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HomeMy WebLinkAboutMBCP MOU - City of SLO and City of Morro Bay - FinalPage 1 MEMORANDUM OF UNDERSTANDING BETWEEN CITY OF SAN LUIS OBISPO AND CITY OF MORRO BAY REGARDING PARTICIPATION WITH MONTEREY BAY COMMUNITY POWER This MEMORANDUM OF UNDERSTANDING (MOU) is hereby made and entered into by and between the City of San Luis Obispo, a California municipal corporation and Charter City, hereinafter referred to as SAN LUIS OBISPO, and the City of Morro Bay, a California municipal corporation, hereinafter referred to as MORRO BAY (SAN LUIS OBISPO AND MORRO BAY hereinafter individually referred to as “party” and hereinafter collectively referred to as the “parties.”). A. INTRODUCTION In November 2018, SAN LUIS OBISPO and MORRO BAY jointly pursued community choice energy programs for the purpose of providing choice in the electricity market, reducing greenhouse gas emissions, proving potential rate savings, supporting energy efficiency, promoting regional collaboration, and contributing to economic development. The two cities pursued participating in a community choice energy program by joining Monterey Bay Community Power (MBCP). On December 5, 2018, SAN LUIS OBISPO and MORRO BAY became official members of MBCP As outlined in the MBCP Joint Powers Agreement, the agency is governed by two decision making bodies and one advisory body: • The Policy Board is comprised of elected officials and meets quarterly to decide high level policy decisions. • The Operations Board is comprised of City Managers or their designees and meets approximately eight times per year to decide finer detailed operational decisions. • The Community Advisory Council is comprised of community members and serves in an advisory role to the Policy Board and Operations Board. MBCP is a large agency and to ensure manageable meetings, smaller jurisdictions share seats on the Policy Board and Operations Board. Jurisdictions with 50,000 or more residents have permanent seats, while smaller jurisdictions share seats based on geographic proximity. Since SAN LUIS OBISPO and MORRO BAY are smaller than 50,000 each, the two cities will share a Policy Board and Operations Board seat. Additionally, MBCP has communicated that the two cities may select one Community Advisory Counci l member. On November 13, 2018, both City Councils voted unanimously to direct staff to negotiate a Memorandum of Understanding between SAN LUIS OBISPO and MORRO BAY to provide a collaborative and fair strategy for MBCP representation and to return to their respective Councils for final approval. B. PURPOSE The purpose of this Memorandum of Understanding is to identify a clear framework between SAN LUIS OBISPO and MORRO BAY to share governance seats on Monterey Bay Community Power’s Policy Board, Operations Board, and Community Advisory Council. City of San Luis Obispo and City of Morro Bay Monterey Bay Community Power Participation Memorandum of Understanding Page 2 It should also be noted that community collaboration and regionalism was a key value of the effort to create a local community choice energy program. This Memorandum of Understanding seeks to encourage further regional collaboration. C. SHARED SEATS 1. Policy Board - The Policy Board representative shall serve for a term of two years and shall alternate between cities. SAN LUIS OBISPO shall provide the initial representative and will serve from December 2018 to December 2020 and thereafter shall rotate every two years between the City of Morro Bay and San Luis Obispo. a. The City with the currently serving Policy Board representative shall distribute via email to both City Councils and City Managers the meeting minutes and any additional narrative deemed necessary after each Policy Board meeting to stay informed of policy, business or other related matters. b. The Policy Board Director alternative shall be identified by the City currently holding the seat. 2. Operations Board - The Operations Board representative shall serve for a term of two-years and may be one of two options: a. The City Manager for the City of the Policy Board representative; or b. A director or deputy-director level staff member as determined by the City Manager of the Policy Board representative. 3. Community Advisory Council – There shall be one Community Advisory Council member that shall serve a two-year term and be selected by the current Policy Board Member and their alternative. The pool of Community Advisory Committee applicants shall include all registered voters residing in the cities of Morro Bay and San Luis Obispo. The City currently providing the Policy Board representative shall conduct the Community Advisory Council selection process. 4. In all cases, the elected officials, staff, or public representing the joint interests of SAN LUIS OBISPO and MORRO BAY, for purposes of the MBCP, shall consider the program purposes outlined in the Central Coast Community Energy Joint Exercise of Powers Agreement: a. Reducing greenhouse gas emissions; b. Providing electric power to customers at a competitive cost; c. Carrying our programs to increase energy efficiency; d. Stimulating and sustaining the local economy by developing local jobs in renewable energy and energy efficiency; and e. Promoting long-term rate stability and energy security and reliability for residents through local control of electric generation resources. 5. If a party fails to attend or otherwise comply with the Monterey Bay Community Power JPA and bylaws, and if the seat becomes vacated because of such conduct, the other party shall serve in that seat. D. PROCESS SAN LUIS OBISPO City Council will appoint its respective Board Members for the two-year term by February 2019. Terms shall run for two-years starting in December and concluding in November of even- numbered years. City of San Luis Obispo and City of Morro Bay Monterey Bay Community Power Participation Memorandum of Understanding Page 3 Future term appointees shall be made by alternating City Councils in November of the year that the term concludes (e.g., MORRO BAY in 2020, SAN LUIS OBISPO in 2022, MORRO BAY in 2024). E. PRINCIPAL CONTACTS The principal contacts for this MOU are: SAN LUIS OBISPO: Name Role: Derek Johnson, City Manager Bob Hill, City Lead MORRO BAY Name Role: Scott Collins, City Manager, City Lead F. COST OBLIGATION Each party to this Memorandum of Understanding shall be financially responsible for absorbing costs incurred for their own participation on the Policy Board, Operations Board, and Community Advisory Council. G. COMMENCEMENT/EXPIRATION DATE This Memorandum of Understanding is executed as of the date of last signature and is effective until an additional local governmental agency within the San Luis Obispo County jurisdiction joins MBCP, or SAN LUIS OBISPO or MORRO BAY withdraw from MBCP, or either party fails in good faith to resolve with the other party a conflict over a substantial issue concerning the MBCP or the parties’ performance of this MOU. Prior to such termination, the party desiring to terminate this MOU shall provide the non-terminating party with written notice of its desire to terminate and the reasons therefore. Both parties agree to engage in a meet and confer process, and, in the case of termination based on a conflict over a substantial issue concerning the MBCP or the parties’ performance of this MOU, the parties shall engage with one another in good faith to resolve the conflict. If a conflict still exists after such good faith negotiations, this MOU shall terminate upon thirty (30) days final written notice. H. LIABILITIES It is understood that neither party to this Memorandum of Understanding is the agent of the other and neither is liable for the wrongful acts, omissions or negligence of the other. Each party shall be responsible for its wrongful or negligent acts or omissions and those of its officials, officers, employees, and agents, howsoever caused, to the extent allowed by law, and shall be responsible for their own Commercial General Liability, Auto, Worker’s Compensation and Errors and Omissions insurance and adherence to their respective City’s policies. Each party to this Memorandum of Understanding agrees to indemnify, defend and hold the other, and their officials, officers, employees, and agents, against any liability, claim, personal injury, including death, or property damage caused by that party’s negligence or willful misconduct in their performance under this Memorandum of Understanding. City of San Luis Obispo and City of Morro Bay Monterey Bay Community Power Participation Memorandum of Understanding Page 4 I. NO ASSIGNMENT The rights and obligations of the parties to this Memorandum of Understanding may not be assigned or delegated. J. AMENDMENT This Memorandum of Understanding may not be amended or modified in any manner whatsoever except by written agreement between the parties hereto. IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the last written date below. FOR SAN LUIS OBISPO: Date: Derek Johnson, City Manger – City of San Luis Obispo FOR MORRO BAY Date: Scott Collins, City Manager Date:_______________ ________________________________________ J. Christine Dietrick – City Attorney City of San Luis Obispo