HomeMy WebLinkAbout2015 CON City of Chula Vista - Frebe Program (2)MEMORANDUM OF UNDERSTANDING
BETWEEN THE CITY OF NATIONAL CITY
AND THE CITY OF CHULA VISTA
FOR THE ADMINISTRATION OF THE FREE RESOURCE
AND ENERGY BUSINESS EVALUATION PROGRAM
This Memorandum of Understanding ("MOU") is entered into by and between the CITY
OF NATIONAL CITY ("National City"), a municipal corporation, and the CITY OF CHULA
VISTA ("Chula Vista"), a municipal corporation, and is dated .¢e„pyi41942 '' )s I e3(J f for the
purposes of reference only.
RECITALS
A. In 2009, Chula Vista began administering its Free Resource and Energy Business
Evaluation ("FREBE") program, which helps local businesses identify opportunities to save
energy and water.
B. With funding support from San Diego Gas & Electric, Chula Vista created the
South Bay Energy Action Collaborative ("SoBEAC") in 2013 to assist smaller neighboring cities
with their energy efficiency and sustainability initiatives.
C. On June 2, 2015, National City and Chula Vista entered into a Memorandum of
Understanding for the administration of the FREBE program in National City by Chula Vista
through December 31, 2015.
D. On June 16, 2015, National City adopted an ordinance amending Chapter 6.04 of
the National City Municipal Code to require businesses in National City to accept a no -cost
resource and energy evaluation through the FREBE Program.
E. National City anticipates amending the ordinance to extend the effective date of the
FREBE program from December 31, 2015 to December 31, 2020.
F. National City does not have sufficient staff to administer the FREBE Program.
G. Chula Vista has agreed to administer the FREBE Program in National City, through
calendar year 2020, under the SoBEAC component of its Local Government Partnership with San
Diego Gas & Electric.
H. The FREBE program in National City would be fully supported through SDG&E
Local Government Partnership funding
AGREEMENT
1. Term of the MOU. This MOU shall be effective on the date that the ordinance
described in Recital E, above, is effective and shall remain in effect through December 31, 2020.
2. Chula Vista's Responsibilities.
2.1. Chula Vista staff agrees to administer the FREBE Program in National City
with funding provided by SDG&E Local Government Partnership.
2.2. Chula Vista staff shall draft and mail a letter introducing the FREBE
Program, explaining that Chula Vista staff will perform the evaluation on behalf of National City,
and requesting an appointment to conduct the evaluation (the "Introduction and Appointment
Letter"). The Introduction and Appointment Letter will be on National City letterhead and be
signed by National City's Director of Finance, or designee.
2.3. If there is no response, or a negative response, from the business, Chula
Vista staff shall draft a postcard reminding the business of its obligation to accept the evaluation
(the "Follow-up Postcard"). The Follow-up Postcard will include the National City Logo.
2.4. In performing the evaluations, Chula Vista staff will use best efforts to
minimize inconvenience and disruption to the businesses.
2.5. In implementing the FREBE Program in National City, Chula Vista staff will
use best efforts to minimize disruption to the National City Finance Department.
2.6. Chula Vista staff will provide the businesses with information that may
include, but not be limited to the following:
2.6.1. Historical energy and water consumption, identified conservation
and efficiency opportunities, potential utility cost savings, and an estimate of the corresponding
greenhouse gas emission reductions;
2.6.2. Recommendations for sustainable practices applicable to the
business, their employees or customers, and an estimate of the corresponding greenhouse gas
emission reductions;
2.6.3. Information and assistance regarding federal, state, and local rebate
programs, financing options, and other funding resources to reduce the time and cost of
implementing conservation and efficiency measures; and
2.6.4. Contact information for local utility account and program staff and
contractors that may provide services to implement conservation and efficiency measures.
3. National City's Responsibilities.
3.1. National City Finance staff will periodically give Chula Vista staff a list of
the most recent business licenses issued by National City. The information will include the
business name, address, phone number(s), and names of principals.
3.2. National City Finance staff will approve the Introduction and Appointment
letter.
3.3. National City Finance staff will approve the Follow-up Postcard.
2 City of Chula Vista and City of National City
2015 MOU for FREBE Program
3.4. National City staff will cooperate and work with Chula Vista staff.
4. Indemnity.
4.1 Claims Arising From Sole Acts or Omissions of Chula Vista. Chula Vista
agrees to defend and indemnify National City, and its respective agents, officers and employees,
from any claim, action or proceeding against National City, arising solely out of the negligent acts
or omissions or willful misconduct of Chula Vista in the performance of its duties pursuant to this
MOU. At its sole discretion, National City may participate at its own expense in the defense of
any claim, action or proceeding, but such participation shall not relieve Chula Vista of any
obligation imposed by this MOU. National City shall promptly notify Chula Vista of any claim,
action or proceeding and cooperate fully in the defense.
4.2 Claims Arising From Sole Acts or Omissions of National City. National
City agrees to defend and indemnify Chula Vista, and its agents, officers and employees, from any
claim, action or proceeding against Chula Vista, arising solely out of the negligent acts or
omissions or willful misconduct of National City in the performance of its duties pursuant to this
MOU. At its sole discretion, Chula Vista may participate at its own expense in the defense of any
claim, action or proceeding, but such participation shall not relieve National City of any obligation
imposed by this MOU. Chula Vista shall promptly notify National City of any claim, action or
proceeding and cooperate fully in the defense.
4.3 Claims Arising From Concurrent Acts or Omissions. National City agrees
to defend and indemnify Chula Vista from any claim, action or proceeding arising out of,
connected with, caused by or claimed to be caused by the active or passive negligent acts or
omissions, or willful misconduct of Chula Vista, its agents, officers, or employees which may be
in combination with the active or passive negligent acts or omissions of National City, its
employees, agents or officers, or any third party.
4.4 Joint Defense. Notwithstanding subsection 4.3, above, in cases where
Chula Vista and National City agree in writing to a joint defense, Chula Vista and National City
may appoint joint defense counsel to defend the claim, action or proceeding arising out of the
concurrent acts or omissions of Chula Vista and National City. Joint defense counsel shall be
selected by mutual agreement of the parties. The parties further agree that no party may bind the
other party to a settlement agreement without the written consent of the other party.
4.5 Reimbursement and/or Reallocation. Where a final judgment of a court
award allocates or determines the comparative fault of the parties, Chula Vista and National City
may seek reimbursement and/or reallocation of defense costs, settlement payments, judgments and
awards, consistent with such comparative fault.
4.6 Limitation of Liability. Other than claims for physical injury to person or
property, the Parties acknowledge that each Party's liability under this MOU shall be limited to
actual damages only and that the Parties shall have no obligation or liability for general or special
damages.
3 City of Chula Vista and City of National City
2015 MOU for FREBE Program
4.7 Survival. A Party's obligations under this Indemnity section shall survive
the termination of this MOU.
5. Insurance. Chula Vista shall provide its own liability insurance, including
automobile liability insurance, health, disability and other insurance. National City shall not be
responsible for insurance coverage for Chula Vista's employees. Chula Vista shall provide its own
workers compensation insurance for any Chula Vista employee who performs services pursuant
to this MOU.
6. Termination. Either Party may terminate this MOU by providing fifteen days'
written notice to the other Party. Notwithstanding the foregoing, if, for any reason, SDG&E ceases
to provide Chula Vista with the funding necessary to perform Chula Vista's responsibilities under
this MOU, then the MOU shall be immediately terminated and Chula Vista shall be relieved of all
obligations imposed on it by this MOU.
7. Administrative Claims Requirements and Procedures. No suit or arbitration shall
be brought arising out of this MOU, against Chula Vista unless a claim has first been presented in
writing and filed with Chula Vista and acted upon by Chula Vista in accordance with the
procedures set forth in Chapter 1.34 of the Chula Vista Municipal Code, as same may from time
to time be amended, the provisions of which are incorporated by this reference as if fully set forth
herein, and such policies and procedures used by City in the implementation of same.
8. Notices. All notices, demands or requests provided for or permitted to be given
pursuant to this MOU must be in writing. All notices, demands, and requests to be sent to any
party shall be deemed to have been properly given or served if personally served or deposited in
the United States mail, addressed to such party, postage prepaid, registered, or certified, with return
receipt requested, at the addresses identified below:
a. City of Chula Vista
Bob Beamon, Conservation Manager
276 Fourth Avenue, Chula Vista, CA 91910
619-409-1965
b. City of National City
Brad Raulston, Executive Director
1243 National City Boulevard
National City, CA 91902
619-336-4240
9. Integration. This MOU, together with any other written document referred to or
contemplated in it, embody the entire agreement and understanding between the Parties relating to
the subject matter hereof. Neither this MOU nor any provision of it may be amended, modified,
waived or discharged except by an instrument in writing executed by the Party against which
enforcement of such amendment, waiver or discharge is sought.
4 City of Chula Vista and City of National City
2015 MOU for FREBE Program
10. Capacity of Parties. Each signatory and Party to this MOU warrants and represents
to the other Party that it has legal authority and capacity and direction from its principal to enter
into this MOU, and that all necessary resolutions or other actions have been taken so as to enable
it to enter into this MOU.
11. Governing Law/Venue. This MOU shall be governed by and construed in
accordance with the laws of the State of California. Any action arising under or relating to this
Agreement shall be brought only in the federal or state courts located in San Diego County, State
of California.
IN WITNESS WHEREOF, Chula Vista and National City have executed this MOU,
indicating that they have read and understood same, and indicate their full and complete consent
to its terms:
CITY OF CHULA VISTA
By:
CITY OF NATIONAL CITY
Byr1--
Mary Csillas, Mayor Ron Morrison, Mayor
Attest:
.1
„Axxi.z.) (..._,A(Auculitl
ti
onna Norris, City Clerk
APPROVED AS TO FORM:
en R. Googins, City Attor
Attest:
..P__.
Michael R. Da la, ity Clerk
PPROVED AS TO FORM:
0 A
Aqllaitltd,
Claudia G. citua Silffll City Attorney
5 City of Chula Vista and City of National City
2015 MOU for FREBE Program
RESOLUTION NO. 2015 — 181
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY
AUTHORIZING THE MAYOR TO EXECUTE A MEMORANDUM OF
UNDERSTANDING WITH THE CITY OF CHULA VISTA TO PROVIDE
IN -KIND SERVICES TO CONTINUE THE FREE RESOURCE
AND ENERGY BUSINESS EVALUATION PROGRAM
WHEREAS, in 2011, the City Council adopted the Climate Action Plan ("CAP")
with the goal of reducing National City's greenhouse gas emissions to 15 percent below 2005
levels by 2020, which is consistent with California's Global Warming Solutions Act of 2006
(AB32); and
WHEREAS, one of the CAP emission reduction measures encourages energy
audits of existing buildings to inform owners of their energy usage; and
WHEREAS, on June 2, 2015, the City Council adopted Resolution No. 2015-75
implementing a Free Resource and Energy Business Evaluations ("FREBE") program for
businesses in the City, and entered into a Memorandum of Understanding ("MOU") with the City
of Chula Vista to implement the program in National City through December 31, 2015 at no cost
to the City with funding through the South Bay Energy Action Collaborative; and
WHEREAS, on June 16, 2015, the City Council adopted Ordinance No. 2015-2404
amending Chapter 6.04 of the National City Municipal Code to require businesses in National
City to accept a no -cost resource and energy evaluation through the FREBE Program; and
WHEREAS, National City anticipates amending Ordinance No. 2015-2404 to extend the
effective date of the FREBE program from December 31, 2015 to December 31, 2020; and
WHEREAS, the City of Chula Vista has agreed to administer the FREBE Program in
National City, through calendar year 2020, under the SoBEAC component of its Local
Government Partnership with San Diego Gas & Electric; and
WHEREAS, the FREBE program in National City would be fully supported through
SDG&E Local Government Partnership funding.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
National City hereby authorizes the Mayor to execute a Memorandum of Understanding with the
City of Chula Vista to provide in -kind services to implement the Free Resource and Energy
Business Evaluations ("FREBE") program. The Memorandum of Understanding is on file in the
office of the City Clerk.
[Signature Page to Follow]
Resolution No. 2015 — 181
Page Two
PASSED and ADOPTED this 1st day of December2015.
on"Morrison dyut
ATTESTR. :
Dalla ael
Mi , pity Clerk
PROVED AS TO FORM:
is Ga'itu= Siva
City Attor 'ey
Passed and adopted by the Council of the City of National City, California, on
December 1, 2015 by the following vote, to -wit:
Ayes: Councilmembers Cano, Mendivil, Morrison, Rios, Sotelo-Solis.
Nays: None.
Absent: None.
Abstain: None.
AUTHENTICATED BY:
RON MORRISON
Mayor of the City of National City, California
a City Cle2ZJJjdd(
of the City oftional City, California
By:
Deputy
I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
RESOLUTION NO. 2015-181 of the City of National City, California, passed and
adopted by the Council of said City on December 1, 2015.
City Clerk of the City of National City, California
By:
Deputy
CITY OF NATIONAL CITY, CALIFORNIA
COUNCIL AGENDA STATEMENT
CQ0\s-\6
MEETING DATE: December 1, 2015 AGENDA ITEM NO. 17
ITEM TITLE:
A Resolution of the City Council of the City of National City authorizing the Mayor to execute a Memorandum of
Understanding with the City of Chula Vista to provide in -kind services to implement the Free Resource and
Energy Business Evaluation (FREBE) program. (Planning)
PREPARED BY: Raymond Pe
PHONE: 336-4421
EXPLANATION:
011""
DEPARTMENT: Planning Division
APPROVED BY:
In 2011, the City Council adopted the Climate Action Plan (CAP) with the goal of reducing National City's
greenhouse gas emissions to 15 percent below 2005 levels by 2020. This goal is consistent with California's
Global Warming Solutions Act of 2006 (AB32). One of the CAP emission reduction measures encourages
energy audits of existing buildings to inform owners of their energy usage. This measure is being implemented
for businesses in the City through the Free Resource and Energy Business Evaluations (FREBE) program, which
is administered by the City of Chula Vista on behalf of the City.
On June 2, 2015, the City entered into a memorandum of understanding with the City of Chula Vista to administer
the FREBE program in National City through December 31, 2015. The City of Chula Vista has offered to provide
an additional five years of support through the South Bay Energy Action Collaborative (SoBEAC) with funding
through its Local Government Partnership with SDG&E. Chula Vista has operated the FREBE program in Chula
iNri,,, Vista since 2008 and has indicated that the first year of the program in National City has been very successful
and well -received by businesses. The proposed MOU would allow the City of Chula Vista to continue to
administer the program in National City through December 31, 2020.
FINANCIAL STATEMENT:
ACCOUNT NO. Not Applicable
ENVIRONMENTAL REVIEW:
This activity is not a project as defined in Section 15378 of the California Code of Regulations; therefore, no
further action is required under the California Environmental Quality Act.
ORDINANCE: INTRODUCTION: FINAL ADOPTION:
APPROVED:
APPROVED:
Finance
MIS
STAFF RECOMMENDATION:
Adopt the resolution authorizing the Mayor to execute the Memorandum of Understanding.
BOARD / COMMISSION RECOMMENDATION:
Not Applicable.
ATTACHMENTS:
1. Background Report
2. Memorandum of Understanding
eSOLVz\ON v10. `a0\5-V%
Attachment 1
Background Report
Climate Action Plan
In 2011, the City Council adopted the Climate Action Plan (CAP) with the goal of reducing
National City's greenhouse gas emissions to 15 percent below 2005 levels by 2020. This
goal is consistent with California's Global Warming Solutions Act of 2006 (AB32). The
CAP found that commercial and industrial operations accounted for 25 percent of
community -wide emissions in 2005 and forecasted an increase to 38 percent by 2030
under the `business -as -usual' scenario, i.e. if no additional measures are taken to reduce
emissions
The CAP includes emission reduction measures that could be implemented to achieve the
2020 goal. One of these measures encourages energy audits of buildings to inform
owners of their energy usage. This measure is being implemented for businesses in the
City through the Free Resource and Energy Business Evaluations (FREBE) program,
which is administered by the City of Chula Vista on behalf of the City.
CAP Implementation Study
In 2014, the City initiated a study to identify potential policies and programs that could be
implemented to help achieve CAP goals. This effort was funded through the South Bay
Energy Action Collaborative (SoBEAC), a cooperative initiative between National City,
Chula Vista, Imperial Beach, and Coronado with the goal of advancing energy efficiency
and conservation efforts among the member cities. SoBEAC is a Local Government
Partnership funded through SDG&E.
After a review of innovative energy and water saving programs in effect throughout the
state, Chula Vista's FREBE program stood out for its effectiveness in helping businesses
reduce utility costs though energy and water saving measures. The program began in
2008 and has since been very successful with high participation. Evaluations are
conducted when convenient for businesses, which receive customized recommendations
to save energy and water and to implement sustainable practices. Businesses have no
obligation to carry out the recommendations since implementation is voluntary.
In Chula Vista, roughly 600 businesses are evaluated annually, and approximately 65
percent choose to implement one or more recommendations. In addition, businesses are
referred to the SDG&E Business Energy Solutions Program, which provides energy
efficiency equipment upgrades at no -cost to small and medium sized businesses. The
average participant saves over $4,000 in annual energy costs. Chula Vista reports that
many businesses see utility bill savings on their next bill following evaluations and many
are inspired to continue making other sustainable improvements.
1
Memorandum of Understanding
On June 2, 2015, the City entered into a memorandum of understanding with the City of
Chula Vista to administer the FREBE program in National City through December 31,
2015. The City of Chula Vista has offered to provide an additional five years of support
through the South Bay Energy Action Collaborative (SoBEAC) with funding through its
Local Government Partnership with SDG&E.
Chula Vista has indicated that the first year of the FREBE program in National City has
been very successful and well -received by businesses. Nearly 100 businesses have been
evaluated since late July, and about 40 percent are referred to SDG&E's Business Energy
Solutions Program. The proposed MOU would allow the City of Chula Vista to continue to
administer the program in National City through December 31, 2020.
Ordinance Amendment
On June 16, 2015, the City Council adopted Ordinance No. 2015-2404, which codified the
energy and water evaluation requirement for businesses by amending Municipal Code
Chapter 6.04. A proposed ordinance amendment would extend the effective date of the
FREBE program to December 31, 2020.
There are approximately 2,600 business licensees operating in the City. However, only
businesses occupying a physical storefront or office on a commercial utility meter are
required to participate in the program. Furthermore, the ordinance does not require
businesses to implement any of the energy or water efficiency recommendations.
Evaluations are approximately 30 minutes in duration and conducted in the presence of
the business owner or manager. Trained evaluators conduct a review of utility bills,
building systems (e.g. lighting, cooling, and heating), building envelopes (e.g. windows,
doors, and insulation), office equipment, appliances, and operational procedures.
Results of the evaluation and detailed strategies to reduce utility costs are provided to the
business. Recommendations may include low- or no -cost measures, such as behavior
modification, as well as other measures that may require an investment. Evaluators also
identify incentives, rebates, and low cost financing options that could reduce or eliminate
implementation costs.
Fiscal Impact
Chula Vista anticipates that FREBE program funding will continue to be provided through
SoBEAC as part of its Local Government Partnership with SDG&E. There will be no direct
impact on the General Fund of the City. Staff costs associated with implementation of the
program would be minimal. Most of the program implementation costs would be directly
provided as in -kind support by the City of Chula Vista.
2
MEMORANDUM OF UNDERSTANDING
BETWEEN THE CITY OF NATIONAL CITY AND THE CITY OF CHULA VISTA
FOR THE ADMINISTRATION OF THE FREE RESOURCE AND
ENERGY BUSINESS EVALUATION PROGRAM
This Memorandum of Understanding ("MOU") is entered into by and between the City of
National City ("National City"), a municipal corporation, and the City of Chula Vista ("Chula
Vista"), a municipal corporation, and is dated for the purposes of reference only.
RECITALS
A. In 2009, Chula Vista began administering its Free Resource and Energy Business
Evaluation ("FREBE") program, which helps local businesses identify opportunities to save
energy and water.
B. With funding support from San Diego Gas & Electric, Chula Vista created the
South Bay Energy Action Collaborative ("SoBEAC") in 2013 to assist smaller neighboring cities
with their energy efficiency and sustainability initiatives.
C. On June 2, 2015, National City and Chula Vista entered into a Memorandum of
Understanding for the administration of the FREBE program in National City by Chula Vista
through December 31, 2015.
D. On June 16, 2015, National City adopted an ordinance amending Chapter 6.04 of
the National City Municipal Code to require businesses in National City to accept a no -cost
resource and energy evaluation through the FREBE Program.
E. National City anticipates amending the ordinance to extend the effective date of the
FREBE program from December 31, 2015 to December 31, 2020.
F. National City does not have sufficient staff to administer the FREBE Program.
G. Chula Vista has agreed to administer the FREBE Program in National City, through
calendar year 2020, under the SoBEAC component of its Local Government Partnership with San
Diego Gas & Electric.
H. The FREBE program in National City would be fully supported through SDG&E
Local Government Partnership funding
AGREEMENT
1. Term of the MOU. This MOU shall be effective on the date that the ordinance described
in Recital E, above, is effective and shall remain in effect through December 31, 2020.
2. Chula Vista's Responsibilities.
2.1. Chula Vista staff agrees to administer the FREBE Program in National City
with funding provided by SDG&E Local Government Partnership.
1
2.2. Chula Vista staff shall draft and mail a letter introducing the FREBE Program,
explaining that Chula Vista staff will perform the evaluation on behalf of National City, and
requesting an appointment to conduct the evaluation (the "Introduction and Appointment Letter").
The Introduction and Appointment Letter will be on National City letterhead and be signed by
National City's Director of Finance, or designee.
2.3. If there is no response, or a negative response, from the business, Chula Vista
staff shall draft a postcard reminding the business of its obligation to accept the evaluation (the
"Follow-up Postcard"). The Follow-up Postcard will include the National City Logo.
2.4. In performing the evaluations, Chula Vista staff will use best efforts to
minimize inconvenience and disruption to the businesses.
2.5. In implementing the FREBE Program in National City, Chula Vista staff will
use best efforts to minimize disruption to the National City Finance Department.
2.6. Chula Vista staff will provide the businesses with information that may include,
but not be limited to the following:
2.6.1. Historical energy and water consumption, identified conservation and
efficiency opportunities, potential utility cost savings, and an estimate of the corresponding
greenhouse gas emission reductions;
2.6.2. Recommendations for sustainable practices applicable to the
business, their employees or customers, and an estimate of the corresponding greenhouse gas
emission reductions;
2.6.3. Information and assistance regarding federal, state, and local rebate
programs, financing options, and other funding resources to reduce the time and cost of
implementing conservation and efficiency measures; and
2.6.4. Contact information for local utility account and program staff and
contractors that may provide services to implement conservation and efficiency measures.
3. National City's Responsibilities.
3.1. National City Finance staff will periodically give Chula Vista staff a list of the
most recent business licenses issued by National City. The information will include the business
name, address, phone number(s), and names of principals.
3.2. National City Finance staff will approve the Introduction and Appointment
letter.
3.3. National City Finance staff will approve the Follow-up Postcard.
3.4. National City staff will cooperate and work with Chula Vista staff.
4. Indemnity.
2
4.1 Claims Arising From Sole Acts or Omissions of Chula Vista. Chula Vista
agrees to defend and indemnify National City, and its respective agents, officers and employees,
from any claim, action or proceeding against National City, arising solely out of the negligent acts
or omissions or willful misconduct of Chula Vista in the performance of its duties pursuant to this
MOU. At its sole discretion, National City may participate at its own expense in the defense of
any claim, action or proceeding, but such participation shall not relieve Chula Vista of any
obligation imposed by this MOU. National City shall promptly notify Chula Vista of any claim,
action or proceeding and cooperate fully in the defense.
4.2 Claims Arising From Sole Acts or Omissions of National City. National City
agrees to defend and indemnify Chula Vista, and its agents, officers and employees, from any
claim, action or proceeding against Chula Vista, arising solely out of the negligent acts or
omissions or willful misconduct of National City in the performance of its duties pursuant to this
MOU. At its sole discretion, Chula Vista may participate at its own expense in the defense of any
claim, action or proceeding, but such participation shall not relieve National City of any obligation
imposed by this MOU. Chula Vista shall promptly notify National City of any claim, action or
proceeding and cooperate fully in the defense.
4.3 Claims Arising From Concurrent Acts or Omissions. National City agrees to
defend and indemnify Chula Vista from any claim, action or proceeding arising out of, connected
with, caused by or claimed to be caused by the active or passive negligent acts or omissions, or
willful misconduct of Chula Vista, its agents, officers, or employees which may be in combination
with the active or passive negligent acts or omissions of National City, its employees, agents or
officers, or any third party.
4.4 Joint Defense. Notwithstanding subsection 4.3, above, in cases where Chula
Vista and National City agree in writing to a joint defense, Chula Vista and National City may
appoint joint defense counsel to defend the claim, action or proceeding arising out of the concurrent
acts or omissions of Chula Vista and National City. Joint defense counsel shall be selected by
mutual agreement of the parties. The parties further agree that no party may bind the other party
to a settlement agreement without the written consent of the other party.
4.5 Reimbursement and/or Reallocation. Where a final judgment of a court award
allocates or determines the comparative fault of the parties, Chula Vista and National City may
seek reimbursement and/or reallocation of defense costs, settlement payments, judgments and
awards, consistent with such comparative fault.
4.6 Limitation of Liability. Other than claims for physical injury to person or
property, the Parties acknowledge that each Party's liability under this MOU shall be limited to
actual damages only and that the Parties shall have no obligation or liability for general or special
damages.
4.7 Survival. A Party's obligations under this Indemnity section shall survive the
termination of this MOU.
3
5. Insurance. Chula Vista shall provide its own liability insurance, including automobile
liability insurance, health, disability and other insurance. National City shall not be responsible for
insurance coverage for Chula Vista's employees. Chula Vista shall provide its own workers
compensation insurance for any Chula Vista employee who performs services pursuant to this
MOU.
6. Termination. Either Party may terminate this MOU by providing fifteen days' written
notice to the other Party. Notwithstanding the foregoing, if, for any reason, SDG&E ceases to
provide Chula Vista with the funding necessary to perform Chula Vista's responsibilities under
this MOU, then the MOU shall be immediately terminated and Chula Vista shall be relieved of all
obligations imposed on it by this MOU.
7. Administrative Claims Requirements and Procedures. No suit or arbitration shall be
brought arising out of this MOU, against Chula Vista unless a claim has first been presented in
writing and filed with Chula Vista and acted upon by Chula Vista in accordance with the
procedures set forth in Chapter 1.34 of the Chula Vista Municipal Code, as same may from time
to time be amended, the provisions of which are incorporated by this reference as if fully set forth
herein, and such policies and procedures used by City in the implementation of same.
8. Notices. All notices, demands or requests provided for or permitted to be given pursuant
to this MOU must be in writing. All notices, demands and requests to be sent to any party shall
be deemed to have been properly given or served if personally served or deposited in the United
States mail, addressed to such party, postage prepaid, registered or certified, with return receipt
requested, at the addresses identified below:
a. Chula Vista
Bob Beamon
276 Fourth Avenue, Chula Vista, CA 91910
619-409-1965
b. National City
Brad Raulston
1243 National City Boulevard
National City, CA 91902
619-336-4240
9. Integration. This MOU, together with any other written document referred to or
contemplated in it, embody the entire agreement and understanding between the Parties relating to
the subject matter hereof. Neither this MOU nor any provision of it may be amended, modified,
waived or discharged except by an instrument in writing executed by the Party against which
enforcement of such amendment, waiver or discharge is sought.
10. Capacity of Parties. Each signatory and Party to this MOU warrants and represents to
the other Party that it has legal authority and capacity and direction from its principal to enter into
this MOU, and that all necessary resolutions or other actions have been taken so as to enable it to
enter into this MOU.
4
11. Governing Law/Venue. This MOU shall be governed by and construed in accordance
with the laws of the State of California. Any action arising under or relating to this Agreement
shall be brought only in the federal or state courts located in San Diego County, State of California.
(End of page. Next page is signature page.)
5
Signature Page
to
Memorandum of Understanding between
City of Chula Vista and
City of National City
For the Administration of the Free Resource and Energy Business Evaluation Program
IN WITNESS WHEREOF, Chula Vista and National City have executed this MOU,
indicating that they have read and understood same, and indicate their full and complete consent
to its terms:
Attest:
Donna Norris, City Clerk
Approved as to form:
Glen R. Googins, City Attorney
City of Chula Vista
By:
Mary Casillas Salas, Mayor
6
Attest:
Michael Dalla, City Clerk
Approved as to form:
Claudia Gacitua Silva, City Attorney
7
City of National City
By:
Ron Morrison, Mayor
RESOLUTION NO. 2015 —
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY
AUTHORIZING THE MAYOR TO EXECUTE A MEMORANDUM OF
UNDERSTANDING WITH THE CITY OF CHULA VISTA TO PROVIDE
IN -KIND SERVICES TO CONTINUE THE FREE RESOURCE
AND ENERGY BUSINESS EVALUATION PROGRAM
WHEREAS, in 2011, the City Council adopted the Climate Action Plan ("CAP")
with the goal of reducing National City's greenhouse gas emissions to 15 percent below 2005
levels by 2020, which is consistent with California's Global Warming Solutions Act of 2006
(AB32); and
WHEREAS, one of the CAP emission reduction measures encourages energy
audits of existing buildings to inform owners of their energy usage; and
WHEREAS, on June 2, 2015, the City Council adopted Resolution No. 2015-75
implementing a Free Resource and Energy Business Evaluations ("FREBE") program for
businesses in the City, and entered into a Memorandum of Understanding ("MOU") with the City
of Chula Vista to implement the program in National City through December 31, 2015 at no cost
to the City with funding through the South Bay Energy Action Collaborative; and
WHEREAS, on June 16, 2015, the City Council adopted Ordinance No. 2015-2404
amending Chapter 6.04 of the National City Municipal Code to require businesses in National
City to accept a no -cost resource and energy evaluation through the FREBE Program; and
WHEREAS, National City anticipates amending Ordinance No. 2015-2404 to extend the
effective date of the FREBE program from December 31, 2015 to December 31, 2020; and
WHEREAS, the City of Chula Vista has agreed to administer the FREBE Program in
National City, through calendar year 2020, under the SoBEAC component of its Local
Government Partnership with San Diego Gas & Electric; and
WHEREAS, the FREBE program in National City would be fully supported through
SDG&E Local Government Partnership funding.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
National City hereby authorizes the Mayor to execute a Memorandum of Understanding with the
City of Chula Vista to provide in -kind services to implement the Free Resource and Energy
Business Evaluations ("FREBE") program. The Memorandum of Understanding is on file in the
office of the City Clerk.
[Signature Page to Follow]
Resolution No. 2015 —
Page Two
PASSED and ADOPTED this 1st day of December, 2015.
Ron Morrison, Mayor
ATTEST:
Michael R. Dalla, City Clerk
APPROVED AS TO FORM:
Claudia Gacitua Silva
City Attorney