HomeMy WebLinkAbout11/7/2001 - STAFF REPORTS (19) DATE: November 7, 2001
TO: City Council
FROM: Director of Procurement and Contracting
ADOPT RESOLUTION TO BECOME A MEMBER OF THE CALIFORNIA UTILITY
BUYERS JOINT POWERS AUTHORITY AND AUTHORIZE EXECUTION OF THE
JOINT POWERS AGREEMENT
RECOMMENDATION:
That City Council adopt resolution approving membership in the California Utility
Buyers Joint Powers Authority(the CUB JPA)and authorize execution of the Joint
Powers Agreement.
SUMMARY:
The California Utility Buyers Joint Powers Authority is soliciting the membership
of the City of Palm Springs because of the City's involvement in the ongoing
struggle to secure reasonable energy costs for residents and businesses. The
JPA has been a proactive supporter of issues important to the City such as
maintaining/reestablishing "direct access"as an option and a tool to competitively
obtain lower priced electricity. Staff believes benefits of becoming a member
include increasing the City's influence in matters before the California Public
Utilities Commission (CPUC) and the State's Legislature, in addition to providing
the City with additional options for group leveraged energy savings.
BACKGROUND:
In April 1999 a new JPA was formed to provide energy information and savings
programs to cities and counties. The model for the new JPA is based on a sister
organization, School Project for Rate Reduction (SPURR) which has been in
existence for almost ten years. SPURR. which now has over 450 members in
California) provides active and effective intervention at the California Utilities
Commission (CPUC) and the State Legislature.
SPURR has concentrated its efforts on behalf of educational organizations. The
focus of CUB is cities and counties. Both organizations have the same managing
director and work harmoniously to achieve common goals.
Membership in CUB is free. CUB has invited the City of Palm Springs to become
a member and to nominate a staff member to its Board of Directors because of the
City's proactive track record in energy issues.
CUB is a public entity separate from its members and its debts, liabilities and
obligations are not those of its members. Also, each CUB member retains
individual authority to contract for the purchase of natural gas, electricity and for
advice on energy issues. CUB does plan to provide opportunities for member
C STFRPT w
10/22/01/22/Ol H
ADOPT RESOLUTION TO BECOME A MEMBER OF THE CUBJPA
NOVEMBER 7, 2001
PAGE 2
agencies to cooperatively purchase gas and electricity but membership does not
carry an obligation to participate in these programs. CUB is governed by a five
member Board of Directors selected from member agencies .
There is no cost for membership. Board meetings are conducted via the
telephone except for one face-to-face annual meeting. This years annual meeting
will be held in Concord, California. Meetings are subject to the Brown Act and
must be noticed 72 hours in advance. Board meetings conducted by conference
call are also publicly noticed. Member participation is by speaker phone so that
members of the public can hear the proceedings and speak during public
comments.
It is recommended that City Council adopt the resolution and approve execution
of the Agreement to enter into the CUB JPA.
HAR��OLD E. GOOD, CPPO
Director, Procurement & Contracting
APPROVE:
City Manager-
./r
Attachment: (1) Resolution
(2) JPA Agreement
cusmA/STrRPT
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E-mail:daleshirc@rutan.com
July 14, 2000
L�OL GL ktAK
Michael Rcioh>•aamr
Managing Director
California Utility Buyer's Joint Powers Authority
1430 Willow Pass Road, Suite 240
Concord, CA 94520
Re: California Utility Buyer's Joint Powers Authority; Review of Joint Powers
Agreement
Dear Michael:
I am sorry it has taken me longer than anticipated to provide you with comments
concerning issues and suggested revisions for the California Utility Buyer's Joint Powers
Agreement(the "CUB")presented for our review.
For your reference I have taken the liberty of enclosing a copy of a Joint Powers
Agreement (the "JPA") which came across my desk recently and is a more thorough and
complete document. I might point out that this document was not prepared by our office, but I
think it is a better JPA and reviewing it would give you a better idea of my concerns. I draw
your attention to the following issues:
1. Organization. Your four-page agreement is currently organized with three
articles: Powers and Purposes; Organization; and Management Contract. The more
complete form JPA which I have enclosed is around 18 articles, although I believe that
you could eliminate the Definitions article, and you could consolidate Articles 3
(Membership) and 4 (Creation), while transferring the withdrawal provisions of Article 3
into Article 7 regarding Termination. A number of provisions in the enclosed JPA may
not apply, including those for associate membership and the identity of the directors_ I
know you tried to remedy some of the deficiencies in the Joint Powers Agreement
through your bylaws. However, the bylaws are subject to amendment by the board.
Provisions in the JPA can only be amended by the member agencies. The norm in
preparing JPAs is to include these provisions in the JPA so that the member agencies
have more control to make sure important provisions are not changed by the board.
276/014094-0001 /��
13-30-2001 12:44PM FROM CONCORD, CA OFFICE 925 743 1014 P_ 3
RUTAN
&TUCKER,
Michael Rochman
.July 14, 2000
Page 2
2, Designation of Stockton. The powers of the CUB are restricted in the
manner of an enumerated member, You have chosen Stockton. Is Stockton a charter
city? I assume that it is. Charter cities have broader authority than general law cities and
I would think you would be better served by making sure that you have designated a
charter city. Palm Springs is a charter city.
3. Powers of the Ageney. You will note that the powers of the Authority
designated in the enclosed IPA are somewhat broader than the CUB agreement, including
the power to employ agents and employees; to acquire, construct, manage, maintain and
operate buildings, works or improvements; to acquire, hold, lease and dispose of
property; and "all powers necessary and proper to carry out the terms and provisions of
this agreement, or otherwise authorized by law," Do you contemplate needing any of
these additional powers?
4_ Debts, Liabilities. Insurance and Indemnification. I much prefer the
provisions of Article 17 of the enclosed J-PA to those of the CUB agreement(.Article 17).
S. Termination. Distribution of Assets, Again, the provisions of the enclosed
JPA are much clearer. They include dealing with the distribution of property if the CUB
is unwound.
6. Audit. Please refer to the provisions of Article 15 on Accounting,
Auditing and Reporting in the enclosed JPA.
7. Member Contributions. This section in the CUB gives the members little
protection, particularly subsection (c) on membership fees. Would it be wise to provide
some type of formula as to how the membership fees would be set? Is there some limit
that could be established so the membership fees would not become unreasonable? Right
now if a member objected to the levy of membership fees its only option would be to
withdraw, and it can't withdraw for six months and would have to continue making
payments during that period of time, Over what period is the membership fee paid?
8. Management Agreement. I'm not sure why the Management Agreement
should be discussed in the CUB agreement itself. This seems a matter that should be left
to the board's discretion.
As you are aware, I was away on vacation and when I returned I intended to give you a
detailed set of revisions; but, the more I studied this, the more I thought that I should just go
ahead and give you a sample of what, in my opinion, would be a better document and
suggestions as to how to revise the document, more in accord with your original suggestion. I
truly believe that you will have resistance from attorneys and other public agencies to signing a
07gd 01 0711 A /&
Op�aam an>!t a/00
10-30-2031 12:45PM FROM CONCORD. CA OFFICE 925 743 1014 P_ 4
RUTAN
&TUCKERS
AIiORX{YS Ai LAW " ,
Michael Rochman
July 14, 2000
Page 3
joint powers agreement as threadbare as the current CUB draft. I believe that starting over with a
document more similar to the one I have enclosed would clarify a lot of questions people are
bound to ask and in the long run, find much greater acceptance. In the developing deregulated
field of energy, there are many future potential opportunities for CUB and establishing the entity
with a very thorough and complete legal charter is bound to be beneficial to the future of the
Authority.
I hope my comments are seen in a positive vein, I believe that the City Council is most
anxious to participate in your program and I know that Harold Good personally is very
enthusiastic.
If you have any questions concerning the foregoing,please do not hesitate to call.
Sincerely,
RUTAN& TUCKER, i' LP
V64r11'1k1---
David 1. Aleshire
DJA:lc
Enclosure
CC: David Ready
Harold Good
7840001 97294.01 7294.01294,OI a07,A4i00
—C A-L-I-F O-R N3 nR A 7T
UTILITY BUYERS
7 T E'_1sr31TJaPsL'i-i'11 �jl,37,4-7c,D
JOINT POWERS AGREEMENT CREATING
THE CALIFORNIA UTILITY BUYERS JPA
This First Amended and Restated Joint Powers Agreement of cyctv,�k-g-the California Utility
Buyers JPA(this "Agreement')is Yv �ll �f (t-'„_c-``7 mat ve
brut ,cniered into among the public entities identified on the signature page of this Agreement and
the additional public agencies who subsequently sign this Agreement(collectively, "Members").
RECITALS
Each Member has the authority to and does purchase natural gas and electricity for the
operation of its respective facilities.
Members believe that savings can be achieved if they arrange for the purchase of natural gas
and electricity as a group directly from natural gas or electric power suppliers.
Members agree that acquisition of natural gas and electricity in this manner-requires expertise
of a special nature not available within their respective organizations.
Members wish to jointly exercise their powers to provide for the mutual acquisition of natural
gas and electricity utilizing the services of a management consultant to administer the acquisition
program,and in connection therewith, also advise the Authority on methods by which its Members
may scu-- a e =pia as sanage their costs related to-&f natural gas, electricity and other energy
sources.
The Joint Powers Agreemcnt Creating the Caffor-aia Utility Buyers� as of Anril 29,
1999 (the"1999 JPAAgrecnnent"), established the California Utility Buyers JPA ("CUB"), effective
Aorit 29, 1999 (the"Effective DaAe")
On August 20, 2001,the]Board of Directors of CUB reco-nimeuded lhat This Agreement
(which,with resueet to]Members who duly authorize and execute this Aa-eeriert will supercede and
restate the 1999 JPA A gracrncnt) should be submitted to the Mecnbei-s auncl to nl u.osnective PE[ciubers
for their consideration and apJ7roval.
NOW, THEREFORE, in consideration of the mutual promises set out,the parties agree as
follows:
AGREEMENT
ARTICLE I
POWERS AND PURPOSES
1. Authority Created. The California Utility Buyers JPA("CUB")w<ss formed by
th_as 1999 JPA Agreement pursuant to the provisions of Article 1, Chapter 5,Division 7,
C\TEMPOrdt revisions CUB JI Powers Agm120DI Se god G-\C�-61M b p \dPA-F s\B k-r sGU0.1N' A t�06t5 2B-A GAG-U
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Title I(eommencing with section 6500)of the Government Code of the State of California. CUB has
been and shall continue to be a public entity separate from its Members and its debts, liabilities and
obligations shall not be the debts, liabilities and obligations of its Members. With respect to Members
who duty authorize and execate this Agreement,this 4.-reement shah in ah resi')ects supercede and
resiate dhe 1999 JPA Agreement. Awhorization and execution of this Agreement shall not invalidate
actions duly taken by CUB or the Klembers pursuantio the 1999 1 FA Freement.
2. Purpose of the Agreement: Common Powers to be Exercised. Each of the
Members individually has the authority to contract for the purchase of natural gas, electricity and for
advice on energy consumption. The purpose of this agreement is to jointly exercise the foregoing
powers in the manner set forth herein.
3. Effective Date of Formation. CUB v✓as .;';a"t' formed effective as of the Effective
Date. This A reerneaat shall be effective witdn respect to a Uiember as of the date that the Member
e eclrt's this fA tie ndent.�' e
4. Powers. Pursuant to and to the extent required by Government Code Section 6509,
CUB shall be restricted in the exercise of its powers in the same manner as is the City of Stockton,
California. CUB shall have the power:
(a) To exercise the common powers of its Members to purchase natural gas and
electricity and to seek advice on means of economizing on the use of natural gas, electricity and other
energy sources.
(b) To make and enter into contracts for the purchase of natural gas and electricity,
for the sale of natural gas and electricity by CUB to its Members,for balancing the difference
between the supply of natural gas or electricity ordered and the amount actually consumed, and for
advice on means of economizing the use of natural gas, electricity and other energy sources.
(c) To incur debts, liabilities and obligations in connection with the purchase of
natural gas and electricity and advice on the means of economizing on the use of natural gas,
electricity and other energy sources.
(d) To sue and be sued in its own name.
(e) To contract for the services of a management consultant as more specifically set
forth in Article III.
(f) To contract with Members to provide necessary administrative services to CUB as
appropriate.
(g)To adopt rules,regulations, policies,bylaws and procedures governing the
operation of CUB.
(h)To recruit additional Members to CUB to increase the purchasing power of CUB.
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ARTICLE II
ORGANIZATION
1. Membership. Members of CUB shall be the original parties to this Agreement and
such other cities,counties and public districts as may join CUB after execution of this Agreement,
including any counterpart copy of this Agreement.
2. Officers.
(a)CUB shall be governed by a Board of Directors("the Board")consisting of five
Members which shall be selected in the manner identified in the bylaws and shall exercise its
authority in accordance with this Agreement and CUB's bylaws which are attached hereto as
Exhibit A and incorporated herein by reference. The tern of office shall be four years, except that for
the initial Board one Director shall serve for two years,two for three years and two for four years.
(b)CUB may appoint an Executive Director by contracting with one of its Member
agencies.
(c)CUB shall appoint a Treasurer by contracting for such services with one of its
Members or a private certified public accountant.
(d)CUB shall appoint an Auditor by contracting for such services with one of its
Members.In the event CUB appoints a Treasurer from one of its Members,the Auditor must come
from the same Member. The Treasurer and Auditor shall possess the powers of and shall perform the
treasurer and auditor functions for CUB required by Government Code sections 6505, 6505.5 and
6505.6 and shall assure that there shall be strict accountability of all funds and reporting of all
receipts and disbursements of CUB.
The Treasurer and Auditor shall be required to file an official bond with the Board in an
amount which shall be established by the Board. The premiums on any such bonds shall be
appropriate expenses of CUB.
Pursuant to Government Code section 6505 the Auditor shall contract with a certified public
accountant to make an amoral audit of the accounts and records of CUB. The costs of the audits shall
be borne by CUB.
3. Principal Office. The principal office of CUB shall be 1430 Willow Pass Rd., Suite
240, Concord, California 94520 or as may be otherwise designated by the Board from time to time.
4. Fiscal year. The fiscal year of CUB will be from July 1 to June 30.
5. Member Contributions. The costs of operating CUB,purchasing natural gas and
electricity and payment of consultant shall be recovered from the Members as follows:
(a) Operating and Consultant Costs. Each Member that executes an energy faorchasc
mxceazent v✓41i CUB shall pay its share of operating and consultant costs based on the cost of natural
gas and electricity units ordered by the Member compared to the cost of the total natural gas and
electricity units ordered by all Members. Payment shall be made monthly in arrears.
Draft revisions CUB it Powers Flamt 2001 Seo20 docDraft-revisionsE�UB-Jt-P-0wersAeaatn-004S e29-dol t-reviseR^.�CEpv
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(b) Natural Gas Costs. Each Member that exacUates an enemy DUVchase aerecnieant
with ICUB shall pay for the number of natural gas and electricity units it orders. Payment shall be
made concurrently with placement of the order.
(c) Membership Fee.In lieu of recovering all or part of its operating or consultant
costs as prescribed in subparagraph(a),the Board may impose a;s a--aaawl membership fee payable at
such time or times as the Board deems appropriate, vvhio➢3 may on➢y be ooV➢eoted fi om those Memise6s
whose lleeaslative body consents to such fee .
(d)No Member sha➢i be Diable for any indebtedness of CUB e,,,,cent with the prior
Written consent ofthe Miember's ➢c is atwe body All cersons acElinswikh or bvn - c0m -aia�
CUD is hereby notified that no Member is liable for the debts of CUB e^ceot to the extent set forth in
a written consent. Execution of a written enerw Durchase agrecment betwec n a Member and CUTE
shalt consdaac a lyicmber's consent to paV costs as set fforth t➢uerein
6. Withdrawal. Any Member may withdraw from CUB upon six months prior written
notice. Upon withdrawal a Member will not be entitled to return of any funds previously paid to
CUB.
7. Termination of the Agreement. This Agreement may be terminated upon
resolutions adopted by a majority of its Members. Upon termination, all surplus money and property
of CUB shall be distributed to each Member in proportion to the funds provided CUB by the Member
over the previous twelve months.
ARTICLE III
MANAGEMENT CONTRACT
1. The acquisition of natural gas and electricity and all administrative functions relating
thereto, except those of Treasurer and Auditor, shall be performed by a management consultant
selected by CUB's Board through such procedure, including sole source, as its deems appropriate for
special services under Government Code section 53060.
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Title:
Date:
Phone:
FAX:
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4^ uu ; 54953. (a) All meetings of the legislative body of a local agency shall be open
and public, and all persons shall be permitted to attend any meeting of the
legislative body of a local agency, except as otherwise provided in this chapter.
(b) (1) Notwithstanding any other provision of law, the legislative body of a local
agency may use teleconferencing for the benefit of the public and the legislative
body of a local agency in connection with any meeting or proceeding authorized
by law. The teleconferenced meeting or proceeding shall comply with all
requirements of this chapter and all otherwise applicable provisions of law
relating to a specific type of meeting or proceeding. (2) Teleconferencing, as
authorized by this section, may be used for all purposes in connection with any
meeting within the subject matter jurisdiction of the legislative body. All votes
taken during a teleconferenced meeting shall be by rollcall. (3) If the legislative
body of a local agency elects to use teleconferencing, it shall post agendas at all
teleconference locations and conduct teleconference meetings in a manner that
protects the statutory and constitutional rights of the parties or the public
appearing before the legislative body of a local agency. Each teleconference
location shall be identified in the notice and agenda of the meeting or proceeding,
and each teleconference location shall be accessible to the public. During the
teleconference, at least a quorum of the members of the legislative body shall
participate from locations within the boundaries of the territory over which the
local agency exercises jurisdiction. The agenda shall provide an opportunity for
members of the public to address the legislative body directly pursuant to Section
144/l
30
CALIFORNIA
UTILITY BUYERS
FIRST AMENDED AND RESTATED
JOINT POWERS AGREEMENT CREATING
THE CALIFORNIA UTILITY BUYERS JPA
This First Amended and Restated Joint Powers Agreement of the California Utility Buyers
JPA(this"Agreement')is entered into among the public entities identified on the signature page of
this Agreement and the additional public agencies who subsequently sign this Agreement
(collectively, "Members").
RECITALS
Each Member has the authority to and does purchase natural gas and electricity for the
operation of its respective facilities.
Members believe that savings can be achieved if they arrange for the purchase of natural gas
and electricity as a group directly from natural gas or electric power suppliers.
Members agree that acquisition of natural gas and electricity in this manner requires expertise
of a special nature not available within their respective organizations.
Members wish to jointly exercise their powers to provide for the mutual acquisition of natural
gas and electricity utilizing the services of a management consultant to administer the acquisition
program,and in connection therewith,also advise the Authority on methods by which its Members
may manage their costs related to natural gas,electricity and other energy sources.
The Joint Powers Agreement Creating the California Utility Buyers JPA,made as of April 29,
1999(the"1999 JPA Agreement'), established the California Utility Buyers JPA("CUB"),effective
April 29, 1999 (the"Effective Date").
On August 28,2001,the Board of Directors of CUB recommended that this Agreement
(which,with respect to Members who duly authorize and execute this Agreement,will supercede and
restate the 1999 JPA Agreement)should be submitted to the Members and to prospective Members
for their consideration and approval.
NOW, THEREFORE, in consideration of the mutual promises set out,the parties agree as
follows:
AGREEMENT
ARTICLE I
POWERS AND PURPOSES
1. Authority Created. The California Utility Buyers JPA("CUB")was formed by the
1999 JPA Agreement pursuant to the provisions of Article 1,Chapter 5,Division 7,
Title 1(commencing with section 6500)of the Government Code of the State of California. CUB has
GiC U BIMembvmhip%JPA F=s=B JI Powers Agml v2001Sep20 dccPage 1 of
140
been and shall continue to be a public entity separate from its Members and its debts, liabilities and
obligations shall not be the debts,liabilities and obligations of its Members.With respect to Members
who duly authorize and execute this Agreement,this Agreement shall in all respects supercede and
restate the 1999 JPA Agreement.Authorization and execution of this Agreement shall not invalidate
actions duly taken by CUB or the Members pursuant to the 1999 JPA Agreement.
2. Purpose of the Agreement: Common Powers to be Exercised. Each of the
Members individually has the authority to contract for the purchase of natural gas,electricity and for
advice on energy consumption. The purpose of this agreement is to jointly exercise the foregoing
powers in the manner set forth herein.
3. Effective Date of Formation.CUB was formed effective as of the Effective Date.
This Agreement shall be effective with respect to a Member as of the date that the Member executes
this Agreement.
4. Powers. Pursuant to and to the extent required by Government Code Section 6509,
CUB shall be restricted in the exercise of its powers in the same manner as is the City of Stockton,
California. CUB shall have the power:
(a) To exercise the common powers of its Members to purchase natural gas and
electricity and to seek advice on means of economizing on the use of natural gas,electricity and other
energy sources.
(b) To make and enter into contracts for the purchase of natural gas and electricity,
for the sale of natural gas and electricity by CUB to its Members,for balancing the difference
between the supply of natural gas or electricity ordered and the amount actually consumed, and for
advice on means of economizing the use of natural gas, electricity and other energy sources.
(c) To incur debts,liabilities and obligations in connection with the purchase of
natural gas and electricity and advice on the means of economizing on the use of natural gas,
electricity and other energy sources.
(d) To sue and be sued in its own name.
(e) To contract for the services of a management consultant as more specifically set
forth in Article III.
(f) To contract with Members to provide necessary administrative services to CUB as
appropriate.
(g)To adopt rules,regulations,policies,bylaws and procedures governing the
operation of CUB.
(h)To recruit additional Members to CUB to increase the purchasing power of CUB.
CUB Jt Powers Agmt v2001 SepMdoc 2
/44 1,09-3
ARTICLE II
ORGANIZATION
1. Membership. Members of CUB shall be the original parties to this Agreement and
such other cities,comities and public districts as may join CUB after execution of this Agreement,
including any counterpart copy of this Agreement.
2. Officers.
(a)CUB shall be governed by a Board of Directors ("the Board")consisting of five
Members which shall be selected in the manner identified in the bylaws and shall exercise its
authority in accordance with this Agreement and CUB's bylaws which are attached hereto as
Exhibit A and incorporated herein by reference. The term of office shall be four years,except that for
the initial Board one Director shall serve for two years,two for three years and two for four years.
(b)CUB may appoint an Executive Director by contracting with one of its Member
agencies.
(c)CUB shall appoint a Treasurer by contracting for such services with one of its
Members or a private certified public accountant.
(d)CUB shall appoint an Auditor by contracting for such services with one of its
Members.In the event CUB appoints a Treasurer from one of its Members,the Auditor must come
from the same Member.The Treasurer and Auditor shall possess the powers of and shall perform the
treasurer and auditor functions for CUB required by Government Code sections 6505,6505.5 and
6505.6 and shall assure that there shall be strict accountability of all funds and reporting of all
receipts and disbursements of CUB.
The Treasurer and Auditor shall be required to file an official bond with the Board in an
amount which shall be established by the Board. The premiums on any such bonds shall be
appropriate expenses of CUB.
Pursuant to Government Code section 6505 the Auditor shall contract with a certified public
accountant to make an annual audit of the accounts and records of CUB. The costs of the audits shall
be home by CUB.
3. Principal Office. The principal office of CUB shall be 1430 Willow Pass Rd., Suite
240, Concord,California 94520 or as may be otherwise designated by the Board from time to time.
4. Fiscal year. The fiscal year of CUB will be from July 1 to June 30.
5. Member Contributions. The costs of operating CUB,purchasing natural gas and
electricity and payment of consultant shall be recovered from the Members as follows:
(a) Operating and Consultant Costs. Each Member that executes an energy purchase
agreement with CUB shall pay its share of operating and consultant costs based on the cost of natural
gas and electricity units ordered by the Member compared to the cost of the total natural gas and
electricity units ordered by all Members. Payment shall be made monthly in arrears.
CUB Jt Powers Agmt v2001 Sep2udoc 3
141Y
(b) Natural Gas Costs. Each Member that executes an energy purchase agreement
with CUB shall pay for the number of natural gas and electricity units it orders. Payment shall be
made concurrently with placement of the order.
(c) Membership Fee. In lieu of recovering all or part of its operating or consultant
costs as prescribed in subparagraph(a),the Board may impose a membership fee payable at such time
or times as the Board deems appropriate,which may only be collected from those Members whose
legislative body consents to such fee..
(d)No Member shall be liable for any indebtedness of CUB except with the prior
written consent of the Member's legislative body.All persons dealing with or having a claim against
CUB is hereby notified that no Member is liable for the debts of CUB,except to the extent set forth in
a written consent.Execution of a written energy purchase agreement between a Member and CUB
shall constitute a Member's consent to pay costs as set forth therein.
6. Withdrawal. Any Member may withdraw from CUB upon six months prior written
notice. Upon withdrawal a Member will not be entitled to return of any funds previously paid to
CUB.
7. Termination of the Agreement. This Agreement may be terminated upon
resolutions adopted by a majority of its Members. Upon termination,all surplus money and property
of CUB shall be distributed to each Member in proportion to the funds provided CUB by the Member
over the previous twelve months.
ARTICLE III
MANAGEMENT CONTRACT
1. The acquisition of natural gas and electricity and all administrative functions relating
thereto,except those of Treasurer and Auditor, shall be performed by a management consultant
selected by CUB's Board through such procedure,including sole source, as its deems appropriate for
special services under Government Code section 53060.
Your Organization:
By:
Name:
Title:
Date:
Phone:
FAX:
CUB A Powers Agmt v20016ep20.doc q
/G,¢ !s
CALIFORNIA
UTILITY BUYERS
BYLAWS OF THE
CALIFORNIA UTILITY BUYERS JPA
1. Membership. Membership in the California Utility Buyers JPA ("CUB") shall
be evidenced by a resolution of the governing board of a member authorizing execution of the
Agreement and the executed Agreement.
2. Meetings. The first and organizational meeting of the CUB shall be held in
Sacramento, California. Thereafter the Board shall meet at the office of the Treasurer of CUB or
at such other places as may be designated by the Board. The time and place of the regular
meetings of the Board shall be determined by resolution adopted by the Board, and a copy of
such resolution shall be furnished to each member. All Board meetings, including regular and
special meetings, shall be noticed and held in accordance with the Ralph M. Brown Act,
Government Code section 54590, et seq..
3. Quorum Voting. A majority of the Board's Directors shall constitute a quorum
for the purpose of the transaction of business relating to the CUB. Each Director shall be entitled
to one vote. Unless otherwise provided herein, a vote of the majority of those Directors present
and qualified to vote shall be sufficient for the adoption of any motion,resolution or order and to
take any other action deemed appropriate to carry forward the objectives of the CUB.
4. Designation of Directors. On the Effective Date the members shall hold their
first meeting at which time they shall select a nominating committee to select the CUB's Board
of Directors. At the same meeting, and after the nominating committee is selected, each member
may submit to the nominating committee as a candidate for the Board the name of one of their
officers or employees, or the name of an officer or employee of another member, including a
member of the nominating committee, as a candidate for the Board.
The nominating committee shall then select five of the nominees as Directors of the
Board, specify the term that each is to serve and submit the nominees to the members for
approval. To the extent possible, the membership of the Board of Directors shall reflect
geographic diversity consistent with securing the best available candidates. In the event a
nominee is not approved, the nominating committee shall propose an alternate or alternates to the
members for approval.
After the first Board of Directors is elected,thereafter the Board will elect persons to fill
vacancies or commence new terms. Vacancies will be filled for the unexpired term.
5. President,Vice President and Secretary. At the first meeting, and every two
years thereafter,the Board shall appoint three of its Board members as the President, Vice
President and Secretary.
6. Budget. Within 60 days after formation of the Board,the Board shall adopt a
budget for the balance of the fiscal year. Thereafter,thirty days prior to the expiration of the
G:\G U BMembershipUPA Forms=B Bylaws 990409.doc Page I of
14414
fiscal year the Board shall adopt a budget for the ensuing fiscal year. The Board may contract
with a member for preparation of the budget.
The budget shall include,but not be limited to, the general operating costs and natural gas
and electricity acquisition costs to be incurred during the period covered by the budget, and the
allocation of such costs among the members.
The budget shall be adopted by at least a majority of all the directors of the Board.
7. Expenditures for the Approved Budget. All expenditures made within the
designations and limitations of the approved budget shall be made on the authorization of the
Treasurer, or in his or her absence the President of the Board,without further action of the Board.
No expenditures in excess of those budgeted shall be made without the approval of a majority of
all of the directors of the Board.
8. Amendment of Bylaws. These bylaws may be amended by the Board at a regular
meeting at which a quorum is present.
CUB Bylaws 99 04 09.doe 2
RESOLUTION NO.
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
PALM SPRINGS APPROVING MEMBERSHIP IN THE
CALIFORNIA UTILITY BUYERS JOINT POWERS AUTHORITY
AND AUTHORIZING EXECUTION OF JOINT POWERS
AGREEMENT.
WHEREAS,the City of Palm Springs has the authority to and does acquire utility services
(such as natural gas, electric power, water, and telecommunications)for its facilities; and
WHEREAS, the City of Palm Springs wishes to better control the costs of utilities at its
facilities, through cooperative acquisition and management programs with other public
agencies in California; and
WHEREAS, the California Utility Buyers JPA has been established as a California joint
powers authority to operate such cooperative programs; and
WHEREAS, Title 1, Division 7, Chapter 5, Article 1 (Section 6500 et seq.) Of the
Government Code authorizes joint exercise by two or more public agencies of any power
common to them.
NOW THEREFORE, BE IT RESOLVED the City Council of the City of Palm Springs,
California, does hereby resolve as follows:
Section 1. The City Council hereby approves Agreement entitled
"Joint Powers Agreement Creating the California Utility Buyers JPA", on
file in the office of the City Clerk.
Section 2. The Mayor or his designee is hereby authorized to affix his signature to
this resolution signifying its adoption by the City Council of the City of Palm
Springs, and the City Clerk, or her duly appointed deputy, is directed to
attest thereto.
Section 3. The Mayor or his designee, or their successor(s) in office, are authorized
and hereby directed to execute and deliver on behalf of the City of Palm
Springs any documents or instruments deemed necessary or appropriate
to evidence membership in the CUB JPA, including the Joint Powers
Agreement of the CUB JPA, or to participate in particular programs of the
CUB JPA as such officer(s) deem appropriate.
(SIGNATURES ON FOLLOWING PAGE)
CUBJPA/STPRPT
to/ZZ/ot /b�3
RESOLUTION NO.
NOVEMBER 7, 2001
Page 2
ADOPTED this_day of 2001
AYES:
NOES:
ABSENT:
ATTEST: CITY OF PALM SPRINGS,
CALIFORNIA, a municipal
corporation
By
City Clerk City Manager
REVIEWED &APPROVED AS TO FORM
CUBJPA/STFRPT
10/22/O1