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Home My WebLink About2014-021 Paso Robles MOU PGE 20A Credits MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF.ATASCADERO AND THE CITY OF PASO ROBLES TO TRANSFER PG&E RULE 20A CREDITS This Agreement is made and entered into this day of 3014, herein referred to as the"Effective Date"by and between the City of Atascadero,a num icipal corporation,herein referred to as"Lending City'and the City of Paso Robles,a municipal corporation herein referred to as"Borrowing City"and collectively referred to as the"Pairties." RECITALS WHEREAS, PG&E collects and annually allocates Rule 20A work credits to communities for the purpose of directing a portion of their anticipated capital budget towards the undergrounding of electric facilities within an approved Underground Utility District; and WHEREAS, Borrovving-City is actively planning a project to underground overhead electric facilities that qualifies for the application of Rule 20A work credits, however, Borrowing City IIas encountered an unanticipated shortfall in the number of work: credits necessary and desires to obtain all additional allocation of Rule 20A work credits to rund their project;and WHEREAS, PG&E currently holds in allocation of Rule 20A work. credits for the benefit of Lending City, and Lending City currently has no active project which can make use Cif this allocation, and WHEREAS, Borrowing City desires to borrow $500.000 from Lending City's Rule 20A work credit allocation to be used for their undergrounding project, and Lending City desires to loan Rule 20A work: credits to Borrowing City and Bor:•owing City has agreed to return the wort: credits in the form of additional credits from their future wort: credit allocation; and W1-IEREAS. the loan of .Rule 20A work credits will benefit Lending City by providing additional work credits for undergrounding utilities; and WHEREAS, the Parties now desire to enter into this Agreement to transfer PG&E Rule 20A work credits. AGREEMENT NOW THEREFORE, the Parties agree as follows: l. Lending City agrees to transfer and assign its rights and interest in a portion of its Rule 20A work credits allocation to Borrowing City and Borrowing City agrees to return the wort: credits to Lending City in accordance with the terms of this Agreement.This Agreement shall be SLibiect to the approval ol'the City Council of.Lending City and the City Council of Borrowing City and shall become effective on the date when both such approvals have been obtained (the"Effective Date"). 2. Within Five (5) business days of the Effective Date. Lending City shall deliver a written letter to PG&E. with a copy to Borrowing City, making a formal request to transfer and assign $500,000 of Rule 20A wort: credits contained in Lending•Clty's allocation to and for the benefit ofBorrowing Cih,, and to provide any additional documentation or information that is reasonably requested by PG&E to complete the transfer. Borrowing City acknowledges and agrees that it has conducted its own investigation as to the applicability and transferability of Lending City's work credit allocation for use in Borrowing City' proposed project and that Lending City has not made any representation or warranty to Borrowing City with respect to the same. The actual use of tine Lending City's allocation of work credits by Bol•1-01ving City shall be subject to the rules and procedures adopted by PG&E and such other conditions or requirements set forth in the Public Utilities Code. 3. In return For Lending City's transfer of Rule 20A work credits, Borrowing City agrees to return the wort:credits borrowed. The reimbursement schedule for the work credit transfer back to Lending City is included and attached as Attachment A to this Agreement. Reimbursement shall be made in the form of a written letter delivered to PG&E, with a copy to Lending City= making a normal request to transfer and assign Rule 20A work credits from Borrowing City's Future allocations to and for the benefit of Lending City in the amount, and in accordance with, the schedule included as Attachment A to this Agreement. 4. All notices pursuant to this Agreement shall be delivered by First Class Mail to the attention of the Parties set Forth below.Notice shall be eil'ective upon receipt.Notice may also be given by electronic means,provided that such notice shall not be deemed effective unless it is acknowledged by the recipient City of Atascadero City of Paso Robles Attn: Rachelle Richard Attn: Ditas Esperanza, P.E. City Manager Capital Projects Engineer rrickard@atascadero.org ditas atprcity.com 805.461.5000 805 237.3861 5. 'term of Agreement: This Agreement shall commence as of the Effective Date and shall terminate upon the return of PG&E work credits by the City ol'Borrowing City in accordance with the Reimbursement Schedule included as Attachment A. 6. Lending City and Borrowing City are separate subdivisions of the State of California and are independent contractors with respect to each other.This Agreement is not untended to,and shall not be construed to create the relationship ofagent, servant, employee, partnership,joint venture. or any other similar association.Nothing in this Agreement shall be construed to create ail employment relationship between Lending City and any employee of Borrowing City or between Borrowing City and any employee of Lending City. Each party shall be solely responsible for the acts or omissions of its officers, agents,employees, and subcontractors.Neither party's employees shall be entitled to any employee benefits from the other party. 7. Each agency shall hold harnnless, defend and indemnify the other agency and its governing body, officers,employees, agents and volunteers from and against any and all liability, loss,damage, expense and costs(including without limitation costs and fees of litigation)of every nature arising out of or in connection with the performance of the terns hereunder, or Failure to comply with any ofthe obligations in this Agreement,except such loss or damage caused by sole negligence or wilful misconduct. &. This Agreement shall constitute the entire agreement between the Parties relating to the subject matter of this Agreement,and shall supercede any previous agreements, promises,representations, understanding and negotiation,whether oral or written,concerning the same subject matter. Any and all acts which may have already been consummated pursuant to the terms which are embodied in this Agreement are hereby ratified. 9. No addition to,or alteration of; the terms of this Agreement shall be valid unless made in writing and signed by the Parties. 1 o. This Agreement shall be governed and construed in accordance with the laws of the State of California.Any dispute arising hereunder or relating to this Agreement shall be litigated in the State of California and the prevailing party will be entitled to reasonable attorney's fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which the party may be entitled. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as ofthe Effective Date. City of.Ataseandero City ol'Paso Robles Bv: BV: Rachelie Rickard. City iVlanageresL.App, City IViauager Attest: Attest: By: Milaw .. By: A t Name, City Clerk Name, Approved as to form: Approved as to form~: By: By: Name, City Attorney Name, City Attorney Attachment A Reimhursement Schedule Paso 20A Borrow Schedule Job Cost: $2,620,000 20A Allocation (including 5 year borrow): $2,149,329 Minimum borrow: $470,671. Recommended Borrow: $500,000 Paso Robles Yearly Allocation: $84,816 Credit Credit Neu, Credit Date Bcdance Ti•cnnsf�r Balance .lune 30. 2015 $ 500.000 $ 84,816 $415,184 lune 30,2016 $ 415,184 $ 83.816 $ 330,368 June 30. 2017 $ 330.368 84,81 6 $ 245,552 June 30, 2018 $ 245,552 $ 84,816 $ 160,736 .lune 30, 210 1 9 $160,736 $ 84,816 $ 75,920 June 30, 2020 $ 75,920 $ 75.920 $ 0