013; and 073-341-003 (Portion) totaling approximately 266 acres in unincorporated San Luis Obispo County." Action Update —City of San Luis Obispo City Council Meeting of September 18, 2018 Page 4