GITV pF .

1 O GALIiORNIA r A community with a spice For IiFe

MAYOR

COUNCIL Perry Woodward AGENDA COUNCIL MEMBERS: Terri Aulman CITY OF GILROY Dion Bracco CITY COUNCIL CHAMBERS, CITY HALL Daniel Harney 7351 ROSANNA STREET Peter Leroe -Munoz GILROY, 95020 Roland Velasco Cat Tucker REGULAR MEETING 6: 00 P. M. MONDAY, MARCH 7, 2016 CITY COUNCIL PACKET MATERIALS ARE AVAILABLE ONLINE AT www.cityofgilroy.org AGENDA CLOSING TIME IS 5: 00 P. M. THE TUESDAY PRIOR TO THE MEETING COMMENTS BY THE PUBLIC WILL BE TAKEN ON AGENDA ITEMS BEFORE ACTION IS TAKEN BY THE CITY COUNCIL. Persons wishing to address the Council are requested, but not required, to complete a Speaker' s Card located at the entrances. Public testimony is subject to reasonable regulations, including but not limited to time restrictions for each individual speaker. A minimum of 12 copies of materials should be provided to the City Clerk for distribution to the Council and Staff. Please limit your comments to 3 minutes.

In compliance with the Americans with Disabilities Act, the City will make reasonable arrangements to ensure accessibility to this meeting. If you need special assistance to participate in this meeting, please contact the City Clerk a minimum of 72 hours prior to the meeting at (408) 846 -0204. A sound enhancement system is also available for use in the City Council Chambers.

If you challenge any planning or land use decision made at this meeting in court, you may be limited to raising only those issues you or someone else raised at the public hearing held at this meeting, or in written correspondence delivered to the City Council at, or prior to, the public hearing. Please take notice that the time within which to seek judicial review of any final administrative determination reached at this meeting is governed by Section 1094.6 of the California Code of Civil Procedure.

A Closed Session may be called during this meeting pursuant to Government Code Section 54956.9 (d)(2) if a point has been reached where, in the opinion of the legislative body of the City on the advice of its legal counsel, based on existing facts and circumstances, there is a significant exposure to litigation against the City.

NO ACTION MAY BE TAKEN on a matter under Study Session other than direction to staff to further review or prepare a report. Any proposed action regarding items on Study Session must be agendized for a future Regular or Special City Council meeting.

Materials related to an item on this agenda submitted to the City Council after distribution of the agenda packet are available for public inspection with the agenda packet in the lobby of Administration at City Hall, 7351 Rosanna Street during normal business hours. These materials are also available with the agenda packet on the City website at www.cityofgilroy.org subject to Staffs ability to post the documents before the meeting. The City Council meets regularly on the first and third Monday of each month, at 6: 00 p.m. If a holiday, the meeting will be rescheduled to the following Monday, with the exception of the single meeting in July which lands on the first day of the month not a holiday, Friday, Saturday or Sunday. City Council Meeting Agenda 3/ 7/ 2016

1 KNOW YOUR RIGHTS UNDER THE GILROY OPEN GOVERNMENT ORDINANCE

Government' s duty is to serve the public, reaching its decisions in full view of the public. Commissions, task forces, councils and other agencies of the City exist to conduct the people' s business. This ordinance assures that deliberations are conducted before the people and that City operations are open to the people' s review. FOR MORE INFORMATION ON YOUR RIGHTS UNDER THE OPEN GOVERNMENT ORDINANCE, TO RECEIVE A FREE COPY OF THE ORDINANCE OR TO REPORT A VIOLATION OF THE ORDINANCE, CONTACT THE OPEN GOVERNMENT COMMISSION STAFF AT (408)

REGULAR MEETING 6: 00 P. M. I. OPENING Religious leaders who wish to participate in the Invocation may contact the City Clerk. The City does not discriminate on the basis of religious belief. Sectarian prayers, however, are not allowed.

A. Call to Order 1. Pledge of Allegiance 2. Invocation 3. City Clerk's Report on Posting the Agenda 4. Roll Call

B. Orders of the Day

C. Employee Introductions

II. CEREMONIAL ITEMS

A. Proclamations, Awards and Presentations

Proclamation Naming the Week of March 14, 2016 " Science Fair Week" ( report attached)

2. Proclamation Naming the Month of March, 2016 as " Arts Education Month" ( report attached)

Ill. PRESENTATIONS TO COUNCIL

A. PUBLIC COMMENT BY MEMBERS OF THE PUBLIC ON ITEMS NOT ON THE AGENDA, BUT WITHIN THE SUBJECT MATTER JURISDICTION OF THE CITY COUNCIL Please limit your comments to 3 minutes. (This portion of the meeting is reserved for persons desiring to address the Council on matters not on this agenda. The law does not permit Council action or extended discussion of any item not on the agenda except under special circumstances. If Council action is requested, the Council may place the matter on a future agenda. Written material provided by public members for Council agenda item " public comment by Members of the Public on items not on the agenda" will be limited to 10 pages in hard copy. An unlimited amount of material may be provided if produced electronically

City Council Meeting Agenda 3/ 7/ 2016

2 IV. REPORTS OF COUNCIL MEMBERS (report attached)

Council Member Bracco —Gilroy Youth Task Force, Santa Clara Co. Library JPA, Sign Ordinance Review Task Force, SCRWA Board, Street Naming Committee, Santa Clara County Youth Task Force Policy Team

Council Member Tucker —Caltrain Citizen's Advisory Committee, Gilroy Welcome Center, LAFCO, Santa Clara Co. Recycling & Waste Reduction Commission, Santa Clara. Valley Habitat Agency Governing and Implementation Boards

Council Member Harney —ABAG, Santa Clara Co. Ca -ID Remote Access Network Board, Santa Clara Co. Expressway Plan Advisory Board, Santa Clara Valley Habitat Agency Governing and Implementation Boards, VTA Committee for Transit Accessibility, VTA Policy Advisory Committee

Council Member Velasco —Development Standards Task Force, Gilroy Sister Cities Association Board, Sign Ordinance Review Task Force

Council Member Aulman - Board, Historical Heritage Committee, South County Joint Planning Advisory Committee, Street Naming Committee, SCRWA Board, Development Standards Task Force

Mayor Pro Tempore Leroe -Munoz - Gilroy Youth Task Force, High Speed Rail Station Planning Advisory Committee, Santa Clara Valley Water District Uvas /Llagas Committee, Santa Clara Co. Cities Association Board, Santa Clara Valley Water Dist. Water Comm., Regional Interoperability Authority (SYRIA), California .HSR Sub -Committee

Mayor Woodward —Caltrain Board of Directors, Downtown Business Association, Economic Development Corporation, Street Naming Committee, SCRWA Board, VTA Administration and Finance Com., VTA Governance Com., VTA Board of Directors, VTA Envision Silicon Valley Ad Hoc Com., VTA South County City Group, URM Task Force, California HSR Sub -Comm

V. FUTURE COUNCIL INITIATED AGENDA ITEMS

VI. CONSENT CALENDAR ( ROLL CALL VOTE) All matters listed under the Consent Calendar are considered by the City Council to be routine and will be enacted by one motion. There will be no separate discussion of these items unless a request is made by a member of the City Council or a member of the public. Any person deshin4 to speak on any item on the

Council votes to approve. if removed, the item will be discussed in the order in which it appears.

A. Minutes of the February 22, 2016 Regular Meeting (report attached)

B. Adoption of an Ordinance of the City Council of the City of Gilroy Amending Gilroy City Code Chapter 30, Sections 30. 50.40 and 30.50.41 Related to Architectural and Site Permits and Minor Modifications (introduced 2/22/2015 with a 7 -0 vote) ( report attached)

City Council Meeting Agenda 3/ 7/2016

3 VI. CONSENT CALENDAR (continued)

C. Adoption of an Ordinance of the City Council of the City of Gilroy Amending Chapter 12B of the Gilroy City Code, Entitled " Junk and Secondhand Dealers" Regulating Metal Recycling (introduced 2/ 22/2015 with. a 7 -0 vote) ( report attached)

D. Confirmation of the Appointment of an Interim Finance Director (report attached)

E. Claim of Monica Fernandez (the City Administrator Recommends a " yes" vote under the Consent Calendar shall constitute the denial of the claim) ( report attached)

F. Claim of Irma Garcia (the City Administrator Recommends a "yes "vote under the Consent Calendar shall constitute the denial of the claim) ( report attached)

VII. BIDS AND PROPOSALS NONE

VIII. PUBLIC HEARINGS - NONE

IX. UNFINISHED BUSINESS

A. Adoption an Ordinance of the City Council of the City of Gilroy Amending Gilroy City Code, Chapter 30, Section 30. 19. 10 ( c) (2) Entitled " Downtown Use Table" and Adding Section 30. 50. 35 Entitled " Downtown Use Permits" ( introduced 2/ 22/ 2015 with a 6 -0 -1 vote, Mayor Woodward Recused) ( report attached)

1. Public Comment

Possible Action:

2. Motion to Adopt an Ordinance of the City Council of the City of Gilroy Amending Gilroy City Code, Chapter 30, Section 30. 19. 10 ( c) ( 2) Entitled " Downtown Use Table" and Adding Section 30.50.35 Entitled " Downtown Use Permits" ( ROLL CALL VOTE)

B. Formation and Membership in Silicon Valley Clean Energy Authority (report attached)

1. Staff Report

2. Public Comment

Possible Action:

3. Motion to Read the Ordinance by Title Only and Waive Further Reading

4. Motion to Introduce an Ordinance of the City Council of the City of Gilroy Authorizing the Implementation of a Community Choice Aggregation ( CCA) Program (ROLL CALL VOTE)

City Council Meeting Agenda 3/ 7/ 2016

4 IX. UNFINISHED BUSINESS (continued)

5. Motion to Adopt a Resolution of the City Council of the City of Gilroy Approving the Joint Powers Agreement Establishing the Silicon Valley Clean Energy Authority (ROLL CALL VOTE)

6. Motion to Approve a Budget Amendment in the Amount of $150, 000.00 to Remit to Silicon Valley Clean Energy and Appoint Members to Serve as Director and Alternate to the Authority's Board of Directors

X. INTRODUCTION OF NEW BUSINESS

A. Appointment of Gabriel Gonzalez as City Administrator (report attached)

1. Council Subcommittee Report

2. Public Comment

Possible Action:

3. Motion to Appoint Gabriel Gonzalez as City Administrator and Approve Employment Agreement

B. Report on the Outcome of the Community Arts Forum (report attached)

1. Staff Report

2. Public Comment

Possible Action:

3. Receive Report and Provide Direction to Staff

C. Direction to Staff to Prepare a Report on the Impacts of the Recently Submitted Citizen Initiative as Provided for Under California Elections Code Section 9212 (report attached)

1. Staff Report

2. Public Comment

Possible Action:

3. Motion to Direct Staff to Prepare a Report on the Impacts of Citizen Initiative

XI. CITY ADMINISTRATOR' S REPORT

City Council Meeting Agenda 3/ 7/ 2016

5 XII. CITY ATTORNEY' S REPORT

XIII. CLOSED SESSION

A. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Pursuant to California Government Code Section 54956. 9 ( d)( 1) and Gilroy City Code Section 17A. 11 ( 3)( a)

LOCAL AGENCY FORMATION COMMISSION OF SANTA CLARA COUNTY, a state - mandated independent local agency v. CITY OF GILROY, a charter city; CITY COUNCIL OF THE CITY OF GILROY, a governmental body; and DOES 1 - 20, inclusive,

MARTIN LIMITED PARTNERSHIP, a limited partnership, JEFFREY MARTIN, an individual, RANCHO 101 GILROY LLC, a limited liability corporation, NORTHERN CALIFORNIA LAND AND ENTITLEMENT CONSULTANTS, INC., a corporation, WANMAEI PROPERTIES, INC., a corporation, and CHESTER H. ( SKIP) SPIERING, an individual and ROES 21 -40 inclusive, Real Parties in Interest.

Court. Superior Court of Santa Clara County, Case No. 16CV290062 Date Filed. January 13, 2016

B. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Existing Litigation Pursuant to California Government Code Section 54956.9 ( d) ( 1) and Gilroy City Code Section 17A. 11 ( 3)( a)

KEN KERLEY AND DANIEL FIORIO v. THE CITY OF GILROY, THE CITY COUNCIL OF THE CITY OF GILROY, and DOES 1 - 25, MARTIN LIMITED PARTNERSHIP C/O JEFFREY MARTIN, WREN INVESTORS LLC, and MARK HEWELL, and DOES 26 -50, inclusive, Real Parties in Interest

Court. Superior Court of Santa Clara County, Case No. 16CV290062 Date Filed. January 12, 2016

1. Public Comment

2. Advice from City Attorney Re: reason for closed session on Items A and B

3. Adjourn to Closed Session

ADJOURN TO OPEN SESSION Report of any action taken in Closed Session and vote or abstention of each Councilmember if required by Government Code Section 54957. 1 and GCC Section 17A. 13 ( a); Public Report of the vote to continue in closed session if required under GCC Section 17A. 11 ( e)

ADJOURNMENT TO THE REGULAR MEETING OF MARCH 21, 2016

City Council Meeting Agenda 3/ 7/ 2016

6 MEETINGS /EVENTS ( *Meeting will be webstreamed and televised)

MARCH, 2016 7* Regular City Council Meeting - 6: 00 p. m., City Council Chambers 21* Regular City Council Meeting - 6: 00 p. m., City Council Chambers

APRIL, 2016 4* Regular City Council Meeting - 6: 00 p. m., City Council Chambers 6 SCRWA Board Meeting —8: 00 a. m., 1500 Southside Drive 8/9 Annual Strategic Planning Session - 8: 30 a. m. each day, PD Community Room 18* Regular City Council Meeting - 6: 00 p. m., City Council Chambers

MAY, 2016 2* Regular City Council Meeting - 6: 00 p. m., City Council Chambers 4 SCRWA Board Meeting —8: 00 a. m., 1500 Southside Drive 16* Regular City Council Meeting - 6: 00 p. m., City Council Chambers

JUNE, 2016 1 SCRWA Board Meeting —8: 00 a. m., 1500 Southside Drive 6* Regular City Council Meeting - 6: 00 p. m., City Council Chambers 20* Regular City Council Meeting - 6: 00 p. m., City Council Chambers

JULY, 2016 5* Regular City Council Meeting - 6: 00 p. m., City Council Chambers 6 SCRWA Board Meeting — 8: 00 a. m., 1500 Southside Drive

AUGUST, 2016 1 * Regular City Council Meeting - 6: 00 p. m., City Council Chambers 3 SCRWA Board Meeting —8 :00 a. m., 1500 Southside Drive 15* Regular City Council Meeting - 6: 00 p. m., City Council Chambers

City Council Meeting Agenda 3/ 7/2016 7-

7 WHEREAS, the Santa Clara Valley Science and Engineering Fair Association, educators, judges and a host of dedicated volunteers will host the Synopsys Silicon Valley Science and Engineering Championship, an exciting Science and Engineering Fair, the 16th and 17th of March, 2016; and

WHEREAS, this Science and Engineering Fair will be held for the benefit of our young people, their parents, teachers and the communities of Santa Clara County to stimulate interest in the various aspects of the sciences and engineering; and

WHEREAS, this event will direct public attention towards the fields of science and engineering, by setting aside a time for creative participation on the part of all interested students.

NOW, THEREFORE, I, Perry Woodward, Mayor of the City of Gilroy and on behalf of the entire City Council as Mayor, do hereby do hereby proclaim the week of March 14th, 2016 as

SCIENCE FAIR WEED

in our City and urge all residents, particularly young people, to take part in this inspiring and rewarding event.

Perry Woodward, Mayor

Item II.A.1. Science Fair Week Proclamation WHEREAS, the Santa Clara County Board of Education is committed to supporting the arts to inspire and prepare students for success in the 21st century, allowing them to develop. as productive, contributing members of a strong community; and

WHEREAS, we share this same vision of ensuring that students have access to high -quality arts education that is culturally- relevant and inclusive, in all forms, as part of a comprehensive education that sparks curiosity, imagination, creativity and joy; and

WHEREAS, Artspiration is a county wide- arts education initiative focused on professional development, student engagement, and advocacy and communication; and

WHEREAS, arts -learning strategies and arts integration help teachers to recognize and build upon critical thinking skills, curiosity, flexibility, communication, innovation, collaboration; all traits required for post -secondary education and workplace success; and

WHEREAS, each March Arts Education is celebrated in local schools, schools districts, community arts organizations and communities throughout the county.

NOW, THEREFORE, I, Perry Woodward, Mayor of the City of Gilroy and on behalf of the entire City Council as Mayor, do hereby name the month of March, 2016 as

Arts Education Month in the City of Gilroy

and encourage our community to promote the arts and to celebrate the creativity, inspiration and joy found through artistic expression.

Perry Woodward, Mayor

Item II.A.2. Arts Education Month Proclamation Shawna Freels

From: Joseph Patrick Thompson Sent: Friday, February 26, 2016 11: 41 AM To: All Council Members; Sbccog; SBC Board of Supervisors Subject: Fw: TOO BIG TO FAIL FAILURES IN PUBLIC SECTOR TRANSIT - --GUEST - EDITORIAL ------Fw: Subscription update for TLA: Bankruptcy and Creditors' Rights

PUBLIC COMMENT - --NEXT - MEETING, REGULAR, SPECIAL, STUDY SESSION, PUBLIC WORKSHOP, OR NON -BROWN ACT COMPLIANT " MOBILITY PARTNERSHIP" MEETING (which the Mayor of Los Banos called " dirty government," but I call just plain unconstitutional). jpt

On Friday, February 26, 2016 11: 39 AM, Joseph Patrick Thompson < translaw(a)pacbell. net> wrote:

Editor, While insolvent private sector carriers go bankrupt, our politicians' transport carriers, e. g., VTA, COG, Caltrain, and next Bullet Train, just keep on milking the taxpayers to keep their boondoggles running. And they want higher taxes from motorists to pay for their already bankrupt transport fiascoes. Are they too big to fail, or are our elected officials robbing motorists to reward their special interest friends, e. g., public sector unions? What will our leaders nationalize next? Did they see what happened to the USSR? East Germany? all the other Soviet Bloc countries? How much do taxpayers have to pay to feed the insatiable insanity of transit advocates? Where is the tipping point? Have we already reached it with the massive debt our generation will bequeath to the next generation? Both the President's Blue Ribbon Commission on Transport Funding, and the California Transportation Commission, have concluded that we should use " user fees funding" to fund transport. That means riders' fares, not higher taxes on motorists, truckers and motorcyclists. If we cannot recall joint power authorities' Directors, then we should recall them from their elected posts, e. g., City Council, Board of Supervisors. Otherwise, their intolerable policy has us on the Road to Serfdom, the same route taken by the USSR's planners. Caveat viator. Joseph P. Thompson, Esq. Past -Chair, Legislation Committee, Transportation Lawyers Assn. Past -President, (2x), Gilroy- Morgan Hill Bar Assn. 408) 848 -5506

1

Item III.A. Public Comment 10 2/13/2016 n - Print A w– C ou v o , ~ Subject: GUEST EDITORIAL: BAD PUBLIC POLICY: HIGHER GAS /DIESEL TAXES TO FUND TRANSIT BOONDOGGLES — Fw: President Barack Obama, Union Pacific, Port of Indiana -Burns Harbor +5more From: Joseph Patrick Thompson ( translaw@pacbell. net) editor@gilroydispatch. com; [email protected]; info@sanbenitocog. org; To: allcouncilmembers@ci. gilroy.ca. us; perry.woodward@ci. gilroy.ca. us; [email protected]. san- benito.ca. us; [email protected]; gary@custom- 1. com; [email protected]; [email protected]; Date: Saturday, February 13, 2016 11: 31 AM

Editor, President Obama's and Governor Brown's plans to increase gas /diesel taxes to give away more subsidies for transit is bad public policy. I urge you to join me in asking our local elected officials to reject such insanity. Today we have a double standard for transport funding: 1. Motorists, Truckers & Motorcyclists pay 102 +% of their transport costs; 2. Transit system riders pay only about 1 % of their fully amortized costs of their rides. Both the President's Blue Ribbon Commission on Transportation, and the California Transportation Commission have said that we should fund transportation with " user fees." User fees funding for transit is the fares the transit riders pay. " Farebox recovery" is the proportion of operating expenses of a transit agency paid by the patrons of the system. For example, Mr. Roadshow, S. J. Mercury News, has reported that Caltrain's riders pay about 14% of the cost of their rides. This is incorrect. If you use legal accounting, GAAP (generally accepted accounting practices) which all of us are required to use by both IRS and FTB regulations, you' d see that the truth is that transit riders are paying about 1 % of total costs. The BOS has said repeatedly over the years (and City Councils, too) that "full cost recovery" is their guiding principle in setting the cost of government services. Why do they abandon that fundamental principle of funding government services when it comes to transit? Self-sufficient motorists should not be forced to pay more taxes so that transit dependent riders can have "free" rides; there is no such thing as "free" transportation, e. g., " Free Light Rail Shuttle." It would be cheaper for taxpayers if our local elected officials bought every transit rider their own BMW or Mercedes that to give "free" transit rides. Using legal accounting, I' ve shown you many times that we could buy houses in Gilroy for SBC Caltrain riders than it will cost to extend Caltrain to Hollister. That's why COG's Directors voted against extending Caltrain to Hollister. If we had Gilroy's Caltrain riders take Uber instead, we would save millions of dollars. I can give you many other examples. At the White House in 1864 Gen. Granville Dodge ( UPRR's top civil engineer) told the President that the government should own the transcontinental railroad. Lincoln disagreed, having witnessed all the government owned railroads in the Nation going bankrupt in 1837 when he was in the

1/ 4 Item III.A. Public Comment 11 2/ 13/2016 Print

Illinois Legislature. , Why don't our elected officials le r rp story? Caveat viator. Joseph P. Thompson, Esq. ` ' lam-- - Past- Chair, Legislation Comm' tee, Transportation Lawyers.Assn. 408) 848 -5506 CC: PUBLIC COMMENT - EXT REGULAR, SPECIAL, STUDY SESSION, PUBLIC WORKSHOP, AND /OR NON BROWN ACT COMPLIANT " MOBILITY PARTNERSHIP" MEETING

On Monday, February 8, 2016 8: 09 AM, Progressive Railroading < dailynews @progressiverailroading. com> wrote:

This week' s poll question: Will the nation' s aging infrastructure become an issue in the presidential campaign? Saves fuel, reduces em sf s News From;_ Q2/ 08/ 2Q1f5__-- \

LMF obama' s proposed gas tax would fund high- # speed rail, public transit

UP reprt3 percel­t ewer crossing accidents in 2015

Indiana port handled second - highest annual volume since 1994

Lynch to succeed Foltz as Georgia Ports Authority executive director

Bay Area transit systems log ridership records during Super Bowl week

TransLink kicks off SkyTrain station upgrades

214 Item III.A. Public Comment 12 2/ 13/2016 PH nt

Two state panels OK rail crossing safety upgrades

Rail supplier news from WSP Parsons Brinckerhoff, Eurovia, REMSA, Wi- Tronix and Orgo -Thermit ( Feb. 8)

Industry Events

2/ 8/ 2016 - 2/ 8/ 2016 2/ 9/ 2016 - Z/ 10/ 2016 Railroad Secure Rail 2016 Mechanical Association February Meeting

2/ 10/ 2016 - 2/ 12/ 2016 2/ 24/ 2016 - 2/ 25/ 2016 Exporail Mexico 2016 Southwest Association of Rail Shippers Annual Meeting

3/ 1/ 2016 - 3/ 2/ 2016 3/ 3/ 2016 - 3/ 3/ 2016 Fundamentals of Railroad Day on Railway Bridge Capitol Hill Engineering and Management

3/ 7/ 2016 - 3/ 9/ 2016 3/ 14/ 2016 - 3/ 18/ 2016 Introduction to Railroad Track Railroad Engineering Inspection & Safety and Operations Standards

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314 Item III.A. Public Comment 13 010/2016 Print C PL)& L, l i i __ 11 m

Subject: Fw: GUEST EDITORIAL: UNSUSTAINABLE TRANSPORT POLICY: WHERE IS ACCOUNTABILITY? WHERE IS TRANS PARE NCY?—Fw: Subscription update for TLA: Bankruptcy and Creditors' Rights

From: Joseph Patrick Thompson (translaw@pacbell. net)

To: bkava@gilroydispatch. com; editor@gilroydispatch. com; allcouncilmembers@ci. gilroy.ca.us; perry.woodward@ci. gi Troy. ca. us;

Date: Tuesday, February 9, 2016 6: 11 PM

Dear Brad, Confirming our conversation, on behalf of the Gilroy- Morgan Hill Bar Assn., congratulations on being named Editor of the town's newspaper. You have big shoes to fill. Joe Thompson 408) 848 -5506

On Thursday, February 4, 2016 11: 47 AM, Joseph Patrick Thompson < translaw@pacbell. net> wrote:

Dear Editor, When a private sector carrier goes under, becomes insolvent, it seeks relief in Bankruptcy Court, as did San Jose Bus Lines before VTA was created. When a public sector carrier is insolvent, which they are from conception, then born bankrupt, what happens? The taxpayers are burdened with ever -increasing taxes /fees to pay the bankrupt public sector carriers' losses, and same with all modes, rail and highway. It will be the same thing, only orders of magnitude worse, with California Bullet Train. The problem with this method of financing government sector transport is: Eventually you run out of OPM ( other peoples' money). As I said to the Bullet Train Commission, then later the Bullet Train Authority, and later the Assembly Transportation Committee ( I came to the podium right after the HJTA spokesman), if we put enough Fedex, UPS, and Postal Service tonnage on the high speed trains, then we would not ask the taxpayers for a dime. Free Lite Rail Shuttle," like "free" anything from the government is not free - --it's - paid for by this generation' s taxpayers, or by future generations' taxpayers. Secretary Mineta said 20 years ago this year, "The crucial question in transportation today is: What should government do, and what should it leave to others ?" Today, we still have Norm' s " crucial question" as our crucial question. VTA's, COG' s, TAMC' s, SCCRTC's, MTA's, and all other joint power authorities' answer to Norm' s question is " bigger government; higher taxes." That is the wrong answer. Caveat viator. Joseph P. Thompson, Esq.

v2 Item III.A. Public Comment 14 2/10/2016 Pri nt Past- Chair, Legislation Committee, Transportation Lawyers Assn. Member, Transportation Lawyers Assn. Gilroy (408) 848 -5506

On Wednesday, February 3, 2016 1: 01 PM, " tla- info@goamp. com" < tla -info @goamp.com> wrote:

An item to which you have subscribed has been updated. To reply to this topic, please click https: / tiamember.goamp./ com/ net/ iCore /Communities/TopicDefault.aspx? iUniform Key= bf26c6f6- b6fb-4bbd-9f7b-9ac2f779679a#a5388dOf8-f88e- 4066 -a9f7- Odd5cedd876b

Largest San Franciso taxi company on verge of bankruptcy posted January 7, 2016 by Rick A. Steinberg last reply on January.25, 2016 by Rick A. S. F. Yellow Cab Mav File for Steinberg

Yellow Cab Co -op, San Francisco' s largest taxi fleet with more han 500 cabs, said that it is considering filing for chapter 11 Bankruptcy, theSan Francisco Chronic /ereported today, as eported in today's ABI headlines. San Francisco' s largest taxi operator files for bankruptcy posted January 25, 2016 by Rick A. Steinberg

San Francisco' s Biggest Taxi operatorThis is an automatic message. To manage your subscriptions, navigate Seeks Bankruptcy Protection to Yellow Cab Cooperative Inc., San Francisco' s largest taxi company, filed for bankruptcy protection Friday, the latest in string of traditional taxi companies to turn to chapter 11 amid the rapid rise of ride -hailingrivals like Uber Technologies Inc: and Lyft Inc., the Wall Street Journa /reported today, as reported in today's ABI headlines. https; / tlamember./ goamp.com /net/iCore/ Communities /CommunityPreferences. aspx

Item III.A. Public Comment 15 JOSEPH P. THOMPSON Attorney at Law 8339 Church Street, Suite 112, Gilroy, CA 95020 Post Office Box 154, Gilroy, CA 95021 -0154 Telephone (408) 848 -5506; Fax ( 408) 848 -4246 E -Mail: [email protected] Fax (408) 842 -2206 August 24, 2007 Editor Email: editor& yarlic.com, editorkgilroydispatch.com The Dispatch 6400 Monterey Road Gilroy, CA 95020

Re: Bullet Train: Tourists' Panacea, Taxpayers' Hell

Dear Editor,

The proposal to build the Bullet Train in California is proof that socialists have taken -over our government. Based on past cost overruns, the price tag on this extreme boondoggle is about $75- 80 billion in today' s dollars. Paid back interest on these bonds will also burden our children and grandchildren and great -grandchildren will billions more. Annual operating losses will exceed those ofall Lite Rails combined. Fares won' t cover 1 % ofoperating expenses, estimated at $1 billion/year. Bond debt will bury us.

Technology exists to build it, but how do we pay the construction costs, and operating costs? It' s technologically incompatible with existing railroads, so it will need BART -like right -of way.- Eminent domain power, included in the legislation creating it, ensures that it will plow through Gilroy and Morgan Hill and any other place, regardless of opposition. But it cannot cross the UPRR' s tracks because the Class I railroads' eminent domain trumps Bullet Train' s eminent domain power, according to UP' s top commerce counsel on the West Coast. Tourists will ride it, but enjoy a 99% taxpayer subsidy for rides that will cost more than those on the Concorde Supersonic Jets. Local small business owners will pick -up the tab, maybe getting 10% back from tourist dollars if we' re lucky.

In 1970 Congressmen stood up in Congress and proclaimed that Amtrak would be " self- sufficient in three years." Yeh. By 9/ 11/ 01 taxpayers had thrown about $30 billion in subsidies down that black hole, but did we have adequate airport security?

In 1863 General Granville Dodge, who was later UPRR' s top civil engineer, and who discovered the Sherman Pass over the Continental Divide, was summoned to the White House. He later said that he told the President that the government should own and operate the transcontinental railroad. Lincoln, who as a young member of the Illinois Legislature had seen government owned railroads in Eastern and Midwestern States go bust and shutdown operations in the .1830's and

When will we ever learn?

Item III.A. Public Comment 16 1840's, said no. He said that private enterprise must do_it, although the government would assist with development incentives (my words, not his). They did it. And what did taxpayers receive in the deal? They got about $460 million (measured in 1940 dollars) more than the value ofthe land granted to the railroad corporations because of Section 22 in the original Interstate Commerce Act (lower freight rates for government shipments).

A hundred years ago the Progressive Movement, led by William Jennings Bryan, sought nationalization of the railroads and other industries, but their passion was rejected by voters.

When the railroads were nationalized in 1917 during the Administration of Woodrow Wilson, government genius so botched -up shipping that rail traffic came to a standstill. That experiment failed, just as Lincoln predicted it would. In the Transportation Act of 1920 the railroads were de- nationalized, and came to be the envy of the world' s nations today; the backbone of our nation' s commerce..

Instead of making taxpayers pay for Bullet Train, like we pay for County Transit, Caltrain, Amtrak, Lite Rail, etc., etc., while motorists are paying 100% of their own transport costs, seeing our politicians rewarding transit wastefulness, why nonuse the unlimited power ofcapitalism? Have you been on I -5 lately to see the uninterrupted 24 -7 tonnage flowing North -South in California? I appeared before the Bullet Train commission five times over the last decade and told them that if they put enough UPS, Fedex and Postal Service tonnage on their trains, then they would not need to ask the taxpayers for a dime. Did they listen?

Like Amtrak' s promoters, their pie -in -the -sky predictions show that they did not listen, nor did they learn from history, either United States or world history in the last century and one -half. So, hold on for the ride, and warn your children and 'grandchildren, our leaders will strap taxpayers to the rocket to Hell. We' ll be paying unimaginable sums to attempt what Lenin, Trotsky, Stalin and the USSR failed to achieve, despite all their promises to their citizens that socialism could bring utopia. Ifthey fund it with gas taxes, be prepared to see $ 10 /gallon forgas at the pumps. They' ll tax motorists out of their cars, leaving them to ride our Trojan Horses, and bike or walk the rest of the way.

Caveat Ilator!

Respectfully yours, JOSEPH P. THOMPSON, ESQ. Member, Executive Committee, Debtor -Creditor -Bankruptcy Section, SCCBA Member, Legislation Committee, Transportation Lawyers Assn. Member, Association for Transportation Law, Logistics & Policy Candidate, American Society of Transportation & Logistics Winner, AST &L' s Best Research Paper Award 1997 Past -President, Gilroy -Morgan Hill Bar Assn. Post- Doctoral Student, Transportation Law & Policy

When will we ever learn?

Item III.A. Public Comment 17 santa Clara county i b ra rydistrict

Services & Support Center, 1370 Dell Avenue, Campbell, CA 95008 -6604 ( www.sc( l. org 408 -293 -2326

JOINT POWERS AUTHORITY BOARD

AGENDA Thursday, January 28, 2016 at 1: 30 p.m. Lunch 12:30 p.m. REGULAR BOARD MEETING 1: 30 P.M Services and Support Center, Campbell Conference Room 1370 Dell Avenue, Campbell, CA 95008

Items with an asterisk ( *) in front of the number are on the consent calendar and may be voted on in one motion at the beginning of the meeting. If you wish to discuss any of these items, please request this item be removed from the consent calendar. All reports and supporting data are available for review at the Library' s Administrative Office the Friday before the meeting. This information is also available the day of the meeting.

CALL TO ORDER /ROLL CALL Deletions, deferrals or corrections to the agenda.

ORAL COMMUNICATION The Joint Powers Authority Board may take other actions relating to the issues as may be determined following consideration of the matter and discussion of the recommended actions.

This portion of the meeting is reserved for persons desiring to address the Joint Powers Authority Board on any matter not on the agenda. Please limit your comments to three minutes. All statements that require a response will be answered in writing or status of response will be reported on the agenda for the next regular meeting of the JPA Board. NOTE: If you wish to speak on an item of business listed on the agenda, please fill out a speaker card and indicate the number of the agenda item you wish to address. The Chair will call upon you at the time the Board considers the item.

CONSENT CALENDAR ACTION 1. Approve Minutes from October 29, 2015, Joint Powers Authority Board meeting. 2. Accept the following cash gifts: a. Cash donation of $766. 23 and augment the budget for library software and furniture for the Los Altos Library. b. Cash donation of $24, 739.72 and augment the budget for library materials and furniture acquisitions for the Milpitas Library. C. Cash donation of $68, 222.05 and augment the budget for library materials and furniture for the Morgan Hill Library. d. Cash donation of $200 and augment the budget for library materials for the PlaneTree Library. 3. Accept Pacific Library Partnership Grant in the amount of $15, 000 for STEAM Robotics programming in Gilroy 4. Approve the addition of one half -time Utility Worker with the deletion of one half -time Stock Clerk. 5. Accept Elimination of $4 Fee for Computer Guest Pass.

Item IV. Council Reports 18 NEW BUSINESS 6. Accept the Five -Year Financial Forecast for Fiscal Years 2015 -2016 to 2019 -2020 for the Library District 7. Adopt the Capital Maintenance Plan Status update 8. Adopt the Three -Year Technology Replacement and Improvement Plan for Fiscal Years 2016 -2017 to .2018 -2019 9. Accept Usage Effect from the elimination of $80 Card Fee October- December Report 10. Ratify Finance Committee appointments 11. Ratify Funding Formula Review Subcommittee appointments 12. Ratify Santa Clara County Library District Foundation Board Member appointments 13. Presentation ofbookmobile bids (oral Report) 14. Approve Calendar Year 2016 Meeting Schedule

REPORTS /COMMENTS INFORMATION 15. County Librarian 16. JPA Board Members

ADJOURN To the next Joint Powers Authority Board meeting on Thursday,. April 28, 2016 at 1: 30 p.m. at the Santa Clara County Library District Services and Support Center, 1370 Dell Avenue, Campbell, CA 95008.

In accordance with the Ralph M. Brown Open Meeting Act; this agenda was posted at the meeting site located at 1370 Dell Avenue, Campbell, CA 95008 on Friday, January 22, 2016.

In compliance with the Americans with Disabilities Act, those requiring accommodation for this meeting should notify the County Librarian' s Office 24 hours prior to the meeting at (408) 293 -2326 x3090, TDD (408) 364 -1528.

Item IV. Council Reports 19 SOUTH COUNTY REGIONAL WASTEWATER AUTHORITY

CHAIR: AGENDA Dion Bracco, Gilroy

VICE CHAIR: Board of Directors Larry Carr, Morgan Hill 1500 Southside Drive January 6, 2016 BOARD MEMBERS: Gilroy, California 95020 Terri Aulman, Gilroy 8: 00 A.M. Gordon Siebert, Morgan Hill Telephone (408) 848 -0480

Facsimile (408) 842 -0873 SCRWA MANAGER: Edward J. Tewes, Gilroy [email protected] www.cityofgilroy.org

COMMENTS BY THE PUBLIC WILL BE TAKEN ON ANY AGENDA ITEM BEFORE ACTION IS TAKEN BY THE SCRWA BOARD OF DIRECTORS. Persons speaking on any matter are asked to state their name and address for the record. Public testimony is subject to reasonable regulations, including but not limited to time restrictions on particular issues and for each individual speaker.

All matters listed under Consent Calendar are considered by Board of Directors to be routine and will be enacted by a single motion. There will be no separate discussion of these items unless a request is made by a member of the public, a Boardmember or Staff prior to the time the Board votes on the motion to adopt.

Persons who wish to speak on matters set for PUBLIC HEARING will be heard when the presiding officer calls for comments from those persons who are in support of or in opposition thereto. After persons have spoken, the hearing is closed and brought to Board level for discussion and action. There is no further comment permitted from the audience unless requested by the Board.

In compliance with the Americans with Disabilities Act, SCRWA will make reasonable arrangements to ensure accessibility to this meeting. If you need special assistance to participate in this meeting, please contact the Secretary to the Joint Powers Authority at ( 408) 848 -0480 at least 48 hours prior to the hearing for accommodations. Please ask for assistance at the Secretary' s desk PRIOR to the start of the meeting or during a break in the meeting.

If you challenge any planning or land use decision made at this meeting in court, you may be limited to raising only those issues you or someone else raised at the public hearing held at this meeting, or in written correspondence delivered to the Board of Directors at, or prior to, the public hearing.

A Closed Session may be called during this meeting pursuant to Government Code Section 54956.9( b)( 1) if a point has been reached where, in the opinion of the legislative body of the Joint Powers Authority on the advice of its legal counsel, based on existing facts and circumstances, there is a significant exposure to litigation against the Joint Powers Authority.

Meeting Schedule: The Joint Powers Authority meets regularly on the first Wednesday of each month, at 8: 00 a.m. If a holiday should fall on the regular meeting date, the meeting will be rescheduled to the following Wednesday.

Item IV. Council Reports 20 Wednesday January 6, 2016, 8: 00 A.M.

I. Certification of Posting of the Agenda

H. Roll Call

III. Orders of the Day

IV. ` Consent Calendar

A. Approval of Minutes of the November 4, 2015 Meeting (Copies)

B. Approval of two agricultural lease agreements with Mission Ranches Company, LLC .

Copies)

V. Presentation by Members of the Public on Items not on the Agenda

VI. Bids and Proposals

A. Status Report on Solar System Procurement ( Copies)

1. Receive an update on the status of the Request for Proposals ( RFP) related to implementation of a Solar Photovoltaic Generating (PV) system at the facility

2. Approval to choose the Power Purchase Agreement (PPA) financing option as opposed to Direct Ownership

3. Approval to negotiate an agreement with SolarCity Corporation, the solar service provider chosen from the RFP No. 19- RFP -PW -385 to provide financing, design, permit, construction, operation and maintenance of the proposed PV system

VII. Public Hearing

VIII. Old Business

IX. New Business

X. Communications

A. Presentation of Audited Financial Statements for the Year Ended June 30, 2015 ( Copies)

B. Santa Clara Valley Water District Update - Recycled and Purified Water in Santa Clara County Copies)

XI. Reports

A. CH2M

1. Plant Reports —October & November 2015 ( Copies)

2. Recap of Expenses —October & November 2015 ( Copies)

3. Septage Reports —October & November 2015 ( Copies)

4. Annual Report —2015 ( Copies)

B. SCVWD

C. MWH

1. Engineering Projects Report —January 2015 ( Copies)

D. SCRWA Manager

E. SCRWA Attorney

F. Board Members

XII. Adjourn

Item IV. Council Reports 21 South County Youth Task Force Policy Team 7810 Arroyo Circle, Gilroy, CA 95020

Thursday, January 7, 2016 1 :30pm to 4: 00pm

Agenda

1. Introductions and Welcome Mayors Woodward and Tate 1: 30 PM

2. Climate Discussion and Trends Chief Denise Turner (Gilroy) 1: 35 PM Chief David Swing (MH) Santa Clara County Sheriffs Office Santa Clara County Probation (Adult/ Juv) Gilroy/ Morgan Hill Unif. School Districts Supervising Deputy District Attorney South County SCC Public Defender's Office SCC Reentry Office

3.. SCYTF Implementation Model Update Bernice Aguilera, SCYTF 2: 05 PM

4. Evaluation Process & Strategic Plan Update Evaluator Rachel Camacho 2 :20 PM Community Crime Prevention Associates

5. Prevention, Intervention, Suppression Break Out Sessions All 2: 45 PM

6. Morgan Hill Unified LCAP Spending Plan Linda Row, MHUSD 3: 15 PM Coordinator of Student Services

7. Status Updates: South County Youth REACH and ONE Project 3: 35 PM a. CBO Updates and Trends Contracted Community Based Agencies b. Faith-based Collaborative Mayors Woodward and Tate c. Gilroy Youth Task Force Update Chief Denise Turner

8. Announcements All 3: 45 PM

9. Meeting Adjournment Mayor Woodward 3: 55 PM

2016 Meeting Calendar:

March 3, 2016 1: 30 -3: 30 pm, CCC Poppy Jasper Room 17000 Monterey St., Morgan Hill

Item IV. Council Reports 22 SOUTH COUNTY REGIONAL WASTEWATER AUTHORITY

CHAIR: AGENDA Dion Bracco, Gilroy

VICE CHAIR: Board of Directors Larry Carr, Morgan Hill 1500 Southside Drive March 2, 2016 BOARD MEMBERS: Gilroy, California 95020 Terri Aulman, Gilroy 8: 00 A.M. Gordon Siebert, Morgan Hill Telephone (408) 848 -0480 Perry Woodward, Gilroy Facsimile (408) 842 -0873 SCRWA MANAGER: [email protected] Edward J. Tewes, Gilroy www.cityofgilroy.org

COMMENTS BY THE PUBLIC WILL BE TAKEN ON ANY AGENDA ITEM BEFORE ACTION IS TAKEN BY THE SCRWA BOARD OF DIRECTORS. Persons speaking on ariy matter are asked to state their name and address for the record. Public testimony is subject to reasonable regulations, including but not limited to time restrictions on particular issues and for each individual speaker.

All matters listed under Consent Calendar are considered by Board of Directors to be routine and will be enacted by a single motion. There will be no separate discussion ofthese items unless a request is made by a member of the public, a Boardmember or Staff prior to the time the Board votes on the motion to adopt.

Persons who wish to speak on matters set for PUBLIC HEARING will be heard when the presiding officer calls for comments from those persons who are in support of or in opposition thereto. After persons have spoken, the hearing is closed and brought to Board level for discussion and action. There is no further comment permitted from the audience unless requested by the Board.

In compliance with the Americans with Disabilities Act, SCRWA will make reasonable arrangements to ensure accessibility to this meeting. If you need special assistance to participate in this meeting, please contact the Secretary to the Joint Powers Authority at (408) 848 -0480 at least 48 hours prior to the hearing for accommodations. Please ask for assistance at the Secretary' s desk PRIOR to the start of the meeting or during a break in the meeting.

If you challenge any planning or land use decision made at this meeting in court, you may be limited to raising only those issues you or someone else raised at the public hearing held at this meeting, or in written correspondence delivered to the Board of Directors at, or prior to, the public hearing.

A Closed Session may be called during this meeting pursuant to Government Code Section 54956.9(b)( 1) if a point has been reached where, in the opinion of the legislative body of the Joint Powers Authority on the advice of its legal counsel, based on existing facts and circumstances, there is a significant exposure to litigation against the Joint Powers Authority.

Meeting Schedule: The Joint Powers Authority meets regularly on the first Wednesday of each month, at 8: 00 a.m. If a holiday should fall on the regular meeting date, the meeting will be rescheduled to the following Wednesday.

Item IV. Council Reports 23 Wednesday March 2, 2016, 8: 00 A.M.

I. Certification of Posting of the Agenda

II. Roll Call

III. Orders of the Day

IV. Consent Calendar

A. Approval of Minutes of the November 4, 2015 Meeting (Copies) B. Approval of two agricultural lease agreements with Mission Ranches Company, LLC (Copies) V. Presentation by Members of the Public on Items not on the Agenda

VI. Bids and Proposals

A. Acceptance of the Proposal and Approval of Power Purchase Agreement for Solar System Power Generating System at the SCRWA Facility (Copies)

1. Accept the proposal of SolarCity Corporation, the top ranked solar provider chosen from the Request for Proposals ( RFP No. 19- RFP -PW -385) for the implementation of a Solar PV System at the facility

2. Find that the Solar Photovoltaic Generating ( PV) System at the South County Regional Wastewater Authority (SCRWA) facility is categorically exempt under Sections 15301 and 15303 of the California Environmental Quality Act (CEQA) Guidelines

VII. Public Hearing

VIII. Old Business

IX. New Business

A. Adoption by Roll Call Vote of a Resolution of the Board of Directors of the South County Regional Wastewater Authority Amending its Conflict of Interest Code ( Copies)

X. Communications

A. SCRWA Cash and Investments Report as of December 31, 2015 ( Copies)

B. Presentation of Audited Financial Statements for the Year Ended June 30, 2015 ( Copies)

C. Santa Clara Valley Water District Update —Recycled and Purified Water in Santa Clara County (Copies) D. South County Recycled Water Master Plan Presentation

XI. Reports

A. CH2M

1. Plant Reports — October, November, December 2015 and January 2016 ( Copies) 2. Recap of Expenses —October, November, December 2015 and January 2016 ( Copies) 3. Septage Reports —October, November, December 2015 and January 2016 ( Copies)

4. Annual Report —2015 ( Copies)

B. SCVWD

C. MWH

1. Engineering Projects Report —March 2016 ( Copies)

D. SCRWA Manager

E. SCRWA Attorney

F. Board Members

XII. Adjourn

Item IV. Council Reports 24 BOARD OF DIRECTORS 2016

PERRY WOODWARD, CHAIR JOSE CISNEROS, VICE CHAIR MALIH COHEN

Cat 11 JEFF GEE ROSE GUILBAULT RAULPERALEZ JOEL RAM IC ADRIENNE TISSIER JPB Citizens Advisory Committee KEN YEAGER 1250 San Carlos Avenue, San Carlos, CA 94070 JIM HARTNETT Bacciocco Auditorium, 2nd Floor EXECUTIVE DIRECTOR

February 17, 2016 - Wednesday 5: 40 p.m.

Times noted are estimated. Items in bold are CAC member -requested presentations.

1. Pledge of Allegiance

2. Roll Call

3. Approval of Meeting Minutes of January 20, 2016 (5:45 p.m.) MOTION

4. Public Comment (5:50 p.m.) Public testimony by each individual speaker shall be limited to three minutes

5. Committee Comments (6:00 p. m.) Committee members may make brief statements regarding CAC -related areas of concern, ideas for improvement, or other items that will benefit or impact Caltrain service or the CAC, or request future agenda topics

6. Chairperson' s Report (6: 10 p.m.)

7. Wi -Fi on Caltrain Update ( Gigi Harrington) (6: 15 p.m.) INFORMATIONAL

8. Customer Experience Questionnaire Review INFORMATIONAL Christiane Kwok) (6: 45 p.m.)

9. Caltrain Modernization - Peninsula Corridor Electrification Project INFORMATIONAL Quarterly Update (Casey Fromson) ( 7: 05 p. m.)

10. Staff Report (Danielle Stewart) (7:35 p.m.) INFORMATIONAL a) Customer Experience Taskforce Update

b) JPB CAC Work Plan Update

11. Date, Time and Place of Next Meeting March 16, 2016 at 5:40 p. m., San Mateo County Transit District Administrative Building, 2nd Floor Bacciocco Auditorium, 1250 San Carlos Avenue, San Carlos, CA

12. Adjournment

CAC MEMBERS: San Francisco City b County: Jonathan Berk, Brian Shaw (Vice Chair) San Mateo County: Chris Cobey (Chair), Annie Lee, Adina Levin Santa Clara County: Yvonne Mills, Greg Scharff, Cat Tucker

Item IV. Council Reports 25 rau CITIZENS ADVISORY COMMITTEE ( CAC) PENINSULA CORRIDOR JOINT POWERS BOARD ( JPB) SAN MATEO COUNTY TRANSIT DISTRICT ADMINISTRATIVE BUILDING Bacciocco Auditorium, 2nd Floor 1250 San Carlos Avenue, San Carlos CA 94070

MINUTES OF JANUARY 20, 2016

MEMBERS PRESENT: C. Cobey, A. Levin, Y. Mills, G. Scharff, B. Shaw, A. Sweet, C. Tucker

MEMBERS ABSENT: J. Berk, A. Lee

STAFF PRESENT: J. Averill, C. Fromson, S. Murphy, D. Stewart, P. Thompson

Chair Chris Cobey called the meeting to order at 5:40 p.m. and led the Pledge of Allegiance.

REPORT OF THE NOMINATING COMMITTEE Election of 2016 Officers Cat Tucker nominated Chair Cobey as chair and Brian Shaw as vice chair.

Motion to close nominations. Motion /Second: Scharff /Tucker

Motion to elect Chair Cobey as chair and Mr. Shaw as vice chair. Motion /Second: Tucker /Sweet Ayes: Levin, Scharff, Shaw, Sweet, Tucker, Cobey Absent: Berk, Lee, Mills

APPROVAL OF MINUTES OF December 16, 2015 Motion /Second: Tucker /Shaw Ayes: Levin, Scharff, Shaw, Sweet, Tucker, Cobey Absent: Berk, Lee, Mills

PUBLIC COMMENT Doug DeLong, Mountain View, said some train crews have been announcing the train number, type of service and the next station stop. This is a good way to inform customers. In San Jose, the electronic message signs on platforms 2 and 3 were announcing the even -numbered train arrivals, which generally arrive on Track 6, and the message signs on Track 6 were just displaying the time. When his train was coming into the station, all the signs read " Train 263 Approaching." He asked why odd numbered departures were not showing up on the appropriate platform message signs and why the arriving trains aren' t displayed on the platform they arrive on.

Roland Lebrun, San Jose, said the Gallery cars are falling apart, 20 of 29 locomotives are gone, 75 percent of the rolling stock was supposed to be replaced five years ago,

Item IV. Council Reports 26 JPB CAC Meeting Minutes January 20, 2016 rafts the electric multiple unit ( EMU) procurement is 18 months late, new trains will lose 200 seats per train because of the second set of doors, and there will be less capacity after electrification. The latest news is that the director of Caltrain Modernization (CalMod) has quit and Ben Tripousis, Northern Regional Director, California High -speed Rail Authority( CHSRA), is in charge of Caltrain electrification, and believes the easiest way to electrify is to shut the line down. He suggested the Board tell the San Mateo County transit District their services are not required and appoint a different administrative agency over Caltrain.

Yvonne Mills arrived at 5:46 p.m.

Jeff Carter, Millbrae, said on Martin Luther King Junior Day, Bay Area Rapid Transit BART) runs a Saturday schedule and locks the Millbrae station early in the morning, so northbound Caltrain customers cannot access Caltrain through BART platform. He said he had to go around the right of way at the end of the fence in order to get to the northbound platform. This has happened every year in the past except for last year. He said on the Caltrain website, CAC and Board archives only go back two years. He asked how people can access the materials for older meetings.

Sergio Campos, San Jose, said his work recently implemented a commuter benefit program, and he had to get cash transferred to his Clipper card thinking he could use the cash to buy the product he needed, but Clipper was not willing to negotiate because the Clipper program called " Cash" is not actually cash, but just the name of a program. He said " Cash" should be relabeled. He said there was an accident in Sunnyvale on January 18 when he was on Caltrain. He was stuck on the train for 2.5 hours. He wished there was more information on what Caltrain is doing about accidents. He has not heard about what Caltrain is doing to improve it. He saw someone slip because the person was using their cell phone, so there should be signs asking people to limit their phone usage.

Josh Averill, Assistant District Secretary, said staff follows the agency' s records retention policy of keeping documents. The 'agency keeps minutes forever, but the other documents that are posted on the CAC webpage, including agendas and presentations, are kept for the current year plus two. Items from 2015 were moved to the archive page and items older than the current year plus two were deleted. If anyone wants to view minutes from before 2014, they can submit a public records request.

Adina Levin said online storage is cheap and she would like to agendize a discussion and request for longer records retention to keep documents online. Greg Scharff said minutes should be online forever.

Ms. Levin asked if it is true that Mr. Tripousis will be in charge of Caltrain electrification. Danielle Stewart, Acting Director, Rail Operations, said that is not in the works.

COMMITTEE COMMENTS Ms. Tucker asked to have an update or reminder on the process for getting information to customers who are stuck on trains when there is an incident. Whatever the process

Item IV. Council Reports 27 JPB CAC Meeting Minutes January 20, 2016 r. ft is, it is not working, so a discussion is needed. Ms. Stewart said staff is instituting low -cost changes to modify the current protocols, one of which is to have the conductors announce the information they have at the time, followed by educating the customer on their options. That has been newly instituted as of last week.

Ms. Mills said there was a presentation on Clipper a while ago about changes to ticketing and options being considered. She asked for an update on that issue.

Mr. Shaw said there seems to be a process to make sure the train crew is accommodated that is taking precedent over the hundreds of customers who are impacted during incidents. There needs to be a discussion about the process and prioritization. This should be part of the conversation about customer communications. He said he has never seen any other railroad affected in this way, but it is consistent for Caltrain.

Chair Cobey said he was stuck on a train a week ago. There was not a lot of information about the incident. He would like to hear what the protocol is for communicating.

Ms. Mills said bathrooms are needed on trains for incidents like these.

Alex Sweet said a few years ago she was commuting, and when there was a delay Caltrain used a bus bridge. She is glad there are new steps in communicating commuters' options. She said she follows Caltrain on social media to find information about delays.

Ms. Stewart said the communication around the incident last Monday evening is unacceptable. There are many ongoing issues that showed up through that one incident. Staff has been having meetings and talking through those issues..

Ms. Levin said Santa Clara County is considering a transportation sales tax and there is funding being proposed for that tax to be used for Caltrain including capacity improvements and grade separations, and a proposed package of funding is going before various city councils.

Public Comment Roland Lebrun, San Jose, read an e -mail from Mr. Tripousis stating that it is his job to oversee the process to bring blended electrified rail service to the peninsula. The day Caltrain completely lost power with their train, they lost communications, and they did not even know where the train was. Staff tweeted passengers asking where the train was. One day a person was on the tracks threatening to commit suicide at 22nd Street. Trains could have gone to Bayshore station so passengers could get off the train and take alternate modes into San Francisco. There is no excuse for hitting cars. That can be automated and should be a top priority. This is a safety issue for passengers and people crossing the tracks. Santa Clara Valley Transportation Authority (VTA) is not going to put money into the SamTrans money pit.

Item IV. Council Reports 28 JPB CAC Meeting Minutes January 20, 2016 . Draft

CHAIRPERSON' S REPORT Certificate of Appreciation to Outgoing CAC Member Alex. Sweet Chair Cobey presented a certificate of appreciation to Ms. Sweet. He said she has served since 2012, one year as vice chair, and has contributed her expertise as a transportation planner.

Ms. Sweet said it has been a pleasure to be on the CAC and the decision to resign was mixed: She said she changed jobs and her commute. Caltrain is a vital resource. These discussions and debates will make the system better. She thanked members of the public because it is satisfying to know other people are as committed to Caltrain as the CAC is.

Public Comment Roland Lebrun, San Jose, thanked Ms. Sweet and said he appreciated her service on the CAC.

Follow up on Report of Customer Service Concerns to the Board Chair Cobey said Jonathan Berk presented the CAC' s concerns about customer service to the Board. Chair Cobey said Michelle Bouchard, Chief Operating Officer, Rail, told the Board that staff is in agreement with Mr. Berk and that staff has established a customer experience taskforce that is looking into these problems. The supervisor from San Francisco asked. if changing the content on the message boards could be done, and Ms. Bouchard told her that it is not something that can be solved easily because the boards are patched into the dispatch center. She said staff would look for a vendor for those boards in the future that would be able to make those changes.

Public Comment Jeff Carter, Millbrae, suggested the CAC request a future agenda item on how other rail systems handle incidents like hitting cars or suicides. This would provide insight as to how Caltrain could do better. He wished Ms. Sweet good luck and said it was a pleasure to hear her and work with her. He said he hopes Mr. Tripousis does not come onto Caltrain because CHSRA tried to dictate that Caltrain should have 50 -inch platforms, which is not the best solution for Caltrain.

Roland Lebrun, San Jose, said millions of dollars have been wasted on the Predictive Arrival /Departure System ( PADS). It does not work. VTA has new 20 -inch screens and San Francisco has nice screens. Every other agency has the nice new system except Caltrain.

Chair Cobey said he encourages members to comment on the work plan. Any . member of the CAC who wants to present the monthly report to the Board can just ask the chair. He said in 2016 it would be useful to have references from staff on any prior discussions about each topic over the last five years. He said he would like to move the Brown Act presentation from next month to March. He said members should give any suggestions on how staff orients new members and what materials are provided to them and if any member of the CAC thinks it would be useful to participate in applications or interviews.

Item IV. Council Reports 29 JPB CAC Meeting Minutes January 20, 2016 Draft

DRAFT 2016 JPB LEGISLATIVE PROGRAM Casey Fromson, Government Affairs Officer, said every year staff presents principles that will help guide the legislative and regulatory advocacy that is done at both the State and Federal level. The overarching objectives are to: 1. Maintain and enhance funding opportunities to support JPB programs and services. 2. Seek a regulatory environment that streamlines project delivery and maximizes JPB' s ability to meet transportation service demands. 3. Reinforce and expand programs that build and incentivize public transportation ridership.

Ms. Fromson said these objects are broken up into three issues: 1. ' Budget and Transportation Funding Opportunities. 2. Transportation. Projects Funding Requests and Needs. 3. Regulatory and Administrative Issues.

Ms. Fromson said staff will ask the Board to approve this program at their February Board meeting.

Ms. Tucker asked how this is different from last year. Ms. Fromson said on the Federal level, a reauthorization bill was passed, so there is more certainty in some areas this year than in previous years. There was also a tax extenders package that created a permanent extension of the commuter tax provision that is on parity with the tax breaks that are available for drivers. There is more detail on the project level on the Federal Transportation Authority Core Capacity funding programs. The guiding principles are pretty similar to previous years.

Mr. Scharff asked how much money Caltrain gets from the State and Federal government. Ms. Fromson said she does not know the breakdown, but will come back with that information.

Mr. Scharff asked if staff is engaged with Santa Clara County' s proposed local tax measure talking about funding for Caltrain. Ms. Fromson said staff is part of the conversation. VTA is one of the Caltrain member agencies, and staff works closely with them. Each partner gives a third of the funding. Staff met directly with VTA. The Silicon Valley Leadership Group plays a critical role, and many cities have come forward because it is of interest to them that Caltrain is well funded.

Mr. Scharff said Caltrain should engage in the process with the cities on the proposed tax measure.

Ms. Levin said in the funding package Caltrain submitted projects and a proposal that VTA commit state of good repair funding. Historically each of the funding partners have decided whether they are going to pay their share for state of good repair, and over the years there have been times where one county did not pay. She asked why it would make sense for this issue to be in the package or not be in the package. Ms. Fromson said Caltrain included it in the initial, list of projects that should be considered for funding because looking out 30 years in the future, it is among the

Item IV. Council Reports 30 JPB CAC Meeting Minutes January 20, 2016 r. ft critical projects for the system. The state of good-repair pot includes fixes to the hundred- year -old bridges, maintaining tracks, and making sure signals are working well. If other things like electrification are going to be built on top of the system, the JPB can' t forget about the base program and making sure it is funded. As new sources of funding come available, staff wants the partners to be, sure to budget enough.

Chair Cobey asked if the Board endorses or opposes legislation. Ms. Fromson said yes.

Public .Comment Doug DeLong, Mountain View, said all the small cities in Santa Clara County do not get fair distribution from prior sales tax measures because the funds have been directed to San Jose. It is just wishful thinking to expect changes in that pattern of behavior. Cities like Palo Alto, Mountain View and Sunnyvale would be better off if they were part of San Mateo County. San Mateo County measures support transportation and spread the wealth fairly well.

Roland Lebrun, San Jose, said legislation was introduced mandating that employees in any public transit agency wear labels stating which company they work for. The JPB lobbied against it and the bill did not pass.

Jeff Carter, Millbrae, said he agrees some counties should secede from Santa Clara County and join San Mateo County. There have been ballot measures over the years that have said sales tax funding will be provided for transit, Caltrain, and VTA, but they always seem to get taken away to be used for BART to San Jose. BART to San Francisco International Airport nearly bankrupted SamTrans. He said he can see this happening with VTA as well.

OVERVIEW OF CALTRAIN SURVEY PROCESS Patrick Thompson, Market Research Specialist, said the Customer Satisfaction Survey is conducted onboard every June. It collects satisfaction ratings on measures related to onboard and at stations. The ratings are used to measure the performance of Transit America Services, Inc. (TASI). There is room to add two or three other questions. This last year had questions related to amenities on the new electric trains and the frequency and longevity of passengers riding Caltrain. In the past, some of the added questions have related to fare type, Clipper, whether Caltrain service has improved or declined, stations people get on and off, whether riders recommend Caltrain, if they have ridden to Giants games, where they learned about the service and if they have ridden to other events.

Mr. Thompson said the Triennial Survey is conducted in October. The last one was done in 2013 so one will be conducted this October. This survey asks riders questions such as frequency, longevity, the fare category, trip purpose, some satisfaction questions, and includes some demographics, which are not captured on the satisfaction survey.

Mr. Thompson said the Metropolitan Transportation Commission ( MTC) has an Origin Destination Survey. It was last completed in October 2014. They run about every five years, but the next one will be in 2020 because of the Triennial Survey in 2019. The survey is completed on a tablet or phone. The purpose is to gather updated travel

Item IV. Council Reports 31 JPB CAC Meeting Minutes January 20, 2016 D aft

behavior from Caltrain passengers, and that data is used to improve regional transit ridership forecasts, compile statistically accurate information about transit customers and how they use the system, and to generate reliable linked origin- destination data to support computerized travel demand modeling and transportation network simulation activities. Some of the information collected is the place and address where the trip began, the mode of access to the transit system, the boarding and alighting stations, and information about the passenger.

Mr. Thompson said based on the feedback from the CAC and the customer experience taskforce, staff will be doing additional research this year. In March, there Will be an online not statistically valid survey to get a sense of what the customers' priorities are. The results will inform the additional questions that are added to the customer satisfaction survey in June. There will be focus groups in September or October to delve into the topics identified in the quantitative research.

Ms. Sweet asked how the Triennial Survey is different from the annual survey. Mr. Thompson said Triennial Survey asks more ridership questions and demographics information but has very little satisfaction components.

Ms. Sweet asked how the Triennial Survey is different from the Origin Destination Survey. Mr. Thompson said the Origin Destination Survey is done by MTC with all the different transportation agencies and captures the specific origin and destination information.

Ms. Levin asked where to get access to the MTC origin -destination survey data. Mr. Thompson said he would work through MTC to get the data.

Ms. Levin asked if it includes all modes, such as driving, bus, and train. Mr. Thompson said it includes all the transit agencies.

Mr. Shaw said MTC has a Federal requirement to gather the data because they do air quality monitoring. Caltrain is just facilitating getting the data.

Ms. Tucker asked if sampling is changed on a regular basis. Mr. Thompson said it is reviewed every year. Staff took into account the six -car train sets, so the sampling plan was revised to take that into account.

2015 CUSTOMER SATISFACTION SURVEY RESULTS Mr. Thompson presented: Objectives Determine customer satisfaction levels used as TASI' s performance measurement Additional research opportunities Rating of amenities on electric trains Frequency and duration of Caltrain ridership Methodology o Onboard survey June 2015

Item IV. Council Reports 32 JPB CAC Meeting Minutes January 20, 2016 LI ll:: ll

e 44 trains 36 weekday trains ( peak and off peak) Eight Saturday trains English and Spanish surveys available

o Response 3,356 completed surveys returned C. 71 percent response rate Overall Satisfaction (scale of one to five) [ 2014 numbers in brackets]

o 3.93 [ 4.05]

0 75 percent somewhat or very satisfied [ 81 percent] 0 5 percent somewhat or very dissatisfied [ 3 percent] At stations Functioning of lights - 4.23 [ 4. 28] Cleanliness of stations and parking lots - 3. 97 [ 4.09] Information boards - 3.85 [ 3.87] Ease of use of Ticket Vending Machines - 3. 76 [ 3. 78] Being informed of delays - 3.40 [ 3.42] Onboard

o Conductors appearance - 4.39 [ 4.39] o Sense of personal security - 4.28 [ 4.35] Courtesy of conductors - 4. 25 [ 4.25] Availability of printed materials - 4. 14 [ 4. 17] Cleanliness of train exteriors - 4.07 [ 4. 14] On -time arrival - 3.86 [ 4.04] Cleanliness of train interiors 3.86 [ 3. 92] Onboard announcements - 3. 63 [ 3. 68] Delays information - 3.58 [ 3. 68] Cleanliness of onboard restrooms - 3.27 [ 3. 30] At Stations vs. Onboard o Riders' overall experience with Caltrain significantly decreased in 2015 o At stations - 3. 92 [ 3. 98] 73 percent somewhat or very satisfied [ 77 percent] 4 percent somewhat or very dissatisfied [ 3 percent] o Onboard trains - 4.00 [ 4. 11 ] C 78 percent somewhat or very satisfied [ 83 .percent] Y 3 percent somewhat or very dissatisfied [ 2 percent] Electric Train Amenities Rating (5 =Very important, 1 = Not at all important) Onboard restrooms - 4.28 Onboard bike capacity - 4. 17 Interior electronic signs - 4. 13 High -back seats - 3.94 Exterior electronic sign- 3.88 Vinyl seats - 3. 58 Interior electronic display - 2.8 Low -back seats - 2.54

o Cloth seats - 2.52 How long customer has been riding Caltrain o 5 percent one time

Item IV. Council Reports 33 JPB CAC Meeting Minutes January 20, 2016 l ft .

0 16 percent less than six months

0 12 percent six months to on year

0 16 percent one year to two years

0 19 percent two years to four years

0 32 percent four years or more How often customer usually rides Caltrain

o 7 percent six to seven days per week

o 46 percent five days per week

o 10 percent four days per week

o 8 percent three days per week

o 6 percent two days per week o 4 percent one day per week

o 7 percent one to three days per month

o 11 percent less than once per month 2010 to 2015 .Scores

o At stations 2010: 3. 98 2011: 3.91 2012: 3.92 2013: 3.97 2014: 3.98 2015: 3.92

o Onboard 2010: 4.09 2011: 4.07 2012: 4.09 2013: 4. 10 2014: 4. 11 2015: 4.00

o At stations and onboard 2010: 4.03 2011: 3. 99 2012: 4.01 2013: 4.04 2014: 4.05 2015: 3. 93 2010 to 2015 Weighted Scores o Stations and parking 2010: 3. 91 2011: 3. 85 2012: 3. 83 2013: 3. 90 2014: 3. 91 2015: 3.86

o Onboard experience 2010: 3.96 2011: 3. 96 2012: 3. 98

Item IV. Council Reports 34 JPB CAC Meeting Minutes January 20, 2016 I raf

2013: 4.01 2014: 4.03 2015: 3. 96

o Stations and onboard 2010: 3. 94 2011: 3. 92 2012: 3. 93 2013: 3. 97 2014: 3. 99 e 2015: 3. 92 Full report available at www.caltrain.com /surveys

Chair Cobey asked if anything is done to summarize or analyze the written comments. Mr. Thompson said they have not been summarized, but staff took a look to see if anything stood out as to why there was a decline. Nothing stood out that was unexpected.

Chair Cobey asked if the comments can be posted online. Mr. Thompson said he can look into it.

Mr. Cobey said the comments are important and provide a lot of information. He said the term Wi -Fi came up 134 times, so people think it is important. He said one comment was, " Thanks for all the free rides." He said approximately 1, 600 written comments were made by survey participants, compared to approximately) ,300 in the 2014 survey. He said to put the size of the number of comments in context: At the CAC' s 2015 meetings, according to the minutes, the CAC heard a total of 112 public comments, from a total of nine different, non- staff, individuals. Of those 2015 public comments, 87 percent were from three people, and 39 percent of the public comments the CAC heard at its 2015 meetings were from a single person, who spoke on as many as six different agenda topics in a single meeting. He asked how much the survey costs. Mr. Thompson said it is about $28,000.

Mr. Shaw left at 7:00 p.m.

Mr. Cobey said the overall customer satisfaction survey score decreased and customer satisfaction is the lowest it has been in 15 years of surveying. He said with static capacity and growing ridership, customer satisfaction is not likely to increase. He said on -time arrival at the destination shows the largest decline in the survey. Mr. Thompson confirmed the overall customer satisfaction survey score is the lowest it has been in 15 years.

Ms. Mills said people took their time to write comments and it concerns her that staff is not looking closer at them. She said the bathroom issue is a big deal and this survey shows that, but the other survey used to measure the importance of onboard bathrooms showed bathrooms were not important. There is a disconnect between the surveys.

Item IV. Council Reports 35 JPB CAC Meeting Minutes January 20, 2016 Dr. ft

Ms. Sweet said the survey about the bathrooms on EMUS was not statistically significant. Ms. Fromson said that survey rated seats, bikes and bathrooms against each other, and getting a seat was most important to respondents. The survey also asked for each item how important they were, and it showed that bathrooms were important. There has not been a final policy decision made on the bathrooms. What is going forward is an option of having a bathroom, so the Board will still have opportunity to make that decision after it is priced out.

Mr. Scharff said he is concerned the drop off in customer satisfaction is driven by overcrowding. He asked how statistically significant the drops are and if they are small fluctuations. Mr. Thompson said it is statistically significant. There are several factors that could influence the responses, such as a longer surveying time and the fact that there were more service disruptions during the surveying period this year than last.

Mr. Scharff asked if Caltrain is going to take action based on this survey. Seamus Murphy, Chief Communications Officer, said regardless of how statistically significant the numbers in the survey are, they are significant to staff. There is declining satisfaction and the root causes are just what the chair suggested. Staff is looking at this information, but not just this information. Staff is in a period of information gathering right now to determine what steps to take. Priorities raised by members of the CAC, the public, and the customer service center are clear trends and require action. Staff needs to go through' a prioritization process for the things staff will act on immediately. Staff wants to do a statistically invalid online survey in the future and use it to inform the statistically valid customer satisfaction survey to get idea or priorities to improve the customer experience. Then staff hopes to do qualitative research with focus groups and have Caltrain riders meet with people to explore in more detail what their experience is and how it can be improved. Staff hopes to have the customer experience taskforce provide some clear recommendations about immediate steps to take. He said it will take a lot work to reverse the trend line. There is only so much that can be done with the resources available with the constrained infrastructure to counteract the demand that has outgrown the capacity of the system. CalMod will do some significant things for capacity, frequency, service and the general experience for riders. CalMod 2.0 improvements were included in request for Santa Clara County potential ballot measure including longer platforms, level boarding, and full conversion to EMUs.

Mr. Scharff asked if Wi -Fi was listed on the survey as an amenity. Mr. Thompson said the amenities were things that were not covered in other research.

Mr. Scharff said other train systems have Wi -Fi and people use it all the time, but it was not polled on. He said it sounds like there is no sense of urgency. The trend looks like it is crashing. He said staff did not say they are concerned. He wants to hear what staff is doing to fix the trend. The way the presentation is given sounds like there is no concern. Mr. Murphy said staff is very concerned and want to reverse the trend line and will conduct an assessment how to do it. Wi -Fi is on the radar, but there are significant costs associated with it. It is not necessarily very difficult, but a significant initial investment is required. Some of the investment has already happened because fiber optic cable has been laid the length of the corridor, which is a requirement for a robust system.

Item IV. Council Reports 36 JPB CAC Meeting Minutes January 20, 2016 Dr. ft

There are other investments needed that are expensive and staff is assessing how to accommodate that cost and move forward as soon as possible. He said it is not something staff would want to poll the customers about because staff already knows people want it.

Mr. Scharff said on page 6 the ranking scale is backwards compared to every other ranking scale. Mr. Thompson said he will reverse it.

Ms. Sweet said the survey asks about the professional appearance of the conductors, but priorities may have shifted and that question may not be necessary. Questions about other amenities like lighting or parking lots might be considered.

Ms. Levin said Wi -Fi was scheduled and unscheduled on the work plan, and there are people in the community who are interested in this topic.

Ms. Mills asked what outreach is done to get people to respond to online surveys. Ms. Fromson said the EMU survey got 4,000 responses. Outreach was done on the website, staff asked the JPB partners and other groups to distribute the information, flyers onboard trains, for several days staff went to the top 10 highest ridership stations in the morning and the evening to spread the word, a press release was done, and the e- newsletter was sent out. The number of times any one person could fill out the survey was limited.

Ms. Mills asked if staff reached out to Go Pass users. Ms. Fromson said it went to many Stanford Go Pass users, Facebook sent it to their employees, and the Caltrain Commuter Coalition, which is made up of a variety of business, was asked to send it. out.

Public Comment Roland Lebrun, San Jose, said the JPB spent $800,000 on Singer and Associates, and the outcome was a four -slide presentation. For that money, Caltrain could have Wi -Fi. He said Tamien Station was so filthy people couldn' t sit down, so he told VTA and the station was cleaned within a week. He said he provided a complete specification on new EMUs that had room for 80 bikes and seven toilets. When the Board asked for a higher bike ratio, he reconfigured his EMU set for room for 120 bikes and four toilets, and the Board did not even read it. The JPB is not capable of issuing an EMU Request for Proposals. Virgin trains are the highest rated train agency in the United Kingdom getting 80 percent satisfaction. The survey of all passenger railways in the United Kingdom is done by the government.

Jeff Carter, Millbrae, said one Board member said restrooms should be included on the EMUs, but the next month that same Board member said they should not be. He said he appreciates that onboard restrooms have a high rating. Written comments should be made available to the public. Caltrain is better than BART because it has express trains and monthly passes.

Item IV. Council Reports 37 JPB CAC Meeting Minutes Draf January, 20, 2016

STAFF REPORT Ms. Stewart said: Part of the customer experience taskforce mission is to work through jointly with TASI to establish outlying short-term, long -term, and medium -term goals to identify opportunities to make changes for the customer in relation to incidents and their everyday commute. The short-term effort includes identifying issues with the PADS. Some of the global position units, which are used to track locomotives, are broken, so staff is working on procuring new units. The taskforce has also noticed user error from TASI related to naming the locomotives and tracking them. The taskforce is looking at customer complaints. There is no potential to scroll text through the empty space on the Visual Message Signs VMS). There may be a potential to put a static message, but it cannot scroll. Staff has asked conductors to announce the train number, whether it is local, express, or limited, and what the next stop is during an incident. The taskforce is looking at ways to implement audits with the contract operator on the public announcement and VMS systems. The taskforce is working on implementing mobile ticketing and improving vehicle signage. The Lost and Found webpage now has a link to the PowerPoint from last month. Staff is moving forward with the procurement of the services to implement mobile ticketing. The schedule being readjusted due to the reorganization of the agency. On -time performance was 88. 1 percent in November compared to 92.5 percent from last November. There was a fatality on November 16. Staff is planning for the Super Bowl. There are many activities during the week leading up to the game. There is a dedicated website for more information. Annual Passenger Counts started January 19. The counts will take longer this year because of the Super Bowl activities. Completion is expected in April. A new schedule is expected to be effective spring 2016. Staff expects to implement the third bike car in March 2016. This will increase bike capacity from 48 to 72 on Bombardier -train sets. President' s Day is on Monday, February 15 and staff will operate a modified schedule.

Ms. Mills asked if anything is planned for Super Bowl City in San Francisco. Mr. Murphy said extra service is being added the whole week consistent with the events for that week. Many events end at the same time, so there will be overcrowding. Trains will be there ready to accommodate crowds. Caltrain will be communicating in a way that encourages people to expect delays and will also communicating with regular customers to tell them not to expect a normal commute the week of the Super Bowl.

Ms. Stewart said staff has suspended work on capital projects from January 30 through February 7, and that will help. TASI has also brought in staff from other properties to help with the events. There is also a plan in place with TASI to have mechanical and operations forces throughout the corridor to be able to quickly respond in case of a mechanical failure.

Ms. Levin asked if a departure monitor that displays all the stops for a given train can be at stations. Ms. Stewart said staff is looking into that.

Item IV. Council Reports 38 JPB CAC Meeting Minutes January 20, 2016 Dr, ft

Mr. Scharff left at 7:55 p.m.

Ms. Levin asked if there will be any cost recovery from the Super Bowl. Mr. Murphy said JPB will not get the full cost back to accommodate this event and the related events. There will be a cost, but he' s hoping it brings sales tax revenue to the area. He said he hopes it enhances the reputation of the Bay Area and the transit system.

Ms. Sweet said some information that would be useful when trains stop because of an incident is to know what the customer' s next steps should be. If there is no bus bridge, it would be useful to know what steps they need to take to get to their next stop.

Ms. Sweet left at 8 p.m. A quorum was lost, so the meeting was adjourned.

DATE, TIME AND LOCATION OF NEXT REGULAR MEETING: February 17, 2016 at 5:40 p.m., San Mateo County Transit District Administrative Building, 2nd Floor Bacciocco Auditorium, 1250 San Carlos Avenue, San. Carlos, CA.

Adjourned at 8 p.m.

Item IV. Council Reports 39 momELAFCO Local Agency Formation Commission of Santa Clara County LAFCO MEETING AGENDA Board Meeting Chambers, 70 West Hedding Street, First Floor San Jose, CA 95110 February 3, 2016 1: 00 PM

CHAIRPERSON: Cat Tucker • VICE -CHAIRPERSON: Mike Wasserman COMMISSIONERS: Sequoia Hall, Johnny Khamis, Linda J. LeZotte, Susan Vicklund Wilson, Ken Yeager ALTERNATES: Cindy Chavez, Ash Kalra, Yoriko Kishimoto, Tara Martin -Milius, Terry Trumbull,

NOTICE TO THE PUBLIC

1. Pursuant to Government Code §84308, no LAFCO commissioner shall accept, solicit, or direct a contribution of more than $250 from any party, or his /her agent; or any participant or his / or her agent, while a LAFCO proceeding is pending, and for three months following the date a final decision is rendered by LAFCO. Prior to rendering a decision on a LAFCO proceeding, any LAFCO commissioner who received a contribution of more than 250 within the preceding 12 months from a party or participant shall disclose that fact on the record of the proceeding. If a commissioner receives a contribution which would otherwise require disqualification returns the contribution within 30 days of knowing about the contribution and the proceeding, the commissioner shall be permitted to participate in the proceeding. A party to a LAFCO proceeding shall disclose on the record of the proceeding any contribution of more than $250 within the preceding 12 months by the party, or his or her agent, to a LAFCO commissioner. For forms, visit the LAFCO website at www.santadaralafco.org. No party, or his or her agent and no participant, or his or her agent, shall make a contribution of more than $250 to any LAFCO commissioner during the proceeding or for 3 months following the date a final decision is rendered by LAFCO. 2. Pursuant to Government Code Sections 56100.1, 56300, 56700.1, 57009 and 81000 et seq., any person or combination of persons who directly or indirectly contribute(s) a total of $1, 000 or more or expend(s) a total of $1, 000 or more in support of or in opposition to specified LAFCO proposals or proceedings, which generally include proposed reorganizations or changes of organization, may be required to comply with the disclosure requirements of the Political Reform Act (See also, Section 84250 et seq.). These requirements contain provisions for making disclosures of contributions and expenditures at specified intervals. More information on the scope of the required disclosures is available at the web site of the FPPC: www.fPpc.ca.gov. Questions regarding FPPC material, including FPPC forms, should be directed to the FPPC' s advice line at 1- 866 -ASK -FPPC ( 1- 866 -275 -3772).

3. Pursuant to Government Code §56300(c), LAFCO adopted lobbying disclosure requirements which require that any person or entity lobbying the Commission or Executive Officer in regard to an application before LAFCO must file a declaration prior to the hearing on the LAFCO application or at the time of the hearing if that is the initial contact. In addition to submitting a declaration, any lobbyist speaking at the LAFCO hearing must so identify themselves as lobbyists and identify on the record the name of the person or entity making payment to them. Additionally every applicant shall file a declaration under penalty of perjury listing all lobbyists that they have hired to influence the action taken by LAFCO on their application. For forms, visit the LAFCO website at www.santaclaralafco.=. 4. Any disclosable public records related to an open session item on the agenda and distributed to all or a majority of the Commissioners less than 72 hours prior to that meeting are available for public inspection at the LAFCO Office, 70 W. Hedding Street, 11th Floor, San Jose, California, during normal business hours. (Government Code §54957.5.) 5. In compliance with the Americans with Disabilities Act, those requiring accommodation for this meeting should notify the LAFCO Clerk 24 hours prior to the meeting at (408)299 -6415.

70 West Hedding Street - 8th Floor, East Wing - San Jose, CA 95110 - ( 408) 299 -5127 - www.santaciaralafco.org

COMMISSIONERS: Sequoia Hall, Johnny Khamis, Linda J. LeZotte, Cat Tucker, Mike Wasserman, Susan Vicklund Wilson, Ken Yeager ALTERNATE COMMISSIONERS: Cindy Chavez, Ash Kalra, Yoriko Kishimoto, Tara Martin- Milius, Terry Trumbull EXECUTIVE OFFICER: Neelima Palacherla

Item IV. Council Reports 40 1. ROLL CALL

2. CHANGE IN LAFCO MEMBERSHIP

3. PUBLIC COMMENTS This portion of the meeting is reserved for persons desiring to address the Commission on any matter not on this agenda. Speakers are limited to THREE minutes. All statements that require a response will be referred to staff for reply in writing.

4. APPROVE MINUTES OF DECEMBER 2, 2015 LAFCO MEETING

CONSENT ITEM

5. CUPERTINO SANITARY DISTRICT 2015 -02

Recommended Action:

CEOA Action

1. As Lead Agency under CEQA, determine that the proposal is categorically exempt from the provisions of CEQA pursuant to State CEQA Guidelines 15319(a) and (b) and Section 15303( d).

Project Action

2. Approve the annexation of approximately 96.28 acres, consisting of Assessor Parcel Numbers 503 -11- 008, 503- 11 -09, 503 -12 -001, and 503 -74 -004 located in the City of Saratoga, to the Cupertino Sanitary District (CSD), as described and. depicted in Attachment B ( Exhibits " A" and " B ") and subject to the terms and conditions in Attachment C (Exhibit " C ") and as follows:

a. Pursuant to Government Code Section 56856.5, upon annexation to CSD, no services or facilities related to sewers shall be provided to the four subject parcels for land uses or activities not allowed under the Williamson Act Contract.

3. Waive protest proceedings pursuant to Government Code §56662( a).

ITEMS FOR ACTION / INFORMATION

6. COUNTY AGRICULTURAL COMMISSIONER' S REPORT ON THE ECONOMIC CONTRIBUTIONS OF AGRICULTURE IN SANTA CLARA COUNTY

For Information Only.

7. UPDATE ON THE SUSTAINABLE AGRICULTURAL LANDS POLICY FRAMEWORK FOR SOUTHERN SANTA CLARA COUNTY

For Information Only.

Page 2 of 4

Item IV. Council Reports 41 OOLAFCONo AGENDA ITEM # 4 Local Agency Formation Commission of Santa Clara County

LAFCO MEETING MINUTES WEDNESDAY, DECEMBER 2, 2015

CALL TO ORDER

The meeting was called to order at 1: 00 p.m.

1. ROLL CALL

The following commissioners were present: Chairperson Linda J. Lezotte Vice Chairperson Cat Tucker Commissioner Cindy Chavez Commissioner Sequoia Hall (arrived at 1: 03 p.m.) Commissioner Johnny Khamis (left at 1: 43 p.m.) Commissioner Mike Wasserman Commissioner Susan Vicklund Wilson Alternate Commissioner Yoriko Kishimoto (arrived at 2:02 p.m.) Alternate Commissioner Tara Martin -Milius Alternate Commissioner Terry Trumbull The following staff members were present: LAFCO Executive Officer Neelima Palacherla LAFCO Assistant Executive Officer Dunia Noel LAFCO Counsel Malathy Subramanian

2. PUBLIC COMMENTS

There were no public comments.

3. MINUTES OF OCTOBER 7, 2015 LAFCO MEETING

The Commission approved the minutes of October 7, 2015 LAFCO meeting.

Motion: Wasserman Second: Khamis

AYES: Chavez, Khamis, Tucker, Wasserman, Wilson

NOES: None ABSTAIN: LeZotte ABSENT: Hall

MOTION PASSED

4. CITIES SERVICE REVIEW REVISED DRAFT REPORT

Commissioner Tucker requested clarification on how the City of Gilroy' s comments regarding its emergency response times for certain priority calls will be reflected in the

70 West Hedding Street . 8th Floor, East Wing • San Jose, CA 95110 • ( 408) 299 -5127 www.santaclaratafco.org

COMMISSIONERS: Sequoia Hall, Johnny Khamis, Linda J. LeZotte, Cat Tucker, Mike Wasserman, Susan Vicklund Wilson, Ken Yeager ALTERNATE COMMISSIONERS: Cindy Chavez, Ash Kalra, Yoriko Kishimoto, Tara Martin- Milius, Terry Trumbull EXECUTIVE OFFICER: Neelima Palacherla

Item IV. Council Reports 42 Final Report. Staff stated that the Final Report will be revised based on the information provided by the city as indicated in the staff report' s response table. This being the time and place for the public hearing, the Chairperson declared the public hearing open, determined that there no members of the public who wished to speak on the item, and declared the public hearing closed. The Commission:

1. Determined that the Cities Service Review Report which includes sphere of influence updates for fifteen cities and the recommendations of this staff report are exempt from the requirements of the California Environmental Quality Act (CEQA) under the State CEQA Guidelines: §15306 Class 6; § 15061( b)( 3) General Rule; 15378(b)( 5); and §15320 Class 20. 2. Accepted comments and considered any further revisions to the Cities Service Review Revised Draft Report.

3. Adopted the Cities Service Review Report (Service Review Report) including revisions presented: in Attachment C, and other revisions, as necessary. . 4. Adopted service review determinations for each of the fifteen cities as included in the Service Review Report.

5. Adopted sphere of influence (SOI) updates along with sphere of influence determinations for each of the fifteen cities and as included in the Service Review Report: 5a. Reaffirmed the existing SOI for each of the fifteen cities as recommended in the Service Review Report.

6. Directed staff to prepare the Final Report for the Cities Service Review and distribute the Final Report to all affected agencies.

Motion: Wilson Second: Khamis

AYES: Chavez, Hall, Khan-is, LeZotte, Tucker, Wasserman, Wilson

NOES: None ABSTAIN: None ABSENT: None

MOTION PASSED

5. SPECIAL PRESENTATION BY DON WEDEN: FOOD AND FARMLANDS IN SANTA CLARA COUNTY Don Weden, retired Santa Clara County planner, provided a PowerPoint presentation on food and farmlands in Santa Clara County. A discussion ensued amongst the , commissioners and Mr. Weden on the various aspects of his presentation and how to best preserve the remaining agricultural lands.

6. 2016 SCHEDULE OF LAFCO MEETINGS

Commissioner Hall informed that he is unable to attend the April 6, 2,015 meeting and Alternate Commissioner Kishimoto indicated that she will be available to attend in his

place.

Item IV. Council Reports 43 The Commission adopted the schedule of LAFCO meetings and application filing deadlines for 2016.

Motion: Wilson Second: Hall

AYES: Chavez, Hall, LeZotte, Tucker, Wasserman, Wilson

NOES: None ABSTAIN: None ABSENT: Khamis

MOTION PASSED

7. APPOINTMENT OF CHAIRPERSON AND VICE -CHAIRPERSON FOR 2016 Commissioner Chavez indicated that she will be the Chairperson of the Valley Transportation Authority in 2016 and requested Commissioner Wasserman to serve as LAFCO Vice Chairperson for 2016. Commissioner Wasserman expressed agreement.

The Commission expressed appreciation to Chairperson LeZotte for her service as chairperson in 2015.

The Commission appointed Commissioner Cat Tucker as Chairperson for 2016 and Commissioner Mike Wasserman as Vice-Chairperson.

Motion: Chavez Second: Wilson

AYES: Chavez, Hall, LeZotte, Tucker, Wasserman, Wilson

NOES: None ABSTAIN: None ABSENT: Khan-is

MOTION PASSED

8. EXECUTIVE OFFICER' S REPORT 8.1 LAFCO WORKSHOP ON SERVICE EXTENSIONS OUTSIDE OF JURISDICTIONAL BOUNDARIES

The Commission noted the report. In response to an inquiry by Commissioner Wilson, Ms. Palacherla indicated that at the workshop, San Jose and Milpitas had expressed interest in a similar workshop for each of the cities but have not contacted LAFCO subsequently.

8.2 MEETINGS WITH SANTA CLARA COUNTY STAFF

The Commission noted the report.

8.3 MEETING WITH MORGAN HILL BIBLE CHURCH REPRESENTATIVES ON MORGAN HILL 2015 URBAN SERVICE AREA AMENDMENT APPLICATION

The Commission noted the report.

8.4 MEETING WITH THE COMMITTEE FOR GREEN FOOTHILLS ON MORGAN HILL 2015 URBAN SERVICE AREA AMENDMENT APPLICATION

The Commission noted the report.

8.5 BAY AREA LAFCOs MEETING

The Commission noted the report.

Item IV. Council Reports 44 8.6 SANTA CLARA COUNTY ASSOCIATION OF PLANNING OFFICIALS (SCCAPO) MEETING

The Commission noted the report.

8.7 CALAFCO LEGISLATIVE COMMITTEE MEETING

The Commission noted the report.

8.8 INTER-JURISDICTIONAL GIS WORKING GROUP MEETING

The Commission noted the report.

9. . PENDING APPLICATIONS / UPCOMING PROJECTS

Ms. Palacherla presented the staff report and informed that Morgan Hill is expected to submit the remaining information today.. Andrew Crabtree, Community Development Director, Morgan Hill, expressed appreciation to staff and the Commission and informed that the city has been working on the USA expansion project for over 12 years now.

In response to an inquiry by Commissioner Chavez, Ms. Palacherla informed that staff's goal was to make the staff report available a weekearlier than usual. Commissioner Chavez proposed that the project be considered in two meetings, the first meeting for the Commission to hear from all the parties and the second meeting, if necessary, to make its decision. In response to an inquiry by Commissioner Chavez, Ms. Palacherla informed that the USA proposal has two areas that are completely non- contiguous and, as such, staff will have two separate recommendations. In response to a follow -up inquiry by Commissioner Chavez, Ms. Palacherla indicated that the staff report will present the various available options, and added that the Commission has the ability to modify staff recommendations. In response to an inquiry by Commissioner Tucker, Ms. Palacherla advised that special meetings were held to consider the San Martin Incorporation proposal. Commissioner Tucker expressed agreement with Commissioner Chavez for the staff report to include all the available options. Commissioner Hall indicated that he is unable to attend the April 6, 2015 meeting and expressed support for the special meeting. Ms. Palacherla indicated that staff will poll members to find a common date for a special meeting in March. Chairperson LeZotte requested that the date of the March special meetingbe announced at the February meeting. She also proposed that the agenda be limited to focus on the Morgan Hill project.

Commissioner Hall stated that LAFCO is mandated with long -term preservation of agricultural land and not with individual decisions relating to invidual parcels. He encouraged the cities to consider their long -term growth through their general plans. Commissioner Wilson suggested that the special meeting be held in the early part of March.

Item IV. Council Reports 45 10. COMMISSIONER REPORTS

11. NEWSPAPER ARTICLES / NEWSLETTERS

The Commission noted the CALAFCO Quarterly Report.

12. WRITTEN CORRESPONDENCE 12-.1 Letter from the El Camino Hospital re. El Camino Hospital Corporation - Notice of Intent to Purchase Real Property (dated November 19, 2015) The Commission noted the correspondence.

13. ADJOURN

The Commission adjourned at 2:33 p.m., to the next regular meeting on February 3, 2016 at 1: 00 p.m., in the Board Meeting Chambers, County Government Center, 70 West Hedding Street, San Jose, California. .

Approved:

Linda J. LeZotte, Chairperson Local Agency Formation Commission of Santa Clara County

By: Emmanuel Abello, LAFCO Clerk

Item IV. Council Reports 46 County of Santa Clara Recycling and Waste Reduction Commission of Santa. Clara County Recycling and Waste Reduction Division

1555 Berger Drive, Building 2, Suite 300 -, 7 D—, C San Jose, CA 95112 -2716 ACV4•` 408) 282 -3180 FAX (408) 280 -6479 www.ReduceWaste -org

RECYCLING AND WASTE REDUCTION COMMISSION MINUTES December 16, 2015 Isaac Newton Senter Auditorium 70 W. Hedding Street San Jose CA 95110 Business Meeting at 5: 30 p.m.

Voting Members in Attendance Representing Jim Griffith, City of Sunnyvale SMaRT Station® Cities Michael F. Kotowski, City of Campbell West Valley Cities Linda J. LeZotte, SCVWD Santa Clara Valley Water District Teresa O' Neill, City of Santa Clara Central County Cities Jan Pepper, City of Los Altos Member at Large Mike Wasserman, County of Santa Clara County of Santa Clara

Voting Members Not in Attendance Representing Manh Nguyen, City of San Jose City of San Jose Greg Scharff, City of Palo Alto Member at Large Rod Sinks, City of Cupertino North County Cities Cat Tucker, City ofGilroy South County Cities

County Staff to-the Commission Rob D' Arcy, Manager, TAC Administrator Lisa Rose, Commission Staff .

Others in Attendance Mark Bowels, City of Sunnyvale Anthony Eulo, City of Morgan:Hill Michael Gross, Zanker Recycling Matt Krupp, City of Palo Alto Doug Muirhead, Morgan Hill resident Alana Rivadeneyra, City of San Jose Dave Staub, City of Santa Clara

Commissioners: James R. Griffith, Chair; Michael F. Kotowski, Linda J. LeZotte, Manh Nguyen, Teresa O' Neill, Greg Scharff, Rod Sinks, Jan Pepper, Cat Tucker, Mike Wasserman

Item IV. Council Reports 47 December 16, 2015 RWRC Draft Minutes

1. Call to Order and Roll Call The Vice -Chair called the meeting to order at 5: 30 p.m. Four Commissioners were present at start ofthe meeting so quorum was not attained. Because there was no quorum, some items were taken out of order. Two additional Commissioners arrived shortly thereafter, and quorum was then met.

2. Food Rescue Update Tony Eulo noted that the Ad Hoc Food Rescue subcommittee has been hard at work. He presented three items currently in process: 1) there is a budget item coming up on the budget/workplan item that recommends funding of a Food Rescue Coordinator; 2) an RFP is being released for a person and/or organization for a Food Rescue Coordinator who would implement the recommendations from Food Shift' s report. There are a number of people and/ or interested organizations. Staff hopes to have a recommended vendor in February; 3) another ad hoc subcommittee is .in the process ofplanning a Food Rescue Forum to be held at San Jose State University' s Student Union on March 24. Chair Griffith has been asked to open the day' s event along with San Jose Mayor Sam Liccardo. The guest list will be selective in bringing together a number of agencies to create a Food Rescue Working; Group and identify solutions to the many gaps identified in the Food Shift report. The Food Rescue Coordinator should be on board by then and will implement the recommendation in the report as well as those recommendations that come out of the Forum.

Commissioner Kotowski said this is very timely as he had just recently heard a report on KGO about Glide Memorial handing out 5, 500 bags of groceries and that the reporter mentioned the need for food rescue to help feed those in need.

3. Update on Biomass and Assemblymember Gordon' s Select_Committee Hearing in Palo Alto Michael Gross, representing Zanker Recycling, GreenWaste Recovery and Zero Waste Energy Development Company spoke about AB 590 regarding biomass. There are currently 24 biomass facilities in the state of California processing four million tons of feedstock and generating about 650 Megawatts of electricity. Six facilities have closed in the last two years, and there are three more shutting down in January. Four more will be closing operations in September 2016. This will cause more wood to go to landfill. The PUC needs to revamp the old contracts that require PG &E, SMUD and Edison to purchase electricity from these facilities and keep these plants open. Michael said he will ask the California Biomass Commission what they need and will let the Commission know once he learns the `.`ask.

Commissioner Pepper noted that biomass is not price- competitive with other types of energy. Michael acknowledged that biomass is about 8 -12 cents per kilowatt while wind and solar are closer to 3 %Z to 4 %2 cents/kw. Biomass takes care ofurban waste, agriculture and forestry waste. Without biomass facilities, those materials would require open burning. The biomass industry needs to work with the utilities to bridge this price to 'incentivize the use of biomass.

4. Special Orders of the Day Chair Griffith presented retiring Recycling and Waste Reduction Division Manager, Rob D' Arcy, with a certificate highlighting Rob' s many contributions to the Commission and the cities within Santa Clara County.

5. Public Presentations There were no public presentations.

6. Consent Calendar There were no items for the Consent Calendar.

Item IV. Council Reports 48 December 16, 2015 RWRC Draft Minutes

7. Approval of Minutes from October 28, 2015 RWRC Meeting Commissioner LeZotte motioned approval of the October 28 minutes. Commissioner Kotowski seconded. A vote was taken and, the motion passed unanimously

8. CY 2016 and CY 2017 NGO Selection for TAC The Commissioners were provided a staff report on the NGO selection process as well as letters of interest from a number of non -profit and for -profit organizations and one institution of higher learning for consideration. Rob noted that there were more organizations from the non -profit sector than in previous years. He also noted that he had confirmed with County Counsel ahead oftime thatif CPSC is selected to serve on the TAC as part of Commission action on Item #8 that there is.no conflict of interest in him bringing forward the CPSC funding proposal later, on Item #10 ofthis agenda. The Chair suggested taking each category at a time and voting with a show of hands. There was a question with the for -profit organizations because there were two organizations and four people identified but only three seats. Lisa noted that the RWRC is to choose the organization and then the organization will then select the representative, and in most cases, the representatives had already been identified. A vote was taken on the for profit- organizations and Clara Mateo was selected for two seats and Silicon Valley Leadership Group was selected for the third seat. Commissioner Wasserman motioned approval, Commissioner O' Neill seconded and the motion passed.

With regard to the non -profit organizations, there were seven letters submitted for no more than four seats. Commissioner LeZotte asked which ofthe organizations had served in the past. Rob noted that Acterra, California Resource Recovery Association (CRRA), League of Woman Voters and Sierra Club all had seats at TAC previously. The new candidates are the California Product Stewardship Council CPSC), Clean Water Fund and San Jose Conservation Corp Charter Schools. After a show ofhands, the non -profit organizations selected to serve on the TAC were the California Product Stewardship Council, Acterra, Clean Water Fund and Sierra Club.

San Jose State University was the only submission for institutions of higher learning and was selected to serve. Each of these entities will serve as non=governmental agencies on the Technical Advisory Committee for two calendar years beginning January 2016.

9. Proposed Annual Workplan and Budget Mark Bowers, Vice -Chair of the IC, presented the FY 2017 Workplan and Budget. He noted that the budget' s primary revenue source is landfill tipping fees and, as there has been a recent increase in disposed tonnage due to economic growth, there is currently a large fund balance. The proposed budget will maintain the current baseline programs administered by the County as well as address projects identified as RWRC and TAC priorities without making new, long -term, staffing or contracting commitments. Primary focus is in the areas of organics (food rescue /waste reduction), organics processing study and materials management. The goal is to have a fund balance of $400 -$500k per year at the end of the three -year budget cycle.

Commissioner LeZotte asked about the amount noted for the Green Business Program. Rob explained that the Santa Clara Valley Water District had extended the current Agreement by a year and added additional monies for advertising. The District changed how they fund the Program and the County submitted a proposal for the Grants/Partnership Agreement. At their December 8, 2015 meeting, the SCVWD Board of Directors approved $200k over a three year period and that is reflected in the future proposed budget.

Item IV. Council Reports 49 December 16, 2015 RWRC Draft Minutes

Chair Griffith noted that the services and supplies numbers go up dramatically over the next three years and wanted to know the reason for this. Mark noted that this is due to the shift from internal staffing to external contracts such as the Composting Education Program and the proposed Food Rescue Coordinator. With no guarantee that tonnage will continue to rise, funding has been identified for short- term projects that did not include longer term contractual staffing but rather contracts that could be amended or even terminated if there was no revenue to cover them. Commissioners were concerned about funding programs that would help those most in need ( such as Food Rescue Coordinator) if funding was uncertain. It was noted that this project is to coordinate existing resources so that the infrastructure is in place reducing food waste while feeding those most in need. Part of that coordinator' s function is to identify other sources of sustainable funding beyond just the County.

Commissioner LeZotte motioned approval of the FY 2017 workplan and budget. The motion was seconded by Supervisor Wasserman and passed unanimously.

10. California Product Stewardship Council (CPSC) Contribution Request . Rob stated that the staff report was included in Commissioners' packets and that the RWRC three years prior had approved $8, 000 to support the California Product Stewardship Council. The CPSQ has played a major role in Extended Producer Responsibility (EPR) that has led to many new initiatives and programs. Commissioner Pepper asked if this $ 10,000 being requested was included in the budget that was just approved and Rob explained this money would come from the Household Hazardous Waste budget and not from the Countywide Programs budget that was approved. Commissioner Wasserman motioned approval and Commissioner O' Neill seconded. The motion passed unanimously.

11. TAC Minutes There were no questions regarding the TAC minutes but Mark Bowers wanted to note Rob' s accomplishments since taking over the Household Hazardous Waste (HHW) Program. He said that when Sunnyvale ran its own HHW Program it cost about $120 per car. When Rob began providing the same service through the Countywide HHW program, the price dropped to about $60 per car immediately and has stayed there (or lower) ever since. Rob has been a good example of being thrifty in the use ofpublic funds.

12. Announcements and,Future. Agenda Items The 2016 RWRC meeting schedule and roster were included in the packet and will be approved at the February 24, 2016 meeting.

Chair Griffith noted that the City of Sunnyvale voted 7 -0 to join Silicon Valley Clean Energy along with Cupertino and believes the County, Los Altos, and other cities within Santa Clara County will be joining as well. He further noted that while greenhouse gas reductions are not technically within the purview of the Recycling and Waste Reduction Commission, he does see it tie in through environmental sustainability. Mark noted that one ofthe proposed projects is materials management that speaks to this issue in that it would look at the way products are designed, transported, and disposed —so there is a relationship between GHG reductions and waste.

13. Adjournment The meeting was adjourned at 6:25p.m..

Item IV. Council Reports 50 stir"

i

7

SANTA ELABA VALLEY HABITAT AGENCY

SANTA CLARA VALLEY HABITAT AGENCY

JOINT REGULAR GOVERNING AND IMPLEMENTATION

BOARD MEETING

THURSDAY, JANUARY 21, 2016

3: 00 PM

THIS MEETING HAS BEEN CANCELLED DUE TO

LACK OF QUORUM **

TELECONFERENCE Governing Board meeting only)

Governing Board Member Joe Simitian will be participating in the Governing Board meeting via teleconference as follows:

Santa Clara North County Courthouse 270 Grant Avenue, Room 149 Palo Alto, CA 94306

The public may attend the Governing Board meeting and will have the opportunity for public comment from the Palo Alto teleconference location. There is no teleconference participation for the meeting of the Implementation Board.

Item IV. Council Reports 51 MORGAN HILL CITY COUNCIL CHAMBER

17555 Peak Avenue, Morgan Hill

Regular meetings of both the Governing Board and the Implementation Board of the Santa Clara Valley Habitat Agency are hereby called for the above -described time and place. The agenda for the meetings is as follows:

JOINT GOVERNING BOARD AND IMPLEMENTATION BOARD

CALL TO ORDER

ROLL CALL

REPORT FROM THE CHAIRS

Governing Board Cat Tucker

Implementation Board

Mike Wasserman

REPORT FROM THE PUBLIC ADVISORY COMMISSION

Walt Glines, Chair

PUBLIC COMMENTS: ITEMS NOT ON THE AGENDA Members of the public may address the Governing Board and the Implementation Board concerning any item not on this agenda and within the respective subject matter jurisdiction of each of the Boards. The length of public comments may be limited by the Chair of each Board. With limited exceptions, the Boards are prohibited from discussing or taking action on any item not appearing on the posted agenda.

JOINT GOVERNING AND IMPLEMENTATION BOARD ACTION

1. APPROVE THE MINUTES OF THE SEPTEMBER 17, 2015 REGULAR JOINT MEETING OF THE GOVERNING AND IMPLEMENTATION BOARD Recommended Action: Approve minutes.

2. PRESENTATION REGARDING THE WESTERN BURROWING OWL SURVEY SUMMARY AND FEE

MAP RRIFFIIV(;

Recommended Action: Presentation only, no action required.

3. HABITAT AGENCY FY15 MID -YEAR BUDGET REVIEW Recommended Action: Review the revenues and expenditures for Fiscal Year 16 ( 2015 -2016) to date, July 1 through December 31, 2015.

ITEM 3 SUPPLEMENT 1

4. HABITAT AGENCY FISCAL YEAR 2016 -2017 BUDGET SCHEDULE Recommended Action: Review and Approve the Santa Clara Valley Habitat Agency fiscal year 2016 -2017 budget schedule.

Item IV. Council Reports 52 5. EXECUTIVE OFFICER REPORT Recommended Action: Receive the Report.

GOVERNING BOARD ACTION CONSENT AGENDA:

6. REVIEW AB 1600 ANNUAL REPORTS Recommended Action: Review and Accept AB 1600 Annual Reports.

7. APPROVAL OF LOCAL ASSISTANCE GRANT ( LAG) PROGRAM APPLICATION AND RECEIPT OF FUNDS Recommended Action: Adopt resolution approving the filing of an application with State of California Department of Fish and Wildlife ( DFW) for a local assistance grant for Evaluating Threats Posed by Exotic Phytophthora Species to Endangered Coyote Ceanothus and Selected Natural Communities in the Santa Clara NCCP Area research study in the amount of $85, 755, and appointing the Executive Officer as agent for the Santa Clara Valley Habitat Agency ensuring all grant related tasks for the aforementioned project are completed. The Habitat Agency was awarded the DFW grant on November 17, 2015.

8. APPROVAL OF AGREEMENT WITH ICF INTERNATIONAL FOR BURROWING OWL MONITORING Recommended Action: Adopt resolution authorizing the Executive Officer to execute a 222, 164 3 -year sole- source Professional Services Agreement with ICF Jones & Stokes to implement the Burrowing Owl Program.

REGULAR BUSINESS:

9. SELECTION OF 2016 GOVERNING BOARD CHAIR AND VICE -CHAIR Recommended Action: Select a Chair and Vice -Chair for 2016.

10. REVIEW OF FY 2016 -17 HABITAT AGENCY DEVELOPMENT FEE ADJUSTMENTS Recommended Action: Review the mitigation fees imposed upon new public and private development within the geographic boundaries of the Santa Clara Valley Habitat Plan Area for Fiscal Year 2016 -17 and the non -mitigation charges for participating special entities.

11. APPROVAL OF FINANCIAL POLICIES Recommended Action: Adopt resolution approving Santa Clara Valley Habitat Agency Financial Policies.

12. DELEGATION OF AUTHORITY TO IMPLEMENTATION BOARD AND EXECUTIVE OFFICER TO ACT ON CERTAIN ACCEPTANCES AND APPROVALS Recommended Action: Adopt resolution delegating to the Executive Officer and to the Implementation Board authority to accept certain land acquisitions in furtherance of and in accordance with the Santa Clara Valley Habitat Plan ( Habitat Plan).

13. REVIEW CHANGE IN WESTERN BURROWING OWL IMPACT FEE ZONES Recommended Action: Adopt resolution adopting the 2016 Burrowing Owl Conservation Fee Map.

Item IV. Council Reports 53 FUTURE GOVERNING BOARD INITIATED AGENDA ITEMS: Note: in accordance with Government Code Section 54954.2( a), there shall be no discussion, debate and /or action taken on any request other than providing direction to staff to place the matter of business on a future agenda.

GOVERNING BOARD ADJOURNMENT

IMPLEMENTATION BOARD ACTION REGULAR BUSINESS:

14. SELECTION OF 2016 IMPLEMENTATION BOARD CHAIR AND VICE -CHAIR Recommended Action: Select a Chair and Vice -Chair for 2016.

FUTURE IMPLEMENTATION BOARD INITIATED AGENDA ITEMS: Note: in accordance with Government Code Section 54954.2( a), there shall be no discussion, debate and /or action taken on any request other than providing direction to staff to place the matter of business on a future agenda.

CLOSED SESSION- IMPLEMENTATION BOARD:

OPPORTUNITY FOR PUBLIC COMMENT

ADJOURN TO CLOSED SESSION

CONFERENCE WITH REAL PROPERTY NEGOTIATOR

Authority: Government Code 54956.8: Property: Richmond Ranch ( APNs: 660 -01 -014, 660 -01 -002, 678 -01 -001, 627- 11 -005) Agency negotiator: Edmund Sullivan Negotiating parties: Chickering Company, Inc. Under negotiation: Price and terms

CONFERENCE WITH REAL PROPERTY NEGOTIATOR Authority: Government Code 54956. 8: Property: Metcalf Road ( 627 -11 -013, 014, 015, 627- 13- 001, 002, 003, 004, 005, 006, 007) Agency negotiator: Edmund Sullivan Negotiating parties: United Technologies Corporation Under negotiation: Price and terms

CONFERENCE WITH REAL PROPERTY NEGOTIATOR Authority: Government Code 54956.8: Property: Lakefront Ranchland ( APN 627 -22 -003) Agency negotiator: Edmund Sullivan Negotiating parties: James P. Laumond, George Kammerer Under. negotiation: Price and terms

Item IV. Council Reports 54 CONFERENCE WITH REAL PROPERTY NEGOTIATOR Authority: Government Code 54956.8: Property: Lands of Laumond ( APNs: 042 -21 -007, 008, 009, 010, 011, 012, 013, 01.4, and 595 -09 -002. Agency negotiator: Edmund Sullivan Negotiating parties: James P. Laumond, George Kammerer Under negotiation: Price and terms

RECONVENE

CLOSED SESSION ANNOUNCEMENT

IMPLEMENTATION BOARD ADJOURNMENT

UPCOMING MEETINGS All regular meetings of the Santa Clara Valley Habitat Agency's Governing Board and Implementation Board are held at the City of Morgan Hill Council Chamber at 3:00 p.m. unless otherwise noted

Governing Board: March 17, 2016 Joint Governing and Implementation Board Meeting June 16, 2016 Governing Board Meeting September 15, 2016 Joint Governing and Implementation Board Meeting

Implementation Board: March 17, 2016 Joint Governing and Implementation Board Meeting May 19, 2016 Implementation Board Meeting July 21, 2016 Implementation Board Meeting September 15, 2016 Joint Governing and Implementation Board Meeting November 17, 2016 Implementation Board Meeting

Item IV. Council Reports 55 r

S A N T A C L A R A Valley Transportation Authority

POLICY ADVISORY COMMITTEE Thursday, January 14, 2016 MINUTES

CALL TO ORDER

The Regular Meeting of the Policy Advisory Committee ( PAC) was called to order at 4:01 p.m. by Vice Chairperson Davis in Conference Room B -104, Valley Transportation Authority (VTA), 3331 North First Street, San Jose, California.

ROLL CALL

Attendee Name Title Status Paul Resnikoff City of Campbell Present Michael Kotowski (Alternate) City of Campbell NA Savita Vaidhyanathan City of Cupertino Present Barry Chang (Alternate) City of Cupertino NA Cat Tucker City of Gilroy Present Vacant (Alternate) City of Gilroy NA Mary Prochnow City of Los Altos Present Megan Satterlee ( Alternate) City of Los Altos NA John Harpootlian Town of Los Altos Hills Present Gary Waldeck (Alternate) Town of Los Altos Hills NA Marcia Jensen Town of Los Gatos NA Rob Rennie ( Alternate) Town of Los Gatos Present Carmen Montano City of Milpitas Present Garry Barbadillo (Alternate) City of Milpitas NA Evert Wolsheimer City of Monte Sereno Absent Marshall Anstandig (Alternate) City of Monte Sereno Absent Larry Carr City of Morgan Hill Present Rich Constantine ( Alternate) City of Morgan Hill NA John McAlister City of Mountain View Present Chris Clark (Alternate) City of Mountain View NA Liz Kniss City of Palo Alto Present Cory Wolbach (Alternate) City of Palo Alto NA Charles " Chappie" Jones City of San Jose Present Vacant (Alternate) City ofSan Jose NA Teresa O' Neill City of Santa Clara Present Jerry Marsalli ( Alternate) City of Santa Clara NA Howard Miller City of Saratoga Present Rishi Kumar (Alternate) City of Saratoga NA Jim Davis City of Sunnyvale Present Gustav Larsson ( Alternate) City of Sunnyvale NA Mike Wasserman SCC Board of Supervisors Absent

A quorum was present.

Member Howard arrived at the meeting and took his seat at 4:03 p.m.

Item IV. Council Reports 56 Chairperson Carr arrived at the meeting and took his seat at 4:03 p.m. Vice Chairperson Davis relinquished his seat and Chairperson Carr presided over the remainder of the meeting.

2. ORDERS OF THE DAY

M/S /C (Davis /O' Neill) to accept the Orders of the Day and approve the Consent Agenda.

RESULT: APPROVED [ UNANIMOUS] Orders of the Day and Consent, Agenda Items # 8- 10 MOVER: Davis, Vice Chairperson SECONDER: O' Neill, Member AYES: Carr, Davis; McAlister, Miller, Montano, O' Neill, Prochnow,. Rennie, Resnikoff, Tucker, Vaidhyan-athan NOESi None ABSENT; Harpootlian, Jones, Kniss, Wasserman, Wolsheimer

3. PUBLIC PRESENTATIONS

There were no Public Presentations.

Member Jones arrived at the meeting and took his seat at 4:05 p.m.

4. Determine the Committee' s Chairperson and Vice Chairaerson for 2016 Stephen Flynn, Advisory Committee Coordinator, provided a brief overview of the report and election process.

Member Miller announced both Chairperson Carr and Vice Chairperson Davis accepted the nomination to serve a second term.

M/S /C (Miller /Tucker) to close nominations.

M/S /C (Miller /Tucker) to elect Larry Carr as Chairperson for 2016.

RESULT: APPROVED [UNANIMOUS] Agenda Item -#4) MOVER: Miller, Member SECONDER: Tucker, Member AYES: Carr, Davis, Jones McAlister, Miller, Montano, O' Neill, Prochnow,.Rennie, Resnikoff, Tucker, Vaidhyanathan NOES: None ABSENT: Harpootlian, Kniss,, Wasserman, Wolsheimer

Member Harpootlian arrived at the meeting and took his seat at 4:08 p.m.

M/S /C ( Miller/Tucker) to elect Jim Davis as Vice Chairperson for 2016.

NOTE: M/S /C MEANS MOTION SECONDED AND CARRIED AND, UNLESS OTHERWISE INDICATED, THE MOTION PASSED UNANIMOUSLY.

January 14, 2016 Item IV. Council Reports 57 RESULT: APPROVED [UNANIMOUS] Agenda Item #4) MOVER: Miller, Vice Chairperson SECONDER: Tucker, Member AYES: Carr, Davis; Harpootlian, Jones, McAlister, Millers Montano, O' Neill; Prochnow; Rennie, Resnikoff, Tucker, Vaidhyanathan NOES: None ABSENT: Kniss, Wasserman. Wolsheimer

5. Committee Staff Renort

Nuria I. Fernandez, General Manager, provided a brief overview of 2015 noting VTA was able to achieve the priorities set by the Board at the beginning of the year. Ms. Fernandez provided a presentation highlighting the following: 1.) Innovation at VTA and the Hackathon 2. 0; 2) New Transit Center opening celebration; 3) I -280/I -880 Stevens Creek Interchange Improvements Project completion and ribbon cutting event; 4) Service to Avaya Stadium, Levi' s Stadium and major events; 5) Installation of Real -time Information flat screens; 6) Awards received by VTA; 7) Super Bowl 50 Light Rail Train Wrap; 8) Mountain View Double Track project; 9) New Board leadership of Cindy Chavez as Chairperson and Jeannie Bruins as Vice Chairperson; 10) FLEX launch and service; 11) Initiatives for the new year and updating of strategic plan; and 12) Mobility for all and retooling of transit services.

Member Kniss arrived at the meeting and took her seat at 4: 22 p.m.

Members ofthe Committee discussed the following: 1) focus of the strategic plan; 2) light rail service to the San Jose State University campus; 3) FLEX bus service; and 4) farebox return.

Member Kniss requested a list of cities who have community buses.

Jim Lawson, Director of Public Affairs and Executive Policy Advisor, and Committee Staff Liaison, indicated staff will provide the list to the Committee.

On order of Chairperson Car_r and there being no objection, the Committee received a report, from the General Manager.

6. Envision Silicon Valley

John Sighamony, Senior Transportation Planner, provided a brief report, highlighting: 1) adopted projects and evaluation criteria; 2) stakeholder groups; 3) returning in February 2016 with a list of projects for evaluation and a discussion; 4) April 2016 Board workshop; and 5) timeline.

Chairperson Carr questioned if there would be a July 2016 Committee meeting to see the list and have input before going to the Board.

Member McAlister requested there be a draft available in June 2016 allowing time to take it to city councils for input.

Mr. Sighamony indicated there would be better direction after the April Board Workshop.

January 14, 2016 Item IV. Council Reports 58 On order of Chairperson Carr and there being no objection, the Committee received an update on Envision Silicon Valley.

7. Chairperson' s Report

Chairperson Carr provided a report highlighting: 1) Board meeting update; 2) new projects for next year from the Committee; 3) hearing more of the cities concerns; and 4) discussing Envision Silicon Valley.

Member O' Neill questioned when the best time would be to present concerns and the types of issues that could be brought forward.

Chairperson Carr indicated it would be best for members to volunteer to have city briefings placed on the Agenda and official city issues can be addressed at that time.

On order of Chairperson Carr and there being no objection, the Committee received a report from the Chairperson.

CONSENT AGENDA

8. ' Regular Meeting Minutes of November 12, 2015

M/S /C (Davis /O' Neill) to approve the Regular Meeting Minutes of November 12, 2015.

9. Outreach Plan for the Countywide Bicycle Plan Update

M/S /C ( Davis /O' Neill) to receive a report on the Outreach Plan for the Countywide Bicycle Plan Update.

10. LLe islative Update Matrix

M /S /C ( Davis /O' Neill) to review the Legislative Update Matrix.

REGULAR AGENDA

11. Express Lanes Phase II, US101 Auxiliary Lanes, and SR87 Corridor Study

Amin Surani, Principal Transportation Planner, provided a brief overview of the staff report.

The Committee discussed the following: 1) design cost and the original allocation; 2) VTA' s rights and influences on the route; 3) future studies of Highway 237 iri Sunnyvale at Bayshore Park; 4) increasing the flow of traffic; 5) project selection; and 6) system -wide study.

M/S /C (Davis /O' Neill) on a vote of 13 ayes to 1 no to 0 abstentions to recommend that the VTA Board of Directors approve reallocation of Local Program Reserve ( LPR) savings of 1, 844,000 to the SR237 Express Lanes Phase II, US 101 Auxiliary Lanes, and SR87 Corridor Study. Member McAlister opposed.

January 14, 2016 Item IV. Council Reports 59 RESULT: APPROVED Agenda Item #11) MOVER: Davis, Vice Chairperson SECONDER: O' Neill, Member AYES: Carr, Davis, Harpootlian, Jones, Kniss, Miller, Montano, O' Neill, Prochnow, Rennie, Resnikoff, Tucker, Vaidhyanathan NOES: McAlister i ABSENT: Wasserman, Wolsheimer

12. Interim Signing and Striping Improvements on Page Mill Road at I -280

Lauren Ledbetter, Senior Transportation Planner, provided a brief overview ofthe staff report.

Dawn Cameron, Santa Clara County Road and Airports, provided additional information on the role of Santa Clara County and Caltrans.

A robust discussion ensued on the following: 1) controversial nature of the project; 2) other funding sources anticipated and the role of local jurisdictions in funding the project, including whether there is precedent for local jurisdictions to fund improvements on County expressways; 3) expressed concern about the effectiveness of signing and striping in reducing conflicts between motorists and bicyclists; 4) inquired whether the interim project will be removed when the final interchange redesign is constructed; 5) expressed concern that all funding has not yet been secured for the project, and stressed that staff release $ 60, 000 of 1996 Measure B funding to the County of Santa Clara for project design with the remainder to be released for construction costs after all other funds have been secured; 6) inquired as to how long it would take for the long -term interchange redesign to be built; 7) indicated the importance of doing interim improvements and continuing with permanent solution; and 8) inquired about the availability of before -after collision data from a similar improvement installed at Alpine Road and I -280 in San Mateo County.

Member Montano left the meeting at 5: 39 p.m.

Upon inquiry of Vice Chairperson Davis, Ms. Ledbetter provided clarification on the difference between the fiscal impact and recommendation noting changes would be made before going to the Board.

M/S /C ( Miller/McAlister) to recommend that the VTA Board of Directors authorize the General Manager to: 1) Enter into inter- agency agreements as needed with Santa Clara County Roads and Airports Department, City of Palo Alto, Town of Los Altos Hills, and Caltrans for design and construction of Interim Signing and Striping Improvements on Page Mill Road at I -280; and 2) Augment the 1996 Measure B Transportation Improvement Program Fund Capital Budget by $250,000; 3) Describe the project more generally to permit more than signing and striping be considered; and 4) Direct staff to release $ 60,000 of 1996 Measure B funding to the County of Santa Clara for project design, with the remainder to be released for project construction once the County of Santa Clara has received funding commitments for the remaining project construction cost.

January 14, 2016 Item IV. Council Reports 60 RESULT: APPROVED [UNANIMOUS] Agenda Item #12) MOVER: Miller, Member SECONDER: McAlister, Member AYES: Carr, Davis, Harpootlian, Jones, Kniss, McAlister, Miller, O' Neill, Prochnow; Rennie, Resnikoff, Tucker, Vaidhyanathan NOES: None ABSENT: Montano, Wasserman, Wolsheimer

Member Tucker left the meeting at 5: 43 p.m.

13. Land Use and Transportation Integration

Rob Swierk, Sr. Transportation Planner, provided an overview of the Land Use and Transportation briefing series and the discussion from the December 2015 Board Meeting, highlighting: 1) having impact fees in Santa Clara County levied on development for transportation improvements; and 2) jobs and housing balance in land use plans and proposals and interest in VTA having a bigger role.

Member Jones left the meeting at 5: 47 p.m.

Upon inquiry, Mr. Swierk provided clarification on briefing dates and when cities can make presentations.

Public Comment

Roland Lebrun, Interested Citizen, expressed concern with goods movement and the impact it has on people moving around the Bay Area.

On order of Chairperson Carr and there being no objection, the Committee received and discussed information about land use and transportation integration, following from a discussion at the December 10, 2015 Board meeting.

14. Transit Ridership Improvement Program (TRIP)

Jay Tyree, Transportation Planning, provided a brief presentation, highlighting: 1) TRIP purpose; 2) Assessment of current service; 3) Policy development; 4) Partner education and involvement; and 5) Next network development.

Members of the Committee discussed the following: 1) timeline; 2) policy development; 3) blend ofspreading transit throughout the county and having more service where it currently is; 3) getting people out of cars if transportation is not where people travel; 4) farebox recovery; 5) reduction of greenhouse gasses; and 6) reports and statistics on ridership.

Ying Smith, Transportation Planning Manager, provided additional information on ridership versus coverage. She noted staff will consider comments and return to the Committee for more discussion on the topic.

January 14,,2016 Item IV. Council Reports 61 Mr. Tyree noted the Transit Operations Performance Report ( TOPR) has the ridership information and is sent to the Board. Member Miller requested the latest TOPR be sent to the Committee.

Public Comment

Mr. Lebrun expressed concern with ridership noting getting people where they want to go in a reasonable amount of time needs to be addressed.

On order of Chairperson Carr and there being no objection, the Committee received an overview ofthe Transit Ridership Improvement Program (TRIP) work plan for 2016.

15. Rapid 523 Berryessa BART to DeAnza College

Tamiko Percell, Transportation Planner II, provided a brief overview of the staff report and noted handouts were provided to the Committee.

The Committee discussed the following: 1) travel time from BART to WolfRoad in Cupertino and BART to DeAnza College; 2) competition with private shuttles and cars; 3) questioned the parameters for basis ofthe line' s existence; 4) getting people where they want to go in less time; 5) accommodation of bicycles; and 6) shuttle service to Apple.

On order of Chairperson Carr and there being no objection, the Committee received a report on Rapid 523 Berryessa BART to DeAnza College.

16. Regional Reports Update

Stephen Flynn, Advisory Committee Coordinator, indicated the meeting summaries were provided to the Committee and the public.

A. Metropolitan Transportation Commission (MTC) B. California Transportation Commission (CTC)

OTHER

17. Committee Work Plan

On order of Chairperson Carr and there being no objection, the Committee reviewed the Committee Work Plan.

18. ANNOUNCEMENTS

Member McAlister questioned who to contact about staff reports.

Mr. Flynn indicated all inquiries regarding reports should be addressed to Mr. Lawson and the Board Secretary.

19. ADJOURNMENT

On order of Chairperson Carr and there being no objection, the Committee meeting was adjourned at 6: 18 p.m.

January 14; 2016 Item IV. Council Reports 62 Respectfully submitted,

Menominee L. McCarter, Board Assistant VTA Office of the Board Secretary

January 14, 2016 Item IV. Council Reports 63 SUMMARY MINUTES ( DRAFT)

ABAG Executive Board Meeting. No. 410 Thursday, November 19, 2015 Joseph P. Bort MetroCenter 101 8t' Street, Oakland, California

1. CALL TO ORDER AND PLEDGE OF ALLEGIANCE President Julie Pierce, Councilmember, City of Clayton, called the meeting of the Executive Board of the Association of Bay Area Governments to order at about 7:03 p. m. President Pierce led the Executive Board and the public in the Pledge of Allegiance. A quorum of the Executive Board was present at about 7: 15 p. m. Representatives and Alternates Present Jurisdiction

Supervisor Candace Andersen County of Contra Costa Supervisor Damon Connolly County of Marin Councilmember Jim Davis City of Sunnyvale Mayor Pro Tern Pat Eklund City of Novato Mayor Leon Garcia City of American Canyon Councilmember Pradeep Gupta City of South San Francisco Supervisor Scott Haggerty County of Alameda Mayor Barbara Halliday City of Hayward Supervisor Erin Hannigan County of Solano Mayor Bill Harrison City of Fremont Vice Mayor Dave Hudson City of San Ramon Supervisor Mark. Luce County of Napa Councilmember Lynette Gibson McElhaney City of Oakland Supervisor Karen Mitchoff Count of Contra Costa Councilmember Julie Pierce City of Clayton Supervisor David Rabbitt County of Sonoma Mayor Greg Scharff City of Palo Alto Director William Kissinger RWQCB

Representatives Absent Jurisdiction

Mayor Jack Batchelor City of Dixon Councilmember Magdalena Carrasco City of San Jose Supervisor Cindy Chavez County of Santa Clara Supervisor David Cortese County of Santa Clara Councilmember Charles "Chappie" Jones City of San Jose Supervisor Jane Kim County of San Francisco Mayor Edwin Lee City of San Francisco Councilmember Jake Mackenzie City of Rohnert Park Supervisor Eric Mar County of San Francisco Supervisor Nathan Miley County of Alameda Councilmember Mary Ann Nihart City of Pacifica Councilmember Raul Peralez City of San Jose Supervisor Dave Pine County of San Mateo Supervisor Warren Slocum County of San Mateo

Item IV. Council Reports 64 Summary Minutes (Draft) ABAG Executive Board Meeting No. 410 Thursday, November 19, 2015. 2

Dir Nicole Wheaton, Leg and Gov Affairs City of San Francisco 2. PUBLIC COMMENT Ken Bukowski announced the availability of public meeting videos at regional- video.com. There was no other public comment.

3. ANNOUNCEMENTS

Pat Eklund, Mayor Pro tem, City of Novato, requested a briefing on the Bay Area Council' s report, A Roadmap for Economic Resilience. There was no member announcement.

4. PRESIDENT' S REPORT

President Pierce reported on the following: The Administrative Committee along with the MTC Planning Committee is in the process of selecting a consultant for the ABAG MTC Merger Study. The Administrative Committee and the MTC Planning Committee will be managing the project. The Administrative Committee is scheduled to meet on December 4 and December 11, and is expected to have meetings regarding the merger study in addition to its joint meetings with the MTC Planning Committee on Plan Bay Area. Members discussed concurrent staff meetings and engagement with employees, the selection of a consultant for the merger study, study and merger timeline, and keeping the Board apprised of developments. The Finance and Personnel Committee will report on committee activities, including a recommendation regarding Resolution No. 13 -15. 5. EXECUTIVE DIRECTOR' S REPORT

Ezra Rapport, Executive Director, reported on the election certification of President and Vice President for the term of office beginning on January 1, 2016 and ending on December 31, 2017. Julie Pierce, Councilmember, City of Clayton, is the President -elect and David Rabbitt, Supervisor, County of Sonoma, the Vice President- elect. 6. CONSENT CALENDAR

President Pierce recognized a motion by Pat Eklund, Mayor Pro Tem, City of Novato, which was seconded by Dave Hudson, Vice Mayor, City of San Ramon, to approve the Consent Calendar, including adoption of Resolution No. 14 -15. There was no discussion.

There was no public comment. The aye votes were: Andersen, Connolly, Davis, Eklund, Garcia, Gupta, Haggerty, Halliday, Hannigan, Harrison, Hudson, Luce, Gibson McElhaney, Mitchoff, Pierce, Rabbitt, Scharff. The nay votes were: None. Abstentions were: None.

Absent were: Batchelor, Carrasco, Chavez, Cortese, Jones, Kim, Lee, Mackenzie, Mar, Miley, Nihart, Peralez, Pine, Slocum, Wheaton

Item IV. Council Reports 65 Summary Minutes (Draft) ABAG Executive Board Meeting No. 410 Thursday, November 19, 2015 3

The motion passed unanimously. A. Approval of Executive Board Summary Minutes of Meeting No. 408 held on September 17, 2015, and Meeting No. 409 held of October 13, 2015 The Executive Board approved the Summary Minutes of September 17, 2015 and October 13, 2015.

B. Approval of Transmission of Federal Grant Applications to State Clearinghouse

With Executive Board consent, ABAG will transmit the attached list of federal grant applications to the State Clearinghouse. These applications were circulated in ABAG' s Intergovernmental Review Newsletter since the last Executive Board meeting. C. Report on ABAG Contracts between $20, 000 and $50,000 The Executive Board received a report on contracts for contract amounts between 20, 000 and $ 50,000.

D. Ratification of Election Certification —President and Vice President

The Executive Board ratified the election certification of President and Vice President for the term of office beginning on January 1, 2016 and ending on December 31, 2017. . E. Approval of Meeting Schedule for 2016 The Executive Board approved its meeting schedule for 2016. F. Approval of BayREN California Public Utility Commission Funding The Executive Board approved the acceptance of the annual funding for the BayREN in the amount of $12. 9 million commencing in 2016 and continuing until the earlier of 2025 or when the California Public Utilities Commission issues a superseding decision, and authorized the ABAG Executive Director to enter negotiations and execute the necessary agreements for acceptance of the approved funding and implementation of the BayREN program.

G. Authorization to Enter into Contract Agreement for Urban Greening Bay Area_ Project

The Executive Board authorized the Executive Director or designee to enter into contracts on behalf of ABAG /SFEP with SFEI, BASMAA, and the Cities of San Jose, San Mateo and Sunnyvale, respectively, as sub -recipients of the US EPA grant. The contract terms may be back -dated to July 1, 2015 ( execution date of EPA award to ABAG) and will terminate no later than December 31, 2018. .

H. Adoption of Resolution No. 14 -15 on San Pablo Avenue Green Stormwater Spine Project The Executive Board adopted Resolution No. 14 -15 authorizing the extension of the Caltrans Cooperative Agreement and authorized the Executive Director or designee to execute Amendment #2 to the agreement.

The Executive Board next considered Items 10, 11 and 12.]

7. PRESENTATION ON THE SAN FRANCISCO ESTUARY PARTNERSHIP Caitlin Sweeney, San Francisco Estuary Partnership, gave a presentation on the San Francisco Estuary Partnership, including the National Estuary Program; the federal, state,

Item IV. Council Reports 66 Summary Minutes (Draft) ABAG Executive Board Meeting No. 410 Thursday, November 19, 2015 4

and local partnership; organizational structure; Comprehensive Conservation and Management Plan; SFEP Implementation Committee; Friends of the Estuary; Integrated Regional Water Management Plan; staffing and budget; State of the Estuary report; projects and activities. Rapport reported on the San Francisco Bay Restoration Authority's proposed ballot measure for June 2016.

The Executive Board next considered Item 9.]

8. REPORT ON PRELIMINARY REGIONAL FORECAST Cynthia Kroll, ABAG Economist, reported on ABAG's preliminary proposal for the updated regional forecast numbers for Plan Bay Area 2040, including the context and methods, preliminary updated projections, and comparison to the previous Plan Bay Area 2013 projections. She reported on the regional level forecast, employment, population, households, and in- commute and regional housing control total. Members discussed impact of neighboring regions on Bay Area forecast; scenarios, distribution patterns, and regional housing control total; housing formation; and in- commute by rail and housing projection. The Executive Board next considered Item 13.]

9. REPORT ON PLAN BAY AREA 2040 PERFORMANCE TARGETS AND DRAFT SCENARIO CONCEPTS Miriam Chion, ABAG Planning and Research Director reported on Plan Bay Area 2040, including goals and performance targets, draft scenario concepts, and local input. President Pierce recognized a motion by .Eklund, which was seconded by Hudson, to approve the remaining performance targets related to adequate housing, equitable access - displacement risk, economic vitalityjobs /wages, and economic vitality -goods movement. The following individual gave public comment: Belen Seara, San Mateo County Union Community Alliance. Members discussed middle wage jobs across industries; performance target for risk of displacement and fixing the performance target language regarding eliminating risk of displacement; the Plan Bay Area timeline; time limit on decision making; housing production and local government control. The aye votes were: Andersen, Connolly, Eklund, Garcia, Gupta, Haggerty, Halliday, Hannigan, Harrison, Hudson, Luce, Gibson McElhaney, Mitchoff, Pierce, Rabbitt, Scharff The nay votes were: Davis.

Abstentions were: None.

Absent were: Batchelor, Carrasco, Chavez, Cortese, Jones, Kim, Lee, Mackenzie, Mar, Miley, Nihart, Peralez, Pine, Slocum, Wheaton The motion passed. Members discussed performance target language for risk of displacement; measures of displacement and risk of displacement; equitable access; housing production; local government strategies; low and moderate income households; low income, affordable, and market rate housing.

Item IV. Council Reports 67 Summary Minutes (Draft) ABAG Executive Board Meeting No. 410 Thursday, November 19, 2015 5

The Executive Board next considered Item 8.]

10. ADMINISTRATIVE COMMITTEE REPORT

The Administrative Committee report was given under Item 4.

11. LEGISLATION AND GOVERNMENTAL ORGANIZATION COMMITTEE REPORT Committee Chair Scott Haggerty, Supervisor, County of Alameda, reported on committee activities and requested Executive Board approval of committee recommendations, including the following: approval of minutes from September 17, 2015; update and overview on ABX124 (Levine and Ting) —Bay Area Transportation Commission ( oppose); overview on AB 2 ( Alejo )—Community Revitalization; report on Unaccompanied Minors; report on TRANSFORM' s legislative session review; overview on 2015 legislative session; report on drafting. legislative priorities for 2016; report on legislative workshop and reception. President Pierce recognized a motion by Haggerty, which was seconded by Hudson, to approve the committee report.

Members discussed taking a watch position on ABX 124; and the legislative workshop and reception.

There was no public comment. The aye votes were Andersen, Garcia, Gupta, Haggerty, Halliday, Hannigan, Harrison, Hudson, Luce, Gibson McElhaney, Mitchoff, Pierce, Rabbitt, Scharff The nay votes were: Eklund ( ABX 124); Davis ( ABX 124). Abstentions were: Connolly (ABX 124). Absent were: Batchelor, Carrasco, Chavez, Cortese, Jones, Kim, Lee, Mackenzie, Mar, . Miley, Nihart, Peralez, Pine, Slocum, Wheaton The motion passed.

12. FINANCE AND PERSONNEL COMMITTEE REPORT Committee Chair Bill Harrison, Mayor, City of Fremont, reported on committee activities and requested Executive Board approval of committee recommendations, including the following: approval of minutes of September 17, 2015; presentation and review of financial report for September 2015; report on conditions imposed by MTC on the six -month interagency agreement; report on Resolution No. 13 -15 authorizing issuance of deed of trust on ABAG's condominium interest to Bank of the West as security for line of credit renewal; report on payment of membership dues for FY 2015 -2016. President Pierce recognized a motion by Harrison, which was seconded by Eklund, to approve the committee report, including adoption of Resolution No. 13 -15. There was no discussion.

There was no public comment. The aye votes were: Andersen, Connolly, Davis, Eklund, Garcia, Gupta, Haggerty, Halliday, Hannigan, Harrison, Hudson, Luce, Gibson McElhaney, Mitchoff, Pierce, Rabbitt, Scharff The nay votes were: None. Abstentions were: None..

Item IV. Council Reports 68 Summary Minutes (Draft) ABAG Executive Board Meeting No. 410 Thursday, November 19, 2015 6

Absent were: Batchelor, Carrasco, Chavez, Cortese, Jones, Kim, Lee, Mackenzie, Mar, Miley, Nihart, Peralez, Pine, Slocum, Wheaton The motion passed unanimously. The Executive Board next considered Item 7.]

13. CLOSED SESSION

The Executive Board referred the Closed Session item to the Administrative Committee.

There was no Closed Session.]

A. Conference with Labor Negotiators Agency designated representatives: Brian Kirking, ABAG Information Technology /Human Resources Director; Brad Paul, ABAG Deputy Executive Director Employee organization: SEIU Local 1021

14. REPORT OUT OF CLOSED SESSION

There was no Closed Session.]

15. ADJOURNMENT President Pierce adjourned the meeting of the Executive Board at about 9:00 p.m. The next meeting of the Executive Board will be on January 21, 2016.

Submitted:

Ezra Rapport, Secr= urer

Date Submitted: January 8, 2016

Approved: TBD

For information or to review audio recordings of ABAG Executive Board meetings, contact Fred Castro, Clerk of the Board, at (510) 464 7913 or [email protected].

Item IV. Council Reports 69 OF SANTA CLARA COUNTY NOTICE and AGENDA

CITIES ASSOCIATION BOARD OF DIRECTORS MEETING AGENDA Thursday, February 11, 2016, 7: 00 p. m. West Conference Room, Sunnyvale City Hall 456 West Olive Avenue, Sunnyvale, CA

This agenda and packet is available at www.citiesassociation.org. _

1. Welcome, Introductions and Roll Call 7: 00

2. Oral Communication 7: 00 - 7: 05 This time is reserved for public comment and is limited to topics not on the agenda; comment time not to exceed 3

minutes.)

3. Consent Calendar 7: 05 — 7: 10 a. Approval of Minutes of January 14, 2016 ( Cappello) b. Acceptance of Financial Reports ( Cappello) 1. January 2016 Balance Sheet 2. January 2016 Budget Report 3. January 2016 Transactions Report

4. Presentations & Priorities Discussions a. Discussion on Minimum Wage ( Sam Liccardo) 7: 10 — 7:40 b. Yellow Checker Cab: Countywide Taxi Regulations 7: 40 —8: 00 Larry Silva) 1. Request to Present 2. PowerPoint Presentation

5. Old Business a. Organization of Priorities /Subcommittee Selection ( Griffith) 8: 00 — 8: 15 1. Adopted Priorities 2016 2. Subcommittee Assignments

6. New Business a. Request to Co -Host Affordable Housing Workshop with 8: 15 — 8: 20 Silicon Valley at Home ( Griffith) b. CSC Appointee Report: ABAG ( Davis & Scharff) 8: 20 — 8: 35 c. City Managers' Association Report (Deanna Santana) 8: 35 — 8:40 d. Legislation Report (Betsy Shotwell) 8: 40 — 8: 45

7. Joys & Challenges 8: 45 —8: 55

8. Announcements 8 :55 — 9: 00 a. April Board Meeting: Consideration of Changing Date to April 21 st or April 28tH 9. Adjournment and Next Meeting Thursday, March 10, 2016, 7pm, Sunnyvale City Hall 9: 00

Item IV. Council Reports 70 A N 7 A C L A R A Valley Transportation Authority

COMMITTEE FOR TRANSIT ACCESSIBILITY

Wednesday, January 13, 2016

MINUTES

CALL TO ORDER

The Regular Meeting of the Committee for Transit Accessibility ( CTA) was called to order at 1: 03 p.m. by Chairperson Morrow in the Auditorium, Building A, Santa Clara Valley Transportation Authority (VTA), 3331 North First Street, San Jose, California.

1. ROLL CALL

Attendee Name Title Status Kathy Bonilla Member Present Christine Fitzgerald Member Present Katie Heatley Ex- Officio Member Present Troy Hernandez Member Present Jeffery Jokinen First Vice Chairperson Absent Lupe Medrano Member Present Laura Michels Member Present Aaron Morrow Chairperson Present Lechi Nguyen Member Absent David Robinson Member Absent Mark Romoser Member Present Dilip Shah Member Present Barbara Stahl Member Absent Chaitanya Vaidya Second Vice Chairperson Present Lori Williamson Member Present Hope Cahan Representative/ Board Chairperson Present Chavez CTA Ex- Officio

A quorum was not present and a Committee of the Whole was declared.

2. Orders of the Day —Approve the Consent Agenda

There were no Orders of the Day.

3. INTRODUCTION OF AUDIENCE MEMBERS

Marcella Rensi, Transportation Planning Manager; Patrick Griffin, Customer Experience Manager; Mohammed Basma, Program Manager, Project Delivery; Kathleen Podrasky, Public Communications Specialist II; Steve Fisher, Senior Transportation Planner; David Ledwitz; Management Analyst; Tamiko Percell, Transportation Planner II; John Sighamony, Senior Transportation Planner; and Jay Tyree, Transportation Planning.

OoemSItem IV. Council Reports 71 4. PUBLIC PRESENTIONS

There were no Public Presentations

The Agenda was taken out of order.

6. General Manager' s Report Nuria I. Fernandez, General Manager, provided a brief overview of 2015 noting VTA was able to achieve the priorities set by the Board at the beginning of the year. Ms. Fernandez provided a presentation highlighting the following: 1) Stand up for Transportation participation; 2) VTA' s BART Silicon Valley Berryessa Extension Project update; 3) New Eastridge Transit Center opening celebration; 4) I -280/I -880 Stevens Creek Interchange Improvements Project completion and ribbon cutting event; 5) Super Bowl 50 activities and operations plan; 6) Super Bowl 50 light rail train wrap; 7) New 60 ft. articulated bus on display; 8) Mountain View double track project completion; 9) FLEX pilot program launch; 10) New Board leadership of Cindy Chavez as Chairperson and Jeannie Bruins as Vice Chairperson; 11) Envision Silicon Valley project evaluation; and 12) Strategic plan. The Committee of the Whole discussed the following: 1) extra spaces for wheelchairs and the disabled persons aboard new buses; 2) Super Bowl 50 additional security measures; and 3) future of the Berryessa Flea Market.

8. Envision Silicon_Valley John Sighamony, Senior Transportation Planner, provided a brief report on Envision Silicon Valley (ESV), highlighting: l) ESV overview; 2) stakeholder groups; 3) evaluation of projects; 4) VTA Board Workshop in April; 5) fund estimates and funding sources; and 6) grouping of projects. Mr. Sighamony indicated projects will be brought to the Committee for feedback as they are being evaluated.

7. Board of Directors Report Hope Cahan, Policy Aide, representing CTA Ex- Officio Board Chairperson Chavez, introduced herself to the Committee and indicated she will be attending meetings on her behalf. She welcomed the Committee to share with her any thoughts and concerns and noted her willingness to provide assistance.

5. Election of the Committee' s_ Chairperson, First Vice Chairperson and

On order of Chairperson Morrow and there being no objection, the Committee of the Whole deferred the Election of the Committee's chairperson, first vice chairperson and second vice chairperson for 2016.

CONSENT AGENDA

9. Regular Meeting Minutes of October 7, 2015 On order of Chairperson Morrow and there being no objection, the Committee of the Whole deferred the Regular Meeting Minutes of October 7, 2015.

January 13, 2016

Item IV. Council Reports 72 10. Transit Operations Performance Report —First Ouarter On order of Chairperson Morrow and there being no objection, the Committee of the Whole received the Transit Operations Performance Report.

11. Chief Operating Officer' s Report On order of Chairperson Morrow and there being no objection, the Committee of the Whole received the Chief Operating Officer' s Report.

12. January 2016 Service Changes On order of Chairperson Morrow and there being no objection, the Committee of the Whole received the January 4, 2016 Transit Service Changes report.

REGULAR AGENDA

13. Rapid 523 Berryessa BART to DeAnza College

Tamiko Percell, Transportation Planner II, provided a presentation, highlighting: 1) Introduction; 2) Rapid 523 route; 3) Plan features; 4) Example shelter; and 5) Next steps.

The Committee of the Whole discussed the following: 1) other bus service to BART; 2) outlets to charge electric wheelchairs; 3) coordination with DeAnza College ( DeAnza) on improving the transportation facility; 4) requested express buses from Mountain View and other areas to connect to Milpitas BART; and 5) having a clear and well defined travel path at DeAnza. On order of Chairperson Morrow and there being no objection, the Committee of the Whole received a report on Rapid 523 Berryessa BART to DeAnza College.

14. FLEX Service Pilot Jim Unites, Deputy Director, Operations, and Committee Staff Liaison, provided a brief update on the launch ofthe FLEX pilot program, noting this is a dynamic on -demand transit service.

On Order of Chairperson Morrow and there being no objection, the Committee of the Whole received a report on the FLEX Service Pilot.

15. Santa Clara-Alum Rock Bus- Rapid Transit (BRT) Update

Mohammed Basma, provided a brief overview of the staff report.

Mr. Unites suggested the Committee be invited to take a look at some of the stations before they are opened to the public and provide comment on accessibility.

Public _Comment

James Wightman, Interested Citizen, questioned when the BRT project will go to Palo Alto.

Mr. Unites indicated the El Camino Real Rapid Transit Policy Advisory Board has given staffdirection to conduct a pilot program in the El Camino corridor and several possibilities are being considered.

January 13, 2016

Item IV. Council Reports 73 The Committee ofthe whole expressed appreciation for VTA' s support of small businesses in the Alum Rock corridor.

On order of Chairperson. Morrow and there being no objection, the Committee of the Whole received the Santa Clara -Alum Rock Bus Rapid Transit Status Update.

16. Transit Ridership Improvement Program (TRIP) Jay Tyree,. Transportation Planning, provided a presentation, highlighting: 1) TRIP purpose, 2) TRIP elements, 3) Assessment of current system; 4) Policy development; 5) Partner education and involvement; and 6) Development of next network.

The Committee of the Whole encouraged staff to keep the disabled and low income community involved and engaged in the discussion. Committee members suggested staff break down the information regarding TRIP so it can be better understood. Ms. Fernandez assured the Committee that the process is inclusive, which will give staff a- better opportunity to go into details to help build ridership on the existing network. Mr. Unites commented on the level of outreach planned for the project and requested members attend the outreach sessions.

Member Romoser offered the Silicon Valley Independent Living Center as a place to hold sessions. Ex- Officio Member Heatley indicated regularly used fixed route information can be gleaned from the Outreach card. She also expressed the need to get paratransit information on frequent locations served into the mix as all locations are not close to fixed routes. Mr. Unites indicated the data would be helpful as routes are being mapped out and changes discussed. He noted the information can be brought back to the Committee. On order of Chairperson Morrow and there being no objection, the Committee of the Whole received an update on the Transit Ridership Improvement Program workplan for 2016.

17. One Bay Area Grant Cycle 2 Marcella Rensi, Transportation Planning Manager, provided a brief overview of the staff report.

The Committee of the Whole discussed the following: 1) benefits for the disabled community; 2) importance of proximity to transit stations; 3) more housing for disabled and seniors who are unable to afford to in the region; 4) jobs for people with disabilities; 5) inclusion ofand accessibility to grocery stores and other necessities; 6) street paving needed in less affluent areas for easier travel; 7) safety statistics and disabled populations not emphasized; and 8) scoring of affordable housing for senior /disabled. Upon inquiry, Ms. Rensi provided clarification on the focus ofPriority Development Areas PDAs) and the requirements for approval. She invited the Committee to send comments in on the next round, noting the specific challenge with fitting mobility management into the PDA growth objective.

Member Michels left the meeting at 2:40 p.m. On order of Chairperson Morrow and there being no objection, the Committee of the Whole received and discussed information about One Bay Area Grant Cycle 2 Criteria.

January 13, 2016

Item IV. Council Reports 74 18. Super Bowl 50 Transit Service

Mr. Unites provided a presentation, highlighting: 1) Safe and successful transit for Super Bowl 50; 2) VTA light rail and bus service plans for Super Bowl Sunday; 3) Marketing and communications; and 4) Light rail vehicle train wrap. On order of Chairperson Morrow and there being no objection, the Committee of the Whole received a report on Super Bowl 50 Transit Service.

19. Work plan update

Chairperson Morrow stressed the need for more collaboration with the Bicycle and Pedestrian Advisory Committee ( BPAC) and suggested the leadership team from both committees meet during the year to look at strategic planning activities. On order of Chairperson Morrow and there being no objection, the Committee of the Whole received the Work plan update.

REPORTS

20. Committee Staff Report

There was no Committee Staff Report.

21. Citizens Advisory Committee ( CAC)/ Citizens Watchdog Committee (CWC) Report

Chairperson Morrow indicated the CAC did not meet in December 2015. He noted his participation on the subcommittee to evaluate current Measure A Auditor, Macias, Gini, and O' Connel, LLP (MGO), as their.contract comes to a close.

22. Chairperson's Report Chairperson Morrow indicated he is going to be working with Stephen Flynn, Advisory Committee Coordinator, and Mr. Unites on quorum requirements for the Committee.

OTHER

23. ANNOUNCEMENTS

There were no Announcements.

24. ADJOURNMENT On order of Chairperson Morrow and there being no objection, the meeting was adjourned at 3: 02 p.m.

Respectfully submitted,

Menominee L. McCarter, Board Assistant VTA Office of the Board Secretary

January 13, 2016

Item IV. Council Reports 75 Preliminary Minutes

Historic Heritage Committee Meeting January 20, 2016 .at 4: 30 P. M.

I. OPEN MEETING

Chair Toby Echelberry called the meeting to order at 4:30 p. m.

II. REPORT ON POSTING THE AGENDA AND ROLL CALL

Planning Technician Kelsey Heyd reported that the agenda for the Regular Historic Heritage Committee meeting of January 20, 2016 was posted on Friday, January 15, 2016 at 8:47 a. m.

Roll Call:

Present: Chair Toby Echelberry, Vice Chair Edith Edde, Committee Member Steve Ashford, Committee Member Joyce Taylor

Absent: Committee Member Peter Leroe -Munoz

Staff Present: Planning Division Manager Sue Martin, Planning Technician Kelsey Heyd

III. APPROVAL OF ACTION MINUTES: October 21, 2015

Motion on Item III

Motion: to approve the minutes of October 21, 2015 as written

Moved by Committee Member Steve Ashford, Seconded by Vice Chair Edith. Edde

Vote: Motion carried 4 -0 -0 -1

Yes: Chair Toby Echelberry, Vice Chair Edith Edde, Committee Member Steve Ashford, Committee Member Joyce Taylor

No: None

Abstain: None

Absent: Committee Member Peter Leroe -Munoz

IV. PRESENTATION BY MEMBERS OF THE PUBLIC: No presentations were made by members of the public

Item IV. Council Reports 76 Preliminary Minutes

V. OLD BUSINESS: None

VI. NEW BUSINESS:

A. Elect Historic Heritage Committee Vice Chairperson for 2016

I& I58115*11FORRIMM

Motion: to appoint Edith Edde as the Historic Heritage Committee Vice Chairperson for 2016

Moved by Committee Member Steve Ashford, seconded by Committee Member Joyce Taylor

Vote: Motion carried 4 -0 -0 -1

Yes: Chair Toby Echelberry, Vice Chair Edith Edde, Committee Member Steve Ashford, . Committee Member Joyce Taylor

No: None

Abstain: None

Absent: Committee Member Peter Leroe -Munoz

Committee Member Peter Leroe -Munoz arrived at 4:34 pm

VII. INFORMATIONAL ITEMS:

A. Verbal presentation by the Miller Red Barn Committee providing an overview of the history of the Miller Red Barn including new information, perhaps unknown before. Preliminary plans for rehabilitation of the barn will also be presented.

Cathy Chavez of the Miller Red Barn Committee presented information regarding the Miller Red Barn's history, potential historical significance, and spoke to efforts made or in process. to preserve and rehabilitate the barn.

Committee Member Peter Leroe -Munoz asked about potential sources of funding for this project.

Ms. Chavez spoke to various National and local grants that may be available as well, as fundraising opportunities.

Committee Member Peter Leroe -Munoz asked if any cost estimates have been prepared to update the barn and if any cost estimates have been prepared for annual maintenance.

Item IV. Council Reports 77 Preliminary Minutes

Ms. Chavez stated current estimates to bring the barn to code would be at minimum 100,000. She stated that the cleanout of the barn would need to occur before more definitive estimates could be done as they currently cannot see the full condition of the building. Once the barn would be cleaned out, the Miller Red Barn Committee would have their consultants go and do a more comprehensive assessment of the structure and foundation.

B. 2016 Historic Heritage Committee Meeting Schedule

No Action

VIII. ORAL REPORTS BY MEMBERS OF THE HISTORIC HERITAGE COMMITTEE!

Committee Member Steve Ashford asked if in regards to the Miller Red Barn Committee, it would be a good idea to provide a letter or other form of action to the Planning Commission and City Council noting the Historic Heritage Committee's support.

Committee Member Peter Leroe -Munoz spoke that any item that required action to be taken would need to be agendized for a future meeting since it had not been included on this agenda.

Planning Division Manager Martin concurred with Peter's assessment and no that if that was an item the Committee wanted to discuss then they should provide direction to staff to do so.

Committee Member Steve Ashford made the motion to include discussion regarding the potential historical significance of the Miller Red Barn to the next regularly scheduled meeting and discuss what actions the Committee may want to take. All Committee members agreed the item should be agendized.

IX. PLANNING DIVISION MANAGER REPORT:

No Action

ADJOURNMENT at 5: 00 p.m. to the Next Regular Meeting of February 17, 2016 at 4:30 p. m.

Kelsey Heyd,'.Planning Technician

Item IV. Council Reports 78 Peninsula Corridor Joint Powers Board ( JPB) Board of Directors Meeting 1250 San Carlos Avenue, San Carlos CA 94070

MINUTES OF JANUARY 7, 2016

MEMBERS PRESENT: J. Cisneros, M. Cohen, J. Gee, R. Guilbault, R. Peralez, J. Ramos, A. Tissier, P. Woodward ( Chair), K. Yeager

STAFF PRESENT: J. Averill, M. Bouchard, J. Cassman, J. Castaneda, G. Harrington, J. Hartnett, C. Harvey, M. Lee, A. Ly, M. Martinez, N. McKenna, S. Murphy, M. Simon, S. van Hoften

Chair Adrienne Tissier called the meeting to order at 10:04 a.m. and led the Pledge of Allegiance.

SWEARING IN Martha Martinez, Executive Officer, District Secretary/ Executive Administration, administered the Oath of Office to Raul Peralez representing the Santa Clara County Valley Transportation Authority (VTA) and Joel Peralez representing the San Francisco Municipal Transportation Agency.

Mr. Peralez said he is a council representative for the city of San Jose in District 3. He is a lifelong San Jose resident and went to San Jose State University. He was a San Jose police officer for eight years.

Mr. Ramos said it is a privilege to serve on this Board. He has been on the San Francisco Municipal Transportation Agency for four years and has worked in the field of policy advocacy and urban and transportation planning for about 10 years. He works at a nonprofit organization called TransForm.

REPORT FROM NOMINATING COMMITTEE Election of 2016 Officers Director Ken Yeager said the nominating committee nominated Director Perry Woodward as chair and Director Jose Cisneros as vice chair.

Motion to close nominations. Motion /Second: Yeager /Cohen

Motion /Second: Yeager /Cohen Ayes: Cisneros, Cohen, Gee, Guilbault, Peralez, Ramos, Tissier, Woodward, Yeager

PUBLIC COMMENT Roland Lebrun, San Jose, thanked the crew of Train # 233 for allowing passengers to board the train at Tamien. He said an incident occurred on December 28 when a train impacted debris on the tracks and the train lost complete power. The crew off - boarded everyone after 30 minutes, so the reaction from staff improved. He said the board meeting materials for meetings prior to January 2014 have been removed from the website and he would like the Board to address this. In the next few months, people

Item IV. Council Reports 79 Joint Powers Board Meeting Minutes of January 7, 2016 will start learning lessons about what happened with the Communications -based Overlay Signal System (CBOSS) because if they don' t, the same situation will repeat itself with electrification.

Jeff Carter, Millbrae, said in prior years on Martin Luther King Junior Day, the Bay Area Rapid Transit ( BART) Millbrae Station gets locked up preventing easy access to early morning trains. People have to go around the fence in order to get to the northbound platform. He hopes Caltrain will communicate to BART to keep the gates open.

Adina Levin, Friends of Caltrain, said the SamTrans Board approved a study accepting 1 million from Facebook to review the potential for renewed transportation on the Dumbarton corridor. If the study turns up feasible things that contribute to regional transportation network there may be opportunities to pursue.

CONSENT CALENDAR a) Approval of Minutes of December 3, 2015 b) Acceptance of Statement of Revenues and Expenses for November 2015 c) Authorize Filing of Applications with the Metropolitan Transportation Commission MTC) for Programming of Federal Transit Administration ( FTA) Formula Funds for the Caltrain Systemwide and Rolling Stock State of Good Repair Projects and Commit $2,836,81.6 in Local Matching Funds d) Authorize Filing of Applications to the California Governor' s Office of Emergency Services to Receive $939, 246 in State Proposition 1 B Transit Security Grant Program Funds for Transportation Security Projects

Motion /Second: Tissier /Cisneros Ayes: Cisneros, Cohen, Gee, Guilbault, Peralez, Ramos, Tissier, Yeager, Woodward

CHAIRPERSON' S REPORT No report.

REPORT OF THE CITIZENS ADVISORY COMMITTEE ( CAC) Customer Service on Caltrain Jonathan Berk, CAC Member, said the CAC has been frustrated for two years with the level of customer service on Caltrain. The CAC passed a motion at the last meeting that reads, " The current level of customer service on Caltrain is unacceptable." There is a historic opportunity to fix the endemic problem where the customers are not represented. There is a new director of operations and whenever new people come into an organization it is much easier to make changes. The timing is important to get these issues fixed. Organizationally, within Caltrain, there needs to be responsibility at a high level for customer service, and that person has to have a lot of power within the organization so the customers can be represented. This is not a comprehensive list of unacceptable customer service issues: There has been a steady increase in Caltrain users, but the system has no plan to deal with increases until electrification. The CAC has repeatedly asked for new schedules for expanded express service, but have been told it is not going to happen. There is no plan in place deal with emergencies. Emergencies are dealt with by the seat of the pants. There is no time to think during

Item IV. Council Reports 80 Joint Powers Board Meeting Minutes of January 7, 2016

emergencies, and the reactions are not optimal. Caltrain needs a complete emergency plan. Trains are not labeled. A photo was shown of Train 269 at a station, but the Predictive Arrival /Departure System ( PADS) does not have Train 269 displayed on it. The only identification of the train is the number 69 on the front of the train. The PADS board does not label the trains by where they are going, only by train number. There is space on the board to run the destination stations so customers can see where the train is stopping. There have been complaints about Giants baseball trains because fans are loud. The fix is to have quiet cars. The CAC was told conductors don' t have time to police quiet cars, but the CAC believes they are self - enforcing. There is no Wi -Fi on trains. This should not be a budget item because Caltrain can charge for it. On -time performance of the system is in serious decline.

Michelle Bouchard, Chief Operating Officer, Rail, said staff concurred with the CAC' s broad assessment that more attention needs to be paid to the customer experience. The type of customer that rides Caltrain demands and deserves it. Staff is in agreement that the transition with the new executive team provides an opportunity to re- baseline the expectation and redouble the efforts to provide abetter customer experience. Staff has been meeting over the last few weeks and has established a Customer Experience Taskforce, co -led by her and Seamus Murphy, Chief Communications Officer, and consisting of a group of people, including staff from Transit America Services, Inc. (TASI), who are dedicated to representing the customer and will be focusing on identifying projects and programs that improve the experience for Caltrain customers. Staff has developed a short- and long -term work plan that will be refined and includes three general focus areas: service provision and performance, conductor training and customer information, and incident response. The task force is starting to deliver better customer information when incidents occur on the right of way. As part of the short-term work plan, staff is looking at developing a customer experience survey. Staff needs to understand from a broader perspective what customers are looking for and what they value in the customer experience. Many of these items require financial resources that have to be balanced with the competing needs of the railroad. In order to bring more visibility to the issue, staff is proposing to revise the performance report to include metrics and information to provide a more transparent understanding of Caltrain performance and customer satisfaction. Staff hopes to roll this out in late spring.

Director Malia. Cohen asked if the simple suggestion of changing the content of information on the PADS can be implemented immediately. Ms. Bouchard said it is challenging because the information board is patched into the dispatch system so the change would have to be addressed with the vendor, which staff plans to do. Staff worked very long and hard to develop the PADS system as it is. It is not as simple as typing things into a computer.

Director Cohen said when the vendor' s contract is up for renegotiation it may allow staff to look for another vendor that would be able to allow this level of flexibility or the current vendor could accommodate the request. She asked why trains are not

Item IV. Council Reports 81 Joint Powers Board Meeting Minutes of January 7, 2016 labeled. Ms. Bouchard said majority of fleet is from 1985. The identifying numbers are on two steel plates and the numbers get changed for every train. That is the only place with any designation. In the future every Electric Multiple Units ( EMU) car will have a digital sign.

Public Comment Jeff Carter, Millbrae, said he has been around the train for over 35 years and they used to label smoking cars. It should not be a problem to out a label on quiet.cars. When the trains were originally purchased there weren' t going to be train numbers on the train until the CAC complained. On September 25 the train hit a vehicle at Broadway leaving 900 people stuck on the train without electricity or air conditioning. This is not acceptable. The customer should be number one. Another incident occurred on December 7 at 22nd street. Customers were directed to the wrong track.

Vaughn Wolffe, Pleasanton, said in 1985 he was on the California State Department of Transportation ( Caltrans) CAC. The Gallery cars that Caltrain has now were coming to be delivered and assembled. All the things that were requested by the CAC in their report are things that have been requested by CACs every five or six years for the last 30 years. He said Caltrain should get to electrification first because it is hard to update a 21st century railroad with 19th century material. Wi -Fi must be on new electrified trains. One big advantage of trains over other modes of transportation is Wi -Fi and a ,place to sit. He said the Board should concentrate on electrification, getting more cars than projected and Wi -Fi.

Doug DeLong, Mountain View, said he has a contrary view on these matters. Anyone who needs to be connected has a data plan on their cell phone. Wi -Fi is yesterday. Trying to get Wi -Fi on the public vehicles is just a way for people to get free data. The most central issue for customer service is if the train has the capacity to get customers where they need to go. Staff is getting a political message that the current schedule is untouchable. Staff should come up with a different schedule that is simpler so it is easier for people to understand what trains go where. There are two dozen different station stop patterns. If staff got the political latitude to consider schedule changes it would be a positive thing before electrification.

Roland Lebrun, San Jose, said customer experience is seats and trains that run on time. The trains are now 30 years old. There is no way that TASI could deliver the kind of service that is needed with the current rolling stock. Electrification will do nothing. He has been asking for the numbers of seats Caltrain will get with electrification. He said. there will be fewer seats than there are now after the $2 billion investment. Capacity is measured by the number of seats per foot of platform. The platforms are 700 feet. Customers need trains that are electrification -ready and they need them now.

Adina Levin, CAC Member, said staff initially told the.CAC there will be no other schedule changes over the next five years other than tweaks to arrival times. Friends of Caltrain got dozens of. suggestions for schedule tweaks that could add baby bullet or express trains. Staff said they are looking at the list of suggestions. These changes could help with capacity.

Item IV. Council Reports 82 Joint Powers Board Meeting Minutes of January 7, 2016

REPORT OF THE EXECUTIVE DIRECTOR Update on Super Bowl 50 Transportation Planning Chuck Harvey, Deputy CEO, Organization Support/ Special Projects, presented: Caltrain will run six -car trains the weekends of January 30 and February 6 to increase capacity. Enhanced Safety Measures Increased patrols throughout the system Regular sweeps of high visibility locations Communication of National Football League ( NFL) bag policy to customers o Pre- inspection of every train departing San Francisco on Super Bowl Sunday Participating in multi -jurisdictional law enforcement planning task force Increased use of K -9s for system -wide inspections Event preparation All staff time off cancelled Additional Transit America Services, Inc. staff brought in to support operations and maintenance activities Standby maintenance teams to address equipment malfunctions Preventative pre -event maintenance Station brightening and cleaning at San Francisco, Millbrae, Redwood City, Palo Alto, Mountain View, Santa Clara and San Jose stations Communication Participating in region -wide Super Bowl informational planning effort Using hashtag campaigns across Twitter, Facebook and Instagram # SB50 Staffing joint information center in.Santa. Clara o Targeted digital and print advertising efforts Paid social media campaign Outreach to local tourism organizations and area hotels

Mr. Murphy presented: Customer Communication

o Onboard take ones and brochures Conductor announcements Website information Platform announcements Use of visual messaging system on platforms Expanded hours for customer service representatives and social media officer; News releases

o Social media Ambassadors Customer information ambassadors at San Francisco beginning January 30 and at Millbrae throughout the week prior to Super Bowl 50 More than 122 shifts scheduled throughout the week beginning_ January 30 Targeted locations include San Francisco, Millbrae, Redwood City, Palo Alto Mountain View, Santa Clara and San Jose stations

Item IV. Council Reports 83 Joint Powers Board Meeting Minutes of January 7, 2016

o Created a " train the trainer" program to rollout conductor information Fares and Parking Customers may use all forms of regular fare media throughout Super Bowl 50 week New Joint Caltrain /VTA Levi' s Stadium Tickets sold at ticket vending machines For Super Bowl Sunday, only customers holding a special VTA light rail ticket will be allowed to board Levi' s Stadium -bound trains The joint VTA mobile application ticket will be accepted on Caltrain VTA capping the number of tickets sold at 12,000 Due to anticipated demand, parking at all Caltrain lots will be increased to $20 on February 7 only

Mr. Harvey presented: Bus Contingency Plans SamTrans bus service into San Francisco during Super Bowl 50 week not directly impacted by street closures Staff will be monitoring loads and adding bus tripper service if additional demand requires Traffic conditions and delays of bus service will be monitored daily by SamTrans Bus Operations Control Center Super Bowl Sunday VTA will be staging contingency bus fleets at Mountain View and Santa Clara County to address any light rail service interruptions In San Mateo County, SamTrans will have a fleet of articulated buses, drivers, and field supervisors staged in South San Francisco and San Carlos to respond to any Caltrain Service interruptions Budget o Super Bowl Host Committee and NFL are not reimbursing local transit agencies for related expenses Staff is establishing 'budgets for Transit America, Inc., the Transit Police, ambassadors, communications and all other related expenses Final accounting of all Super Bowl 50 expenses will be prepared Peninsula Corridor Joint Powers Board and SamTrans budgets have operating budget capacity to fund Super Bowl 50

Director Tissier asked if Caltrans will put signs up on the highway. Mr. Harvey said yes, Caltrans and the California Highway Patrol will be monitoring traffic levels and message signs. The public' s behavior can' t be altered but they will see the level of congestion in city and make choices based on that. Highway 101 will get very heavy on the event days.

Director Jeff Gee asked Mr. Harvey to talk about tabletop exercises and the emergency response plan. Mr. Harvey said the exercises for this event are not centered around a service interruption, but they are done with law enforcement agencies and the Department of Homeland Secu6tyand focus on crowd control and unattended bags. There is a lot of work being done about how to manage those situations. The normal bag policy for NFL games is that attendees must use clear plastic bags to bring their personal things into the stadiums, and the NFL offers a bag check for other items or

Item IV. Council Reports 84 Joint Powers Board Meeting Minutes of January 7, 2016 bags that are not clear. The bag check will not be allowed for the Super Bowl, so attendees who bring bags that are not see- through will have to abandon their property in order to get into the stadium.

Director Ramos encouraged staff to create a twitter handle specifically for this event that people can start to use now to help with communication. Handles that are created for a specific day get minimal use, but a marketing opportunity can be created with a twitter handle that builds up excitement and slowly gets the word out about transportation. He said the best ambassadors will be regular riders, and if they are clued in, they will be most eager and able to help other passengers. Mr. Murphy said staff will bring it up at the next joint meeting.

Director Yeager said staff does what they can to minimize trespasser fatalities, but this would be key on Super Bowl Sunday as well. He asked if there will be more monitors around certain portions of the right of way. Mr. Harvey said law enforcement and personnel will be all over the system.

Marian Lee, Chief Officer, Caltrain Planning /CalMod Program, said: CBOSS /Positive Train Control Hardware installation activities are nearly complete along the corridor with the exceptions of fiber optic cable work in San Carlos and various punch list items. Installation of equipment on the vehicles is complete. Software testing and overall testing on the corridor is continuing. No new complaints have come in since the last update. Staff will return in February with a comprehensive update on the testing process. Peninsula Corridor Electrification Project The team is focused on progressing the procurement of the Design Build electrification infrastructure and electric vehicles contracts to be awarded. Proposals on the EMU Request for Proposals will be received next month.' The best and final offer negotiations process is ongoing with the three shortlisted proposals on the electrification infrastructure contract. In parallel with the procurement efforts, staff is continuing to work with funding partners. Staff has not shored up the additional commitments needed for full funding. There are significant administrative efforts continuing with obtaining a meaningful amount of the $400 million to complete the funding plan. Next month the project delivery director will provide a quarterly update. High- speed Rail ( HSR) Blended Planning o Last year, the California High -speed Rail Authority (CHSRA) conducted several kickoff meetings for their planning and environmental process for the blended system. There are additive improvements beyond the electrification project needed to support HSR service. Those improvements will need community discussion and environmental clearance. o Starting this year staff has asked the Local Policy Maker Group, a group composed of 17 members, mostly elected officials, from each of the cities

Item IV. Council Reports 85 Joint Powers Board Meeting Minutes of January 7, 2016

and the three counties impacted by the blended system and electrification project, to get involved. Staff has proposed this group meet every month with CHSRA meetings on the odd months and Caltrain meetings on the even months. Input from these meetings will be presented to the JPB to help deliberations in, policy matters.

Mr. Harvey said MV Transportation operates a number of shuttles from employer centers to Caltrain. Recently the Teamsters that operate these shuttles for MV voted to authorize a strike. Federal mediators have been brought in to help both parties find a middle ground to settle.

Jim Hartnett, Executive Director, said: The Annual Passenger Counts start February 19 and are expected to be completed by March. Bombardier cars are being refurbished. All five six-car trainsets; will have a third bike car by March to increase bike capacity to 72 bike spaces from 48. Special event service: San Francisco 49ers games saw a reduction in ridership . The Pac -12 Championship game at Levi' s Stadium attracted a few thousand riders The Martin Luther King Junior Celebration Train, sponsored by Pacific Gas and Electric and hosted by the Northern California Doctor Martin Luther King Junior Community Foundation, will run on January 1. 8tn Capital projects underway include: Quint Street Bridge Replacement Project San Mateo bridges replacement San Francisco highway bridges Los Gatos Bridge replacement VTA Light Rail Efficiency Project San Mateo 25th Avenue Grade Separation Project There is a problem with printing monthly parking permits from the ticket vending machines. This has caused a problem with customers. The parking permits are partially printing on a small sized paper, which causes customer confusion. The passes still work. Staff is working to make sure this does not affect the customer experience and is working to remedy the situation. Transit Police are not citing for parking violations due to the confusion.

Public Comment Roland Lebrun, San Jose, said he is happy that all the transit agencies are working together as teams. The new VTA screens are beautiful. Altamont Corridor Express trains have seven cars, Wi -Fi, and run on time. Last year the Board approved $ 15 million for Bombardier cars, and so far $4 million has been spent to buy 16 cars. Out of the 16, there are now six long Bombardier train sets. Staff is proposing to gut the six cars to make room for bikes. He asked since staff has had the budget for over a year and five are parked in San Francisco and five are parked in San Jose, when customers are going to see longer trains. After the Super Bowl the longer trains should be there for the peak period. The $400 million should be used for new EMUs not for anything else.

Item IV. Council Reports 86 Joint Powers Board Meeting Minutes of January 7, 2016

Jeff Carter, Millbrae, said Caltrans gouged people with high fare in 1985 during Super Bowl XIX. He appreciates Caltrain will not have a special fare for the Super Bowl. VTA is the choke point. He hopes there is enough contingency to handle all the people expected to go to VTA. He hopes it will not affect regular weekend customers. The regular monthly parking permit should be allowed to be used without the additional fee.

Greg Conlon, Atherton, said pricing for a Super Bowl ticket is astronomical. At $20 for parking, the parking lots will be full very quickly unless the price is raised. He suggested the Board allow the Executive Director to raise it considerably to protect the parking lots.

Adina Levin, Friends of Caltrain, asked if there will be a customer experience audit with people who are not familiar with the service and who have never used Caltrain. They could look at wayfinding and if people can figure out where they are going.

Mr. Hartnett said the regular monthly parking permits will work for customers who park on Super Bowl Sunday.

KEY CALTRAIN PERFORMANCE STATISTICS - NOVEMBER 2015 Ms. Bouchard said: Average rweekday ridership is up 2. 1 percent. On -time performance (OTP) is up at 88. 1 percent. Staff expects to see increasing OTP going into the winter months because ridership drops in wet weather. This confirms staff' s suspicion that OTP issues are related to the overwhelming customer demand. Staff is working on the reliability schedule and will have more information next month.

AUTHORIZE INCREASING THE EXECUTIVE DIRECTOR' S CONTRACT AUTHORITY WITH CENTRAL FENCE IN A NOT -TO- EXCEED AMOUNT OF $ 198,059 FOR THE RIGHT OF WAY FENCING PROJECT CONTRACT Ms. Bouchard, said staff has been improving and installing new fencing along the right of way. This increase is required due to a special request from the city of Palo Alto to provide an 18 -inch extension on the top of the fencing. The JPB will be reimbursed for that effort, but it required an expanded scope of work on the contract.

Public Comment George Kranen, Belmont, said the JPB has spent at least $9 million on fencing over the last several years and to the extent that it is intended to prevent suicides it is a failure. Suicide statistics over the last 10 years have remained flat. Spending more money on fencing is a waste and should be spent on coping with suicides or minimizing service interruptions. He said a coroner' s report is required in suicide cases and the JPB lobbyist should work on a law change so that the transit police officer could make the determination.

Roland Lebrun, San Jose, said the existing fencing in place was not built to Caltrain fencing standards. He asked if the fence was built before there were standards. He said this has to be done.

Item IV. Council Reports 87 Joint Powers Board Meeting Minutes of January 7, 2016

Motion /Second: Tissier /Cisneros Ayes: Cisneros, Cohen, Gee, Guilbault, Peralez, Ramos, Tissier, Yeager, Woodward

AUTHORIZE REJECTION OF ALL BIDS FOR THE BAYSHORE STATION PAINTING PROJECT Gigi Harrington, Deputy CEO, said is the second time staff has gone out to bid for this project. It was re- scoped and more budget was added. Staff will take it into the next fiscal year capital budget process and look at ways to create efficiencies. It is an important project.

Motion /Second: Cisneros /Gee Ayes: Cisneros, Cohen, Gee, Guilbault, Peralez, Ramos, Tissier, Yeager, Woodward

AUTHORIZE AMENDMENT TO INCREASE THE FISCAL YEAR ( FY) 2016 CAPITAL BUDGET BY 15, 1.48,250 FOR GRADE SEPARATION AND GRADE CROSSING PROJECTS AND EXECUTION OF AGREEMENTS TO ACT AS LEAD FOR THE SAN MATEO 257H AVENUE GRADE SEPARATIONS PROJECT AND THE SOUTH LINDEN AVENUE AND SCOTT STREET GRADE SEPARATION PROJECT IN SOUTH SAN FRANCISCO AND SAN BRUNO Aandy Ly, Manager, Budgets, said this request is to increase the FY2016 Capital Budget by $15. 1 million, which includes $11 million for the 251h Avenue Grade Separation, 1. 4 million for the Redwood City Grade Crossing Improvement Project, $2. 64 million for the San Mateo Bridges Replacement Project, and $100,000 for the South Linden and Scott Street Grade Separation in South San Francisco and San Bruno. Funding for this project will come from a combination of State, San Mateo County Transportation Authority, cities, and other funds. No additional JPB member contributions are required.

Motion /Second: Tissier /Cisneros Ayes: Cisneros, Cohen, Gee, Guilbault, Peralez, Ramos, Tissier, Yeager, Woodward

AUTHORIZE INCREASING THE EXECUTIVE DIRECTOR' S CONTRACT AUTHORITY WITH PROVEN MANAGEMENT, INC. IN A NOT -TO- EXCEED AMOUNT OF $2,751, 110 FOR THE SAN MATEO BRIDGES REPLACEMENT PROJECTS Ms. Bouchard said this project is to replace four 100- year -old bridges and construct a berm supported by new retaining walls that would allow for a track lift that would result in improved roadway clearances. This has been an exceptionally challenging job in a constrained area of the right of way. Change orders have been required to adapt to some unanticipated site conditions and the soil conditions that were encountered required a redesign of the retaining walls. Staff has capitalized on some efficiencies by adding utility relocation for the CBOSS project and the Union Pacific ( UP) into this project. Funding comes from reimbursement from UP and a $2 million savings from the Quint Street Project that can be used for this purpose. Despite the complexity, the project is progressing very well. Staff anticipates the final two replacements to occur in February and April.

Motion /Second: Gee /Cisneros Ayes: Cisneros, Cohen, Gee, Guilbault, Peralez, Ramos, Tissier, Yeager, Woodward

Item IV. Council Reports 88 Joint Powers Board Meeting Minutes of January 7, 2016

AUTHORIZE AMENDMENT OF THE CONTRACT TO PROVIDE ON -CALL REAL ESTATE SUPPORT SERVICES BY INCREASING THE AGGREGATE NOT -TO- EXCEED AMOUNT FOR THE BASE SIX- YEAR TERM FROM $ 2, 150,000 TO $ 4, 950,000 AND INCREASING THE AGGREGATE NOT- TO- EXCEED AMOUNT FOR THE TWO TWO -YEAR OPTION TERMS FROM $ 400,000 TO $ 800,000 Ms. Harrington said this contract was approved in November but the numbers were jumbled up and this is to approve the contract with the correct dollar amounts.

Motion /Second: Tissier /Gee Ayes: Cisneros, Cohen, Gee, Guilbault, Peralez, Ramos, Tissier, Yeager, Woodward

AUTHORIZE ADOPTION OF UPDATED BICYCLE AND SIMILAR EQUIPMENT USE AND PARKING RULES AND REGULATIONS Jim Castaneda, Director, Safety, said this update addresses the removal of improperly stored, parked, or abandoned personal transportation vehicles. Improperly stored equipment may create tripping hazards or obstructions to pedestrians and individuals with disabilities.

Motion /Second: Tissier /Yeager Ayes: Cisneros, Cohen, Gee, Guilbault, Peralez, Ramos, Tissier, Yeager, Woodward

DRAFT 2016 LEGISLATIVE PROGRAM Mr. Murphy presented the draft program: Core Objectives Maintain and enhance funding opportunities Seek a regulatory environment that streamlines project delivery and maximizes ability to meet demands Reinforce and expand projects that build and incentivize public transportation ridership Public engagement strategies include direct engagement, coalition -based engagement, and media engagement The program is divided into three categories: 1. Budget and funding opportunities State /Regional level Existing revenues - formula and cap and trade Ballot measures and voter threshold Other innovative funding options - managed lanes Federal level Annual appropriations Tax extenders Surface transportation and rail authorization 2. Projects - funding requests and needs State /Regional level Caltrain Modernization Program supplemental memorandum of understanding Other projects- projects that enhance capacity, service and safety Federal level FTA Core Capacity funding

Item IV. Council Reports 89 Joint Powers Board Meeting Minutes of January 7, 2016

Other projects - projects that enhance capacity, service and safety 3. Regulatory and administrative issues State /Regional level California Environmental Quality Act Sustainable communities implementation Rail safety Federal level Fixing America' s Surface Transportation ( FAST) Act and other regulations Rail safety Next steps Solicit feedback on Draft Program Board approval and adoption in February

Public Comment Adina Levin, Friends of Caltrain, said Friends of Caltrain' s top mission is stable funding for Caltrain. The opportunity to structurally fix that problem is critical. There are . opportunities related to the Highway 101 corridor and ways of managing it that helps fund Caltrain and other sustainable transportation as a way to decongest Highway 101.

LEGISLATIVE UPDATE Mr. Murphy provided the following update:

State Staff will be looking at the State budget announcement today and will inform the Board of relevant notes. The special session on transportation is still going on. A proposal came forward to increase the tax on diesel fuel and allocate more Cap and Trade funding to different pots including a doubling of the pot for inter -city and rail, and transit to 20 percent. All the sales tax -,gas tax- and fuel tax- related increases would go to local streets and roads or highway maintenance and improvements.

Federal Through passage of the FAST Act, Congress decided to equate the benefits that transit riders receive with the tax benefit that that drivers receive up to $255 per month.

CORRESPONDENCE No discussion.

BOARD MEMBER REQUESTS None.

DATE/ TIME /PLACE OF NEXT REGULAR MEETING The next meeting will be Thursday, February 4, 2016, 10 a. m. at San Mateo County Transit District Administrative Building, Bacciocco Auditorium, 2nd Floor, 1250 San Carlos Avenue, San Carlos, CA 94070.

Item IV. Council Reports 90 Joint Powers Board Meeting Minutes of January 7, 2016

GENERAL COUNSEL REPORT Joan Cassman, Legal Counsel, said the Board will meet in closed session regarding existing matters of litigation.

Recessed to closed session at 11: 46 a.m.

Reconvened at 12:04 p.m.

Closed Session: Conference with Legal Counsel - Existing Litigation Pursuant to Government Code Section 54956. 9( d)( 1): Town of Atherton, et al vs. Peninsula Corridor Joint Powers Board. Case No. CIV532457 Ms. Cassman said the Board was provided with a status report and no action was taken.

Closed Session: Conference with .Legal Counsel - Existing Litigation Pursuant to Government Code Section 54956. 9( a): Claim of Disability Rights Advocates regarding Clipper Fare Payment System Ms. Cassman said a proposed settlement is before the Board for approval in the form of a resolution to authorize and ratify a settlement agreement with Disability Rights Advocates and a cost- sharing agreement with the MTC to fund accessibility improvements for the Clipper fare payment system at a cost to the JPB not to exceed 115, 250.

Motion /Second: Tissier /Cisneros Ayes: Cisneros, Cohen, Gee, Guilbault, Peralez, Ramos, Tissier, Yeager, Woodward

Adjourned at 12:05 p.m.

Item IV. Council Reports 91 Gilroy Economic Development Corporation Board Meeting Minutes December 9, 2015

Present: Kurt Michielssen, Rob Oneto, Chris Vanni, Don Gage, Steve Kinsella, Jeff Perkins, Debbi Sanchez, Lisa Faria Partners: Jane Howard, Mark Turner, Ed Tewes Staff: Tammy Brownlow, Candace Van Sambeek

1. Call Meeting to Order: The meeting was called to order at 7:35 a. m.

2. Approval of the November 2015 Minutes *: Steve Kinsella, Lisa Fario- Approved 7 -0 (Jeff Perkins abstains)

3. Approval of November 2015 Financials *: Don Gage, Steve Kinsella- Approved 8 -0

4. Gilroy Economic Development Corporation Staff Report Tammy Brownlow reviewed the written staff report, highlighting the following activities of staff during the

month:

a. Recent Inquiries: United Natural Foods ( UNFI) - the company is reaching out to associates from the initial hiring process and is getting a good response. Some associates will begin January 4; receiving will begin mid- February. Go -Biz RFI- Company seeking 100,000 sq.ft. facility for automotive -related manufacturing use employing 130. The company is primarily interested in existing facilities in order to be operational by Dec. 2016. There are no existing facilities available in Gilroy, but staff submitted build -to -suit options as alternative. M Site (101 and US101) — Met with owner of property, broker and city staff to discuss site development and issues with ingress /egress. The broker is in discussion with developers for potential uses. Gilroy Cross -Fit —Assisting the company in identifying a new location as current facility will be demolished for new CVS Pharmacy. Working closely with city staff due to tight timeline for relocation. Former OSH —The lease for a new tenant is being negotiated. The developer is working on modifying the site plan, which would include construction of additional retail use (approx. 4,000 sq.ft.) on the site. Former Johnny Carino' s — Lease negotiations with new user are ongoing. Most recent issue concerned internet connectivity at the center. Former Jeffries Restaurant —Under new ownership by same party developing new hotel adjacent to property. Future plans unknown at this time. Former Roadhouse Jack' s— Property was purchased recently and will be divided with Popeye' s occupying most of the space and another 2,000 sq.ft. available for another food use. Tri -Cal — Continuing to assist company with permitting needs related to maintenance and repairs required at the facility (i. e. economizer requirements for HVAC units). Winery —Will be meeting with owner of local winery concerning the possibility of moving crush facility to industrial area in the city, along with ancillary uses. Premium Outlets —Met with general manager to discuss issues and complaints of contractors completing TI' s for new stores. Working with the GM and city staff to develop plan for improved communication and issues with facility and building code that should be brought to attention of contractors early in process.

Item IV. Council Reports 92 b. Staff Activities: Silicon Valley Business Journal (SVBJ) - We have one event remaining as part of our agreement with the Journal, the " Read to Succeed" event. The date and venue have not yet been determined. Upcoming Marketing Events —The 2016 tradeshow schedule in partnership with Team CA and CCMT is currently being reviewed for opportunities that align with our target industries. Downtown Business Attraction —The committee' s last meeting included discussion on proposed changes to permitted uses, proposed changes to the minor modification process and an update on the Gourmet Alley Plan. The committee will meet again in January. USGA Women' s Open —Meetings are ongoing with the event' s marketing firm and representatives from Gilroy and Morgan Hill. Special packages are being offered for advance ticket purchase.

5. Old Business a. Nominating Committee Update The Nominating Committee will meet immediately following today's board meeting. Recommendations will be presented at the January Annual Meeting scheduled for Wednesday, January 13, 2016.

6. New Business a. Board Retreat Follow -up Staff is coordinating with the board retreat facilitator and we expect to have a draft of the retreat results and updates to the Action Plan at the January meeting.

7. Correspondence: None

8. Open Discussion: City of Gilroy: Ed Tewes provided the board with a Community Development newsletter and reported on the following item: a. The City Council will discuss the General. Plan Policy Text on January 4, 2016 at 6 :00 p. m. in the Council Chambers. The City Council action is not the final adoption of the new General Plan, but rather an interim step in the process. The requested action from the City Council is to approve the General Plan Policy Text for inclusion in the Draft Gilroy 2040 General Plan. b. Meta Housing Corp. has submitted an arch & site review application for the development of 104 -unit apartment building at 111 Lewis Street. c. City council approved the EIR for the Rancho 101 USA amendment which will now be submitted to LAFCO. Gilroy Welcome Center (GWC): Jane Howard reported on the following: a. The GWC saw over 3, 100 walk =ins with most visitors being from China, Singapore, and Taiwan. b. The GWC, together with the Central California Tourism Council, will have an editorial in the Yosemite travel magazine. Gilroy will also be promoted in the official magazine for the Super Bowl.

c. The new visitor guide will also be available in Chinese as part of the promotion of Luminations" at Gilroy Gardens.

Gilroy Chamber of Commerce: Mark Turner reported on the following: a. The Chamber will be hosting a holiday mixer this Thursday at Gilroy Gardens from 5: 30 p. m- 7:30 p. m.

Item IV. Council Reports 93 b. This Saturday, the Chamber will beat Gavilan and St. Mary's cemeteries for the annual Wreath' s Across America event. c. Members of the local business community along with City Councilman Peter Leroe -Munoz met at the Chamber to discuss the possible minimum wage increase in Santa Clara County. d. The Chamber will hold its annual board retreat on Friday, January 8, 2016. e. The Chamber will begin promoting its trip to China program at tomorrow night' s mixer. The trip is planned for October 2016. There will be an informational meeting on Thursday, January 21, 2016.

9. Adjournment the meeting was adjourned at 8: 37 a. m.

Item IV. Council Reports 94 Gilroy Downtown Business Association Board of Directors Meeting Tuesday, February 2, 2016 6: 00 p. m. — Regular Board Meeting GDBA Office

MINUTES

Roll Call

The meeting was called to order at 6:00 p. m. by Brian Dauenhauer, Board President. Board members present: Harvey Blodgett, James Suner, Jose Montes and Gary Walton. Board Advisors present: Police Chief Denise Turner, and. Others present: Sheryl and Jeff Cathers ( dabble Art Studio), Rachelle Casteneda ( 7680 Monterey), Jessica Lara ( 7600 Monterey), Sue O' Strander, City of Gilroy, Lee Butler, City of Gilroy, Joan Buchanan, and Melanie Corona, GDBA Coordinator.

Addition to the agenda: There is a homeless encampment at the railroad tracks. Chief Turner will present an update on homeless statistics to City Council. Jason Smith is the City' s Homeless Outreach Officer. Chief Turner recommends that you document every time you call GPD about the camp. Public comment is welcome at the Council meeting on February 22. The City of Gilroy has adopted plans to end homelessness. GPD has worked to create a list of top -10 chronic homeless and the goal is to house them at the Cherry Blossom Apartments.

1. 0 Consent Calendar (Action) 1. 1 Approve minutes of January 5, 2016 meeting MSC

1. 2 Approve December 2015 Financials Financial approval tabled until the March 2016 meeting as they are not available yet

2.0 Ex- Officio Updates 2. 1 City of Gilroy —Sue O' Strander There are four URM buildings in retrofit, six are non -compliant. An update on the proposed City Action Plan is going to Council, as part of the High Speed Rail plan. Alternative Land Use plans are going to Planning Commission on February 22. There will be further outreach on where planning is going in May and June. David Bischoff is available to present to the GDBA Board. Gourmet Alley will be included in the same plan. A facade outreach program will begin in March. Gary Walton suggested a fagade easement. The Downtown use tables and minor modifications will be presented to Council on February 22. 2. 2 Gilroy Chamber of Commerce —Mark Turner No report given. 2. 3 Visitors Bureau/ Gilroy Welcome Center —Jane Howard No report given. 2. 4 Gilroy EDC —Tammy Brownlow No report given. 2. 5 Gilroy Police Department —Police Chief Denise Turner Chief Turner reported that on 4Q crime stats in Downtown ( attachment) and noted that there had been an arrest made in ongoing coin thefts in Gilroy.

GILROY DOWNTOWN BUSINESS ASSOCIATION 02/ 02/ 2016 1

Item IV. Council Reports 95 3. 0 New Business 3. 1 2016 GDBA Annual Budget Tabled until the Annual Retreat. 3. 2 GDBA Annual Retreat The 2016 Annual Retreat is scheduled for Friday, February 5, 2016 from 9 -1 at the Gilroy Chamber of Commerce. 3. 3 Downtown Swap Meet Insurance Request by Steve Ashford Request to add Downtown Swap Meet to existing GDBA insurance policy MSC. 3. 4 GDBA Annual Retreat 3. 4. 1 Melanie will email potential dates to Board Members. 3. 4. 2 Melanie will contact Jay Baksa about serving as a facilitator again this year.

4.0 Ongoing Business 4. 1 2016 Gilroy Art and Wine Stroll Budget approval —MSC 4. 2 Fifth Street Live Planning is underway. Budget approval to be presented at March 2016 Board Meeting. 4. 3 Main Street Program Standing Committee update No update. 4. 3 Paseos/ Parking Joan reported that the committee needs $ 18, 000 more to fund two more panels. Brick sales are on pause until panels are installed.

5. 0 Announcements

Bread 152 is open. Please support them.

Capt. Svaardal will be at the Retreat Ed Tewes asked the COG management team to walk the Downtown corridor and write up observations as to what to do" Email Sue O' Strander to arrange meeting regarding " what to do" findings

6. 0 Bright Ideas

Suggest a Mayor/ City Administrator/ GDBA Chair business walk

7. 0 Future Agenda items Harvey to look into GDBA purchasing a Square from Pinnacle Bank 2016 Annual Budget

2016 GDBA Annual Retreat

2016 Officer installation

8. 0 Adjournment —There being no further business to come before the Board, the meeting was adjourned at 7: 15 p. M.

The next Board Meeting is Tuesday, March 1, 2016 at 6:00 pm at the GDBA office.

Respectfully submitted, Melanie Corona, GDBA Coordinator

GILROY DOWNTOWN BUSINESS ASSOCIATION 02/ 02/ 2016

Item IV. Council Reports 96 City of Gilroy City Council Meeting Minutes February 22, 2016

A. Call to Order

Mayor Woodward called the meeting to order at 6: 00 p.m.

The pledge of alliance was led by Council Member Bracco.

The Invocation was given by Pastor Bill Hawkins of New Hope Community Church.

City Clerk Shawna Freels announced that the age_nda had been posted on February 17, 2016 at 9:30 a. m.

Roll Call Present: Council Member Terri Aulman; Council. Member Dion Bracco; Council Member Daniel Harney; Council Member Peter Leroe- Munoz; Council Member Cat Tucker; Council Member Roland Velasco; Mayor Perry Woodward

B. Orders of the Day

There were no agenda changes.

C. Employee Introductions

Public Works Director Smelser introduced newly promoted Maintenance Worker I Edgar Munoz.

II. CEREMONIAL ITEMS

A. Proclamations, Awards and Presentations

There were none.

III. PRESENTATIONS TO COUNCIL

A. PUBLIC COMMENT BY MEMBERS OF THE PUBLIC ON ITEMS NOT ON THE AGENDA, BUT WITHIN THE SUBJECT MATTER JURISDICTION OF THE CITY COUNCIL

Ron Kirkish addressed the Council sharing his thoughts on an initiative measure that had been presented to the city stating that it would negatively affect the City.

City Council Meeting Minutes 2/ 22/2016

Item VI.A. Minutes 97 STUDY SESSION

A. Draft Alternative Land Use and Circulation Scenarios for the High Speed Rail Downtown Station Area Plan

Mayor Woodward recused himself from deliberations on the item due to property ownership within the downtown. He then left the Council chambers.

The item was presented by Consultant Bruce Brubaker.

Public comment was opened.

Denise Zavala was called to speak and suggested that the Council give the public more time to participate in the process.

Public comment was then closed.,

The Council provided staff with direction to consider when further evaluating the alternatives.

Mayor Woodward then returned to the meeting.

IV. REPORTS OF COUNCIL MEMBERS

Council Member Bracco congratulated the Gilroy High wrestling team for winning the championship.

Council Member Velasco announced that the annual fund raising dinner and auction for the Sister Cities Association would be held on April 2nd at 6: 00 p. m.

V. FUTURE COUNCIL INITIATED AGENDA ITEMS

Mayor Woodward suggested that an item be placed on the March 7th agenda to direct staff to prepare the report necessary to understand the legal, funding, and other impacts of the recently filed notice of intent to circulate an initiative, as provided for under the elections code.

The Council agreed to agendize the item.

VI. CONSENT CALENDAR

A. Minutes of the February 1, 2016 Regular Meeting

B. Claim of Jesus Morales

C. Cliam of Alfonso Orosco

City Council Meeting Minutes 2/ 22/ 2016

Item VI.A. Minutes 98 3

D. Claim on Chiquita Walker

E. Appointment of New Member to the Public Art Committee

Motion on the Consent Calendar Motion: Approve Consent Items A, B, C, D and E. Moved by Council Member Cat Tucker, seconded by Council Member Terri Aulman. Vote: Motion carried 7 -0. Yes: Council Member Terri Aulman; Council Member Dion Bracco; Council Member Daniel Harney; Council Member Peter Leroe- Munoz; Council Member Cat Tucker; Council Member Roland. Velasco; Mayor Perry Woodward

VII. BIDS AND PROPOSALS

A. Approval of Agreement with Pierce Manufacturing, Inc. for the Purchase of a New Fire Engine and Equipment

The staff report was presented by Division Chief Martin.

There were no public comments.

Motion on Item VII. A. Motion: to Approve a Contract with Pierce Manufacturing Inc. Not to Exceed 774,193.00 for the Purchase of a New Fire Engine and Associated Equipment Moved by Council Member Terri Aulman, seconded by Council Member Cat Tucker. Vote: Motion carried 7 -0. Yes: Council Member Terri Aulman; Council Member Dion Bracco; Council Member Daniel Harney; Council Member Peter Leroe- Munoz; Council Member Cat Tucker; Council Member Roland Velasco; Mayor Perry Woodward

VIII. PUBLIC HEARINGS

A. An Ordinance of the City Council of the City of Gilroy Amending Gilroy City Code, Chapter ,30, Section 30. 19. 10 ( c) ( 2) Entitled " Downtown Use Table" and Adding Section 30. 50. 35 Entitled " Downtown Use Permits"

Mayor Woodward recused himself from deliberations on the item explaining that he owner property within the downtown area. He then left the dais.

The staff report was presented by Interim Development Center Manager O'Strander.

The public hearing was opened.

City Council Meeting Minutes 2/22/2016

Item VI.A. Minutes 99 4

Ron Kirkish spoke on the need for bus parking in the downtown as local business owners were working to attract larger tour bus groups.

The public hearing was then closed..

Motion on Item VIII.A. Motion: to Read the Ordinance by Title Only and Waive Further Reading Moved by Council Member Cat Tucker, seconded by Council Member Dion Bracco. Vote: Motion carried 6 -0 -1:. Yes: Council Member Terri Aulman; Council Member Dion Bracco; Council Member Daniel Harney; Council Member Peter Leroe- Munoz; Council Member Cat Tucker; Council Member Roland. Velasco Recused: Mayor Perry Woodward

City Clerk Freels read the ordinance title.

Second Motion on Item VIII.A. Motion: to Introduce an Ordinance of the City Council of the City of Gilroy Amending Gilroy City Code, Chapter 30, Section 30. 19.10 (c) (2) Entitled Downtown Use Table" and Adding Section 30. 50.35 Entitled " Downtown Use Permits" with the inclusion of the typo change to the use table Moved by Council Member Cat Tucker, seconded by Council Member Dion Bracco. Vote: Motion carried 6 -0 -1. Yes:: Council Member Terri Aulman; Council Member Dion Bracco; Council Member Daniel Harney; Council Member Peter Leroe -Munoz; Council Member Cat Tucker; Council Member Roland Velasco Recused: Mayor Perry Woodward

Mayor Woodward then returned to the dais.

B. An Ordinance of the City Council of the City of Gilroy Amending Gilroy City Code Chapter 30, Sections 30.50.40 and 30. 50.41 Related to Architectural and Site Permits and Minor Modifications

The staff report was presented by Interim Development Center Manager O'Strander.

The public hearing was opened; there being no comments it was then closed.

Motion on Item VIII. B Motion: to Read the Ordinance by Title' Only and Waive Further Reading Moved by Council Member Dion Bracco, seconded by Council Member Peter Leroe- Munoz. Vote: Motion carried 7 -0.

City Council Meeting Minutes 2/ 22/2016

Item VI.A. Minutes 100 Yes: Council Member Terri Aulman; Council Member Dion Bracco; Council Member Daniel Harney; Council Member Peter Leroe -Munoz; Council Member Cat Tucker; Council Member Roland Velasco; Mayor Perry Woodward

City Clerk Freels read the ordinance title.

Second Motion on Item VIII. B Mot on: to Introduce An Ordinance of the City Council of the City of Gilroy Amending Gilroy City Code Chapter 30, Sections 30.50.40 and 30. 50.41 Related to Architectural and Site Permits and Minor Modifications Moved by Council Member Peter Leroe- Munoz, seconded by Council Member Terri A_ulman. Vote: Motion carried 7 -0. Yes; Council Member Terri Aulman; Council Member Dion Bracco; Council Member Daniel Harney; Council Member Peter Leroe- Munoz; Council Member Cat Tucker;. Council Member Roland Velasco; Mayor Perry Woodward

IX. UNFINISHED BUSINESS

A. Formation and Membership in Silicon Valley Clean Energy Authority

The staff report was presented by Public Works Director Smelser.

Public comment was opened.

Rod Sinks was called to speak sharing his support of the City joining the JPA detailing the benefits to the community and environment.

Cherie Walkowiak was called to speak sharing her support for the JPA for environmental reasons.

Bruce Kamey was called to speak sharing his support for the program and describing the benefits throughout the region.

John Scarboro was called to speak of Carbon Free Mountain View shared his support of the effort describing the benefits to the use of green energy.

Ron Kirkish was called to speak sharing his concerns with the program explaining that the JPA fees within the franchise could go up and the consumer may not be protected.

Public comment was then closed.

The Council took a recess at 8: 52 p. m.

The Council reconvened the meeting at 8:58 p.m.

City Council Meeting Minutes 2/ 22/2016

Item VI.A. Minutes 101 R

Motion on Item IX.A. Motion: rehear the matter at the next Council meeting. Moved by Council Member Peter Leroe- Munoz, seconded by Council Member Roland. Velasco. Vote: Motion carried 5 -2. Yes: Council Member Terri Aulman; Council Member Daniel Harney Council Member Peter Leroe- Munoz; Council Member Roland Velasco; Mayor Perry Woodward No: Council Member Dion Bracco; Council Member Cat Tucker

X. INTRODUCTION OF NEW BUSINESS

A. Status Update on Gilroy's Homelessness 15 -Point Plan

The staff report was presented by Police Chief Turner.

Public comment was opened.

Jan Berstein Chargin of the Compassion Center was called to speak suggested the city look into faster, more progressive ways to house the homeless, suggesting that the topic be further discussed during the Council Strategic Planning Session. She spoke on the Federal initiative to de- criminalize homelessness explaining that 70% of the homeless stops were because they were just homeless.

Denise Zavala was called to speak sharing the details of her family's homelessness and the need to fix the homeless issue as a whole.

Ron Kirkish was called to speak sharing his thoughts on homelessness and need to address the impacts on the community.

John Taft was called to speak sharing his work with the Compassion Center and the larger problem of homelessness. He went on to describe the need to focus on the big issue, speaking on the development of the "tiny home" program with the support services needed including medical, job placement services.

Public comment was then closed.

B. Approval of Memorandum of Understanding with Gilroy Unified School District for a School Resource Officer in Fiscal Year 2016/2017

The staff report was presented by Police Chief Turner.

There were no public comments.

City Council Meeting Minutes 2/ 22/ 2016

Item VI.A. Minutes 102 7

Motion on Item X.B. Motion: to Approve a Memorandum of Understanding with Gilroy Unified School District for a School Resource Officer in Fiscal Year 2016/2017 Moved by Council Member Cat Tucker, seconded by Council Member Terri Aulman. Vote: Motion carried 7 -0. Yes: Council Member Terri Aulman; Council Member Dion Bracco; Council Member Daniel Harney; Council Member Peter Leroe -Munoz; Council Member Cat Tucker; Council Member Roland Velasco; Mayor Perry Woodward

C. An Ordinance of the City Council of the City of Gilroy Amending Chapter 128 of the Gilroy City Code, Entitled " Junk and Secondhand Dealers" Regulating Metal Recycling

The staff report was presented by Interim Development Center Manager O'Strander.

Public comment was opened; there being no comments it was then closed.

Motion on ,Item X.C. Motion,: to Read the Ordinance by Title Only and Waive Further Reading Moved by Council Member Dion Bracco, seconded by Council Member Peter Leroe- Munoz. Vote: Motion carried 7 -0. Yes: Council Member Terri Aulman; Council Member Dion Bracco; .Council Member Daniel Harney; Council Member Peter Leroe=Munoz; Council Member Cat Tucker; Council Member Roland Velasco; Mayor Perry Woodward

City Clerk Freels read the ordinance title.

Second Motion on Item X.C. Motion: to Introduce an Ordinance of the City Council of the City of Gilroy Amending Chapter 12B of the Gilroy City Code, Entitled " Junk and Secondhand Dealers" Regulating Metal Recycling Moved by Council Member Peter Leroe -Munoz, seconded by Council Member Cat Tucker. . Vote: Motion carried 7 -0. Yes: Council Member Terri Aulman; Council Member Dion Bracco; Council Member Daniel Harney; Council Member Peter Leroe- Munoz; Council Member Cat Tucker; Council Member Roland Velasco; Mayor Perry Woodward

XI. CITY ADMINISTRATOR' S REPORT

There was none.

XII. CITY ATTORNEY'S REPORT

City Council Meeting Minutes 2/ 22/2016

Item VI.A. Minutes 103 8

There was none.

XIII. CLOSED SESSION

A. CONFERENCE WITH LEGAL COUNSEL —EXISTING LITIGATION Pursuant to California Government Code Section 54956.9 ( d) ( 1) and Gilroy City Code Section 17A. 11 ( 3) ( a) Name of Case: DFEH No. 638212- 177640 Court/Administrative Body: California Department of Fair Employment and Housing Case No.: 638212- 177640 Date Case Filed: 10/ 20/2015

B. PUBLIC EMPLOYEE APPOINTMENT/EMPLOYMENT Pursuant to Government Code Section 54957 and Gilroy City Code Section 17A.8 a) (4) Name/Title: Interim Finance Director

C. PUBLIC EMPLOYEE APPOINTMENT/ EMPLOYMENT Pursuant to Government Code Section 54957 and Gilroy City Code Section 17A.8 a) ( 4) Name/ Title: City Administrator

There were no public comments.

Assistant City Attorney Houston explained that the Council was.entering into closed session on Item A as discussion in open session would likely prejudice the City's position in the case.

Motion to Adjourn to Closed Session. Motion: to Adjourn to Closed Session Moved by Council Member Cat Tucker, seconded by Council Member Peter Leroe Munoz. Vote: Motion carried 7 -0. Yes: Council Member Terri Aulman; Council Member Dion Bracco; Council Member Daniel Harney; Council Member Peter Leroe -Munoz; Council Member Cat Tucker; Council Member Roland Velasco; Mayor Perry Woodward

The Council adjourned to closed session at 9: 59 p.m.

s/ SHAWNA FREELS, MMC City Clerk

City Council Meeting Minutes 2/22/2016

Item VI.A. Minutes 104 Community Development Kristi A. Abrams Department DIRECTOR

7351 Rosanna Street, Gilroy, California 95020 -6197 Telephone: ( 408) 846 -0451 Fax: ( 408) 846 -0429 http://www.citvofqilroy.org

DATE: March 7, 2016

TO: J. Edward Tewes, Interim City Admini for t

FROM: Susan L. O' Strander, AICP, Interim Development Services Manager` s

SUBJECT: Z 15 -17 (# 16010006), Ordinance Amendment to Add New Minor Modification Permit Process.

At its meeting on February 22, 2016, the City Council, voted unanimously to support the recommended ordinance amendment to update sections 30.50.40 and 30. 50. 41 of the Gilroy City Code to streamline the permit review process for certain types of minor development requests, citywide. The ordinance, as recommended by City Council, is provided for action.

Item VI.B. Arch & Site Ordinance 105 ORDINANCE NO. 2016-

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF GILROY AMENDING THE GILROY CITY CODE, CHAPTER 30, SECTIONS 30.50.40 AND 30.50.41 RELATED TO ARCHITECTURAL AND SITE PERMITS AND MINOR MODIFICATIONS

WHEREAS, the Planning Commission ofthe City ofGilroy has considered the Zoning Code amendment requests ( Z 15 -17), in accordance with the Gilroy Zoning Ordinance, and other applicable standards and regulations; and

WHEREAS, the Planning Commission of the City of Gilroy held a public hearing on January 21, 2016, to consider the request and reviewed written materials and oral comments related to the proposed Zoning Code amendments; and

WHEREAS, the City Council of the City of Gilroy held a public hearing on February 22, 2016, to consider the request and reviewed written materials and oral comments related to the proposed Zoning Code amendments; and

WHEREAS, the subject ordinance amendment is covered under Section 15061( b)( 3) ofthe California Environmental Quality Act (CEQA) Guidelines as an activity that can be seen with certainty to have no possibility for causing a significant effect on the environment; and

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF GILROY DOES HEREBY ORDAIN AS FOLLOWS:

SECTION I

Chapter 30, Section 30.50.41 of the Gilroy City Code entitled " Review" is hereby repealed in its entirety and replaced with a new Section 30.50.41 to read as follows:

30.50.40 Architectural and site review.

The intent ofarchitectural and site approval is to maintain or improve the character and integrity ofa neighborhood or area by promoting excellence in development, preventing undue traffic hazards or congestion, and encouraging the most appropriate development and use ofland in harmony with the surrounding environment and in accordance with the general plan.

30. 50.41 Review.

a) Architectural and Site Review Permits. The community development director or designee shall review and decide applications for architectural and site approval, and shall be bound by any uniform standards adopted by the city council or planning commission relating to the intent, scope or review of architectural and site approval requirements. The community development director or designee shall review and may issue architectural and site approval for the following uses:

1) Construction, installation, or major remodeling of structures in an industrial, commercial, professional office, public facilities or open space zone. Installation

ORDINANCE NO. 2016-_

Item VI.B. Arch & Site Ordinance 106 includes the location oftrailers and mobile units on a site, unless such structures are temporary in nature in compliance with Article XLVII, Temporary Uses. Major remodeling includes building additions, as well as alterations within any twelve (12) month period exceeding fifty percent (50 %) ofthe floor area, facade or value ofthe existing building. The value shall be determined by the city building department. Major interior remodeling projects may be exempt from review if they are determined by the director of planning not to be significant in terms of potential impacts to surrounding land uses and meet all other minimum city standards.

2) Residential developments having two ( 2) or more total units on a parcel, unless otherwise exempted under this chapter.

3) Relocated or moved buildings.

4) Changes in historic site or neighborhood combining districts which the planning director determines are not significant, and thereby do not require further review, may receive an administratively approved Architectural and Site Review permit, either through a new Architectural and Site Review Permit or through a Minor Modification process pursuant to section 30.50.41( b). The historic heritage committee shall review and make recommendations to the planning commission on applications for architectural and site approval which involve significant changes, and shall be bound by any uniform standards adopted by the city council or planning commission relating to the intent, scope or review of architectural and site approval requirements. The planning commission shall review and may issue architectural and site approval for the following uses:

a. Remodeling or construction in a historic neighborhood combining district, as defined in section 30.27.40(a), involving significant changes, as determined by the planning director.

b. Remodeling or construction in a historic site combining district, as defined in section 30.27.40( b), involving significant changes, as determined by the planning director.

5) Development of four (4) or more single -family residential parcels which have been created from the same parcel map, tentative map or final map.

6) Site improvements in commercial and industrial districts intended to allow for establishment of a new use or expansion of an existing use on property for which prior legal improvements have not been installed. Such new improvements could include, but not be limited to, grading, paving and fencing.

7) Use of a lot for outdoor uses or storage purposes, except for exterior storage in private residential yards that conforms to other provisions of the municipal code.

8) Homes and accessory structures requiring building permits within the residential hillside zoning district, except for those accessory structures approved under the Minor Modification provisions in Section 30.50.41( b).

ORDINANCE NO. 2016-

Item VI.B. Arch & Site Ordinance 107 9) Building demolitions, except for the following:

a. Demolition ofa non -historic single -family home for which buildingpermits have been issued'for a replacement single- family house. For the purposes of this section, a historic home shall be any home in the Historic Neighborhood Combining District, a Designated Historic Site, or any structure meeting the criteria established in 30.27.30 of the Gilroy City Code.

b. Demolition or removal of a building which the city building official has determined to be an immediate threat to public health or safety.

C. Demolition or removal of a building that has been ordered to be removed or demolished by the Code Enforcement appeals hearing board or by a court of law.

d. Demolition or removal ofresidential accessory structures, except for historic properties ( subject to 30.27.50 of the Zoning Ordinance), and subject to the provision of on -site parking.

e. Demolitions ofnon -residential buildings no greater than one thousand square feet that are approved through the Minor Modification process.

f. Demolitions that, due to their size, nature, condition, or other factors are determined by the Community Development Director or designee to not require an architectural and site permit.

10) The creation, on or above ground, through installation, construction, or replacement, of 2,500 square feet or more of impervious surface, except that single -family detached residences that are not within the Residential Hillside zoning district, a Planned Unit Development overlay district, or the Historic Neighborhood Combining District are not subject to the Architectural and Site Permit process. For purposes of this section, the calculation of the 2,500 square feet of new or replaced impervious surface shall represent the total of all newly created impervious surfaces, whether on structures, pavement, or any other surface.

11) Changes identified in 30.50.41. b that are not approved as a Minor Modification.

Any other remodeling, except as indicated above or as indicated in Section 30.50.41( b) below, shall be exempt from Architectural and Site or Minor Modification approval. For changes requiring a Minor Modification or Architectural and Site Review Permit, a building permit shall not be issued until Architectural and Site or Minor Modification approval is obtained from the community development director or the planning commission, if appealed. b) Minor Modifications. A Minor Modification may be conducted only where such approval would be consistent and comply with all applicable local laws in effect at the time of issuance, including without limitation the city's general plan and the provisions of the City Code. The intent of the Minor Modification process is to facilitate minor changes that maintain or improve the aesthetic, historic, architectural, landscape, or other qualities of

ORDINANCE NO. 2016-_

Item VI.B. Arch & Site Ordinance 108 properties. Minor Modifications consistent with this section may, without limitation, be conducted to implement Sections 30.26. 50(b), 30.50.47(d), or 30.50.50(g) of the Zoning Ordinance. No proposals requiring a new Negative Declaration, Mitigated Negative Declaration, or Environmental Impact Report as clearance under the California Environmental Quality Act shall be allowed through the Minor Modification process.

The Community Development Director or designee may, at the director's sole discretion, approve a Minor Modification for the following elements, subject to and in accordance with the provisions of this section.

1) Changes to previously approved development permits but only for minor modification ofarchitectural elements or landscape details (including but not limited to minor storefront alterations, relocation of doors, equipment screening, minor landscape furniture and structures, benches, small trellises, and planters) which do not affect the use, intensity, general character, architectural style, circulation or other site function of the project.

2) The creation, on or above ground, through installation, construction, or replacement, of less than 2,500 square feet of impervious surface, except that single- family detached residences that are not within the Residential Hillside zoning district, a Planned Unit Development overlay district, or the Historic Neighborhood Combining. District are not subject to the Minor Modification process. For purposes of this section, the calculation of the maximum square feet of new or replaced impervious surface shall represent the total ofall newly created impervious surfaces, whether on structures, pavement, or any other surface.

3) The replacement, repaving, reconfiguration, or re- striping of parking spaces on existing surfaces.

4) Building additions or accessory structures of less than one thousand square feet or less than twenty percent ( 20 %) of the building area prior to the addition in area, whichever is smaller, to nonresidential buildings.

5) Building additions or accessory structures oftwo -hundred and fifty (250) square feet in total area or less, or less than twenty percent (20 %) ofthe total building area prior to the addition, whichever is smaller, to hillside single- family residences, residences in Planned Unit Development Overlay zones, a duplex, or a m'ultiple family building, provided that current parking regulations are being met and would continue to be met after the completion of any addition and provided that site amenities are not adversely impacted.

6). Above -ground storage tanks oftwo thousand gallons or less in zoning districts other than industrial zoning districts and an above- ground storage tank of ten thousand gallons or less in an industrial zoning district.

7) Demolition of non -residential buildings less than 1, 000 square feet.

ORDINANCE NO. 2016-

Item VI.B. Arch & Site Ordinance 109 8) For properties designated as a historic site or within a historic neighborhood combining district, Minor Modifications can be processed and approved for the following:

a. Minor modifications of architectural elements, landscape details (including but not limited to equipment screening, minor landscape furniture and structures, benches, small trellises and planters), or installation of new or additional pavement that do not affect the historic significance, use, intensity, general character, architectural style, circulation or other site function ofthe property.

b. Accessory structures or building additions that do not exceed two- hundred and fifty (250) square feet in area and that are consistent with historic compatibility criteria and applicable design guidelines and standards..

9) Other similar minor items, as determined by the Community Development Director.

The decision to grant, deny or condition a Minor Modification is an administrative determination and requires no hearing or public notice. The action of the Community Development Director or designee shall be final, and nothing herein shall be deemed or construed to confer on an applicant a right to a Minor Modification or to require the Director to issue a Minor Modification. If the Community Development Director denies a Minor Modification, nothing herein shall preclude the applicant from thereafter filing an application for an appropriate development permit.

Where property was developed prior to the requirement of an Architecture and Site Permit, Minor Modifications for projects as set forth in Section 30.50.41( b) may be approved without the necessity ofthe issuance ofa full site Architecture and Site Permit. The Minor Modification process may, at the Community Development Director' s discretion, also be used to make the above -noted modifications to an approved Planned Unit Development Permit."

SECTION II

If any section, subsection, subdivision, sentence, clause, or phrase of this Ordinance is for any reason held to be unconstitutional or otherwise void or invalid by any court of competent jurisdiction, the validity ofthe remaining portion ofthis Ordinance shall not be affected thereby.

SECTION III

Pursuant to Section 608 ofthe Charter of the City of Gilroy, this Ordinance shall be in full force and effect thirty (30) days from and after the date of its adoption.

PASSED AND ADOPTED this day of March, 2016, by the following roll call vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ORDINANCE NO. 2016-_

Item VI.B. Arch & Site Ordinance 110 APPROVED:

Perry Woodward, Mayor

ATTEST:

Shawna Freels, City Clerk

ORDINANCE NO. 2016

Item VI.B. Arch & Site Ordinance 111 Community Development Kristi A. Abrams Department DIRECTOR

7351 Rosanna Street, Gilroy, California 95020 -6197 Telephone: ( 408) 846 -0451 Fax: ( 408) 846 -0429 http:// www.cityofqilroy.org

DATE: March 7, 2016

TO: J. Edward Tewes, Interim City Adminis or r FROM: Susan L. O' Strander, AICP, Interim Development Services Manager` s

SUBJECT: M 14 -06 ( #14090027), City Code Amendment to Chapter 12B Related to Metal Recycling Throughout the City of Gilroy.

At its meeting on February 22, 2016, the City Council, voted unanimously to support the recommended city code amendment to deter theft of certain items including fire hydrants, manhole covers, and backflow devices, and to also address the sale or purchase or nonferrous materials such as copper wiring. The ordinance, as recommended by City Council, is consistent with state regulations, and is provided for action.

Item VI.C. Junk & Secondhand Ordinance 112 ORDINANCE NO. 2016-

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF GILROY AMENDING CHAPTER 12B OF THE GILROY CITY CODE, ENTITLED " JUNK AND SECONDHAND DEALERS" REGARDING METAL RECYCLING THROUGHOUT THE CITY OF GILROY

WHEREAS, the California Constitution, article XI section 7, confers on the City ofGilroy City ") the power to make and enforce within its limits all local, police, sanitary and other ordinances and regulations not in conflict with general laws; and

WHEREAS, the proposed Ordinance will amend various provisions ofthe current Gilroy City Code, Chapter 12B, entitled "Junk and Secondhand Dealers" and the proposed text changes would occur in that chapter of the Gilroy City Code; and WHEREAS, the City Council, after considering this item as a study session item at a duly noticed City Council meeting on September 22, 2014, unanimously directed staff to prepare an ordinance to reflect the new legislation, specifically Senate Bill No. 1387 and Assembly Bill Nos. 1583 and 1508, which were enacted to address the prolific theft of metal from community facilities; and

WHEREAS, on February 1, 2016, the City Council took and considered written and oral public testimony, the staff report dated February 1, 2016; and WHEREAS, the City Council finds that the proposed Ordinance is necessary for the protection of the public health, safety and welfare; and

WHEREAS, the City Council further finds that the proposed Ordinance is necessary to reduce the unanticipated financial costs to the City because ofprolific theft ofmetal in the City; and

WHEREAS, these amendments to the Gilroy City Code are exempt from environmental review pursuant to Section 15061( b)( 3) of the State Guidelines implementing the California Environmental Quality Act of 1970, as amended, because it can be seen with certainty that there is no possibility that said amendments will have a significant effect on the environment; and

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF GILROY DOES

HEREBY ORDAIN AS FOLLOWS:

Item VI.C. Junk & Secondhand Ordinance 113 SECTION I

The Gilroy City Code, Chapter 12B, entitled "Junk and Secondhand Dealers" is hereby repealed in its entirety to be replaced with a new Chapter 12 B to read as follows:

12B. 1 Definitions.

a) For the purposes of this chapter a " junk dealer" shall be a person, firm or corporation having a fixed place of business in the city and engaged in conducting, managing or carrying on the business ofbuying, selling or otherwise dealing in either wholesale or retail any old rags, sacks, plastic or glass bottles, cans, paper, scrap metal, metal wire or tubing, or metal in any form, or other articles commonly known as junk.

b) " Secondhand dealer," as used in this chapter shall be defined as provided in Sections 21626 and 21626.5 of the California Business and Professions Code.

c) " Tangible personal property," as used in this chapter, shall be defined as provided in Section 21627 of the California Business and Professions Code.

1213. 2 Permit— Required.

It shall be unlawful for any person to engage in, conduct, manage or carry on the business of secondhand dealer or junk dealer without first applying for and receiving a permit therefor in writing from the chief of police in the manner provided in this chapter. The conduct of such businesses shall comply with the requirements of this chapter and the California Business and Professions Code Sections 21600 et seq.

1213. 3 Same —Application.

Any person desiring to obtain a permit to conduct or carry on the business of a secondhand dealer or junk dealer shall file an application in writing therefor with the chief of police. In addition to any other information required on the form, the applicant shall specify by street and number the place where such business is proposed to be conducted or carried on and said application shall be signed by the applicant and shall contain the residence address of the applicant. In addition to the application required in this chapter, the applicant shall also be required to complete any such additional forms as prescribed and provided by the Department of Justice.

12BA Same— Issuance; subject to compliance, prerequisite to license.

a) No permit to conduct or to carry on the business of a secondhand dealer or junk dealer shall be granted to any person unless the person shall first have made an application in writing for a permit on forms required by the city and as prescribed and provided by the Department of Justice. No person shall be issued a permit to carry on the business of a

Item VI.C. Junk & Secondhand Ordinance 114 secondhand dealer or junk dealer if that person has been convicted of an attempt to receive stolen property or any other offense involving stolen property. Prior to the granting of permit under this chapter, the application for said permit shall be submitted to the Department of Justice in accordance with the procedure set forth in Section 21641 of the California Business and Professions Code.

b) The city finance department shall not issue any business license to any person to conduct or carry on the business of a secondhand dealer or junk dealer until the chief of police shall have granted a permit therefor as provided in this chapter. Permits granted under this chapter shall be renewable one year from the date of issue and annually thereafter upon the filing of a renewal application and the payment of appropriate fees as adopted by council resolution and subject to the requirements provided in Section 21642 of the California Business and Professions Code.

12B. 5 Same— Revocation; hearing and notice thereof, restoration.

a) In the event that any person holding a permit to conduct or carry on the business of secondhand dealer or junk dealer shall violate, cause or permit to be violated any of the provisions of this chapter or any provision of any ordinance or any law relating to or regulating any such business or shall conduct or carry on such business in an unlawful manner or shall cause or permit such business to be conducted or carried on in an unlawful manner, it shall be the duty of the chief of police in addition to the other penalties provided by this chapter, to revoke the permit for conducting or carrying on such business, and after the permit of any person to conduct or carry on any business under the provisions of this chapter shall be revoked, no permit shall be granted to such person to conduct or carry on any such business within six ( 6) months after such revocation.

b) No permit shall be revoked without the option of an appeal hearing by the city council in the matter of the revocation of such permit. Notice shall state the grounds of complaint against the business carried on by such holder and shall also state the time when and the place where such hearing will be held.

12B.6 Records required; Contents open to inspection; language and legibility.

a) Every secondhand dealer or junk dealer shall keep a full, true and complete record of all goods, wares, merchandise or things purchased or received by the secondhand dealer or junk dealer.

b) Such record shall demonstrate a complete ownership transfer history, including the place and date of each article purchased or received, or sold or disposed of, and one of the following methods to identify the person from whom such article was purchased and the person from whom such article was received:

Item VI.C. Junk & Secondhand Ordinance 115 i) The name, valid driver' s license number and state of issue or California or United States -issued identification card number.

ii) The name, identification number, and country of issue from a passport used for identification and the address from an additional item of identification that also bears the seller' s name.

iii) The name and identification number from a Matricula Consular used for identification and the address from an additional item of identification that also bears the seller' s name.

c) Such record shall also show the amount purchased and an itemized list of the articles purchased or received and if any articles so purchased and received have engraved thereon, any number, word or initial or contain any settings of any kind, the description of such article in such record shall contain such number, word or initial and shall show the kind of settings and the number of each kind.

d) Such record shall also contain a full, true and complete description of all goods, wares, merchandise or things sold or otherwise disposed. ofby such secondhand dealer or junk dealer.

e) Such record shall include the vehicle license number, including the state of issue, of any motor vehicle used in transporting the junk to or from the junk dealer' s or recycler' s place of business.

f) A statement indicating either that the seller of the secondhand or junk items is the owner of it, or the name of the person he or she obtained the junk from, as shown on a signed transfer document.

g) The record referred to in this chapter shall be entered immediately after any transaction referred to in this section has taken place, and such record shall be kept as permanent record in the place of business of such secondhand dealer or junk dealer and shall be open at all times during business hours to the inspection of the chief of police or any police officer of the city.

h) Every record required by the terms of this chapter to be kept shall be written or printed entirely in the English language and in a clear and legible manner.

12B. 7 Unlawful acts.

It shall be unlawful for any.persons engaged in conducting or carrying on the business of secondhand dealer or junk dealer or for any agent or employee of any such person to fail, refuse or neglect to exhibit to the chief of police or any police officer of the city immediately

Item VI.C. Junk & Secondhand Ordinance 116 upon demand the privilege of the inspection of any such record or records in this chapter that are required to be kept.

1213. 8 Retention of tangible personal property; reporting of transactions.

a) Every secondhand or junk dealer shall retain in his or her possession for a period of thirty (30) days, all tangible personal property reported under-the provisions of this chapter. The thirty -day holding period with respect to such tangible personal property shall commence with the date the report of its acquisition was made to the chief of police by the secondhand dealer or junk dealer. The chief ofpolice may for good cause, as specified by the Department of Justice, authorize prior disposition of any such property described in a specific report; provided, that a secondhand dealer or junk dealer who disposes of tangible personal property pursuant to such authorization, shall report the sale thereof to the chief of police.

b) Every secondhand dealer or junk dealer shall report daily, or on the first working day after receipt for purchase of tangible personal property, on forms prescribed or provided by the Department of Justice, all tangible personal property which he or she has purchased, taken in trade, taken in pawn, accepted for sale or consignment, or accepted for auctioning, to the chief of police in accordance with the provisions of this chapter and the provisions of Section 21628 of the California Business and Professions Code.

12B.9 Engaging in more than one business.

If any person shall engage in conducting, managing or carrying on at the same time more than one of the businesses defined and referred to in this chapter, such person shall be deemed to be engaged in conducting, managing and carrying on such business separate and apart from such other business and the person shall comply in all respects with the provisions of this chapter relating to each such business and it shall be unlawful for any such person to fail, refuse or neglect to do so.

12B. 10 Violation; penalty.

a) The violation of any of the provision of this chapter not otherwise punishable under Section 21645 of the California Business and Professions Code is a misdemeanor.

b) It is unlawful and a violation of this chapter for any person who is engaged in the salvage, recycling, purchase, or sale of scrap metal to possesses any of the items listed below that were owned or previously owned by any public agency, city, county, city and county, special district, or private utility that have been stolen or obtained in any manner constituting theft or extortion, knowing the property to be so stolen or obtained, or fails to report possession of the items pursuant to the California Business and Professions Code.

i) A fire hydrant or any reasonably recognizable part of that hydrant.

Item VI.C. Junk & Secondhand Ordinance 117 ii) Any fire department connection, including, but not limited to, reasonably recognizable bronze or brass fittings and parts.

iii) Manhole covers or lids, or any reasonably recognizable part of those manhole covers and lids.

iv) Backflow devices and connections to that device, or any part of that device.

c) A junk dealer who unknowingly takes possession of one or more of the items listed in the subdivision (b) above, as part of a load of otherwise non -prohibited materials without a written certification has a duty to notify the appropriate law enforcement agency by the end of the next business day upon discovery of the prohibited material. Written confirmation shall relieve the junk dealer or recycler from any civil or criminal penalty for possession of the prohibited material. The prohibited material shall be set aside and not sold pending a determination made by the chief of police.

d) Each person shall be deemed guilty of a separate offense for every day during a portion of which any violation of any provision of this chapter, not otherwise punishable under Section 21645 of the California Business and Professions Code is committed, continued or permitted by such person, and shall be punishable therefor as provided elsewhere in this Code.

SECTION II.

Ifany section, subsection, subdivision, sentence, clause, or phrase ofthis Ordinance is for any reason held to be unconstitutional or otherwise void or invalid by any court of competent jurisdiction, the validity ofthe remaining portion ofthis Ordinance shall not be affected thereby.

SECTION III

Pursuant to section 608 ofthe Charter ofthe City of Gilroy, this Ordinance shall be in full force and effect thirty (3 0) days from and after the date of its adoption.

PASSED AND ADOPTED this day of , 2016, by the following roll call vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

Item VI.C. Junk & Secondhand Ordinance 118 APPROVED:

Perry Woodward, Mayor

ATTEST:

Shawna Freels, City Clerk

4817 -3267 -3325, v. 2

Item VI.C. Junk & Secondhand Ordinance 119 City of Gilroy STAFF REPORT

DATE: 2/ 24/ 2016

TO: Honorable Mayor and City Council Members

FROM: Ed Tewes, Interim City Admini ( tor

SUBJECT: Appointment of Interim Finance Director

Recommendation

Pursuant to Charter Section 703, it is recommended that the Council consent to the appointment of Barbara Voss as Interim Finance Director. The City is currently recruiting to fill the position of Finance Director with the appointment to be made by the new City Administrator within 90 days.

Background

Ms. Voss has served as Gilroy' s Assistant Finance Director since 2007 with major responsibilities for managing the City' s financial management systems, as well as supervising the accounting and utility billing sections. Prior to her service in Gilroy, Ms. Voss was employed in the private sector for Calpine Corporation as the Manager of Financial Planning and Analysis. She earned her Master' s Degree in Accountancy from San Jose State University.

Item VI.D. Interim Finance Director 120 Telephone (408) 846 -0228 Human Resources & FAX: ( 408) 846 -0200 http: / www./ ci. gilroy.ca. us Risk Management LeeAnn McPhillips Department HUMAN RESOURCES DIRECTOR/ RISK MANAGER 7351 Rosanna Street GILROY, CALIFORNIA 95020

To: J. Edward Tewes, Interim C 1

From: LeeAnn McPhillips, Risk Manag

Date: February 29, 2016

Subject: Recommendation to Reject Claims

Based on the recommendation from Municipal Pooling Authority ( MPA) and /or legal counsel, please submit the following claim( s) to the City Council for rejection for the March 7, 2016 meeting:

Claim of Monica Fernandez

Claim for Irma Garcia

Item VI.E. Claim of Monica Fernandez 121 File With' CLAfMNo. t City Clerk's Oil co J OF EiIOY 7351 Hosanna Street CLAIM FOR DAMAGES f' Grirtry. CA 95020-6141 To Person Or Property

INSTRUCTIONS'' a 1. CI&ms for death. Injury to person or to personal property must be lied not later than six rrwnttts a!lRr the uu occurrence. ( Gov. Code Sec. 911. 2) Claims for demagm to real onperty musl oe filed not later uwn 1 year 91111 Read entire claim before fkng 4. Seepage 2 to diagram upon whish to locale place of &caQeN. F20IV 5 TMs dam must be st9nad on pogo 2 al bottom E Attach sapnrats sheers, '4 namssary, to gm N1 details. SIGN EACH

Dar TO: CITY OF GILROY omt3irj'' ate nt

tame of CI ' mans Occupation ai Cim ant C Homo Aearnsc of Cblstint ! G Slate Moms Teter one N r

L L _ Business Addracs of City and State Business Te'kphone N mEer

Give address and telephone number to which you desire notices at communications W he sent regarding this claim isimsat-e a -mail address

Y\ z _ y / 0 "' Xca o I Cie' 1C> f ' l _'r . rs.,: GIN Whan did DAM GE or IN Y occur? N.knoa 01 MY City empbyses ikrrovled to INJURY or DAMAGE: Date Th- It claim Is for £ uh Ie 1 , ghee dare claimant served wft the r omptaint: Dato N 1

Wheremeasurementdid DAMAGE ; from lartdmerlttKor INJURY occur? Describe fully, endiaoaM andlearm art taverse aids af ttra street. Where appropriate, prig attsee imroes sallsddrsss astd n' \ p, (\". 0z" e, V Cin a Jot f 1 1

Descrlhe In detsa the DA[MAGGE- of INJURY occurred.

t SGre „ Q 3t-' oL* c' — Gin c1 Y p

Lk

Why do you claim tltaci Is ssePpms1lM\ }+

r , i

tW t i 0AiA

Descfto In detall each NJJURY or DAMACE:

mh * vies /and ti) .u. r , I- rrC3r/ 4ra

SEE PAGE 2—(0 V ER-) TM CLAIM FAUST BE SIGNED ON REVERSE SIDE

Item VI.E. Claim of Monica Fernandez 122 ClaimantlL The amount cloned, as of the data of presentation of this claim, is eomputed as follows- Damages incurred to dots ( exact): Estimated prospective damegss as far as knowrr. Demo" to property ...... 3 Future expenses for medcal and hospital care 3 Expansas for madical and hospital car .... b- Future loss of sawn" ...... Lost of sernhW ...... Other prospective special deateges ...... 3 Spsoial damages for ...... Prospective general damapa ......

Total setimmta prospective damages ...... 3 = =- d ...... GorTotTotal damagesdamage incurrederred tto eaudot ...... 3 521

Total arnarnt dabmd es of date of presentation of # is claim: 3 lJ AO g

Was damage endfa k* wy investigated by police? O If so, what city?

Were paramedics or ambulance called? so, awns city or ambulance H Injured. state data. tam. name and address of doctor of your fast visit y

WITNESSES to DAMAGE or INJURY: last ad persons mod addresses of persons known to !rave fnfownedor

Name Address Phone Name Address PMrarfs Heme Address Phone

DOCTORS and HOSPITALS:

Hospital - Address Dote HaNd" Gzad Doctor Address Data at Ttaioulnerd

Doctor Address _ Dow of Tnatntam -

READ CAREFULLY For all accioent dorms, place on ft,ltawiny diugrarn names of Location of City at time of accident by ' A -1' and location of yourself streets. including North. East. South and West: Indicate plats of Or your vehicle at the time of the accident by ' 8, 1" and the paint of accident by ' X' and by showing house numbers er distances to impact by' X ' treat toners. if City Vehicle was involved. dasiginate by latter NOTE: If diagrams below do not fit the situation, attach hereto a A' location of City Vehicle when you first sew it, cad by ' 8' Proper diagrom signori by claimant. location of yourself or you, valvclo when you first saw City Vehicle:

r 1

SIDEWALK

CURB

CURS--;

SIDEWALK

Signature of Claimant or person filing on Typed Name: _ - -- Dom: his behalf giving relationship to Cisim r.

0- 7 d. 81 NOTE: CLAIMS MUS BE FRED 6TH CITY CLERK ( Gov. Cods Sec. 91 SaL Presentation of a false claim is a felony {Pen. Coda See. 72).

Item VI.E. Claim of Monica Fernandez 123 V Jle CLAIM No. City Clerk' s Odic_ CITY OF QIRDY

a' CLAIDA FOR DAMAGES Gilroy. CA 55020 -6141 To Person Or Property 9' INSTRUCTIONS t. claim's for aSU i, :_ " ry to 1 --rscn or tc = c a1 prc = rr must to aiad r,•i _.la- al tian six mc, ^.ins 3 er tie cccunance. ( Gov. Code Sac. 91, 1. 2)

2. Clains for cama =3 1e . _ _ net la: ar -. _ i r ro' =y ?n" sl e 5i-_ c _ code Si 1. 21 3. Readani.ieclai- tc_fore F.fi, Ic- RECEIVED DEC 151015 4. See pace 2 for diagram upon •rt:ish to Iorai e +a_e Of _% cid5ri 5. % his claim for- ,^ ust iu signed on pace 2 et 6. ".. a ; s= = = s s. if necessary, ;-D c;. a ft: il deiai's_ SlC_:il FACH S - c= i .

TO: CITY OF GILROY

Narte of Claimant ' l O^-'_ pation c! Claiaz It`

ricme Address of t; iaimaht - CaY -• v C;, d and Stele - 1 1 ( He rare- Tat_ h a Nureher

Business ,"-adr_ ,. ss of Clainar.; yp 3 osiressiate; ane Niitr'er

GFn_adds ss and laiephone num5er to vrhich y_u desire natives or cnmmunica inns M to se.;; recarair G this claim: claiman _ a , nail

When did GAIMAG_} I{NJUSY occur? u1 N—,, es or a: y city ern, -foyaes i n• 3vled in l = Y or DA Dare - 12 2 -L." iMme I It claim is for Equitabie Ineemni* ?, give data clai - ant sewed vriLS the com aint: Dale

Where did DAMAGE or INJURY cccur? Descri e illy, and Tecate or. dia. an c reverse side o! t5is sweet Ydfie, e aprraprat_, measure - ents fron Iandrnarfis f n S it s reel namesand zdd. ss and r v I n o t Sv e ra Sck ve S4 > inq C-eI r C r C :1 S- e e.- w c h e uv e. d , eY 1 h - VYIA - e.- vn& e( vain •

Descri' e in detail the DAMAGE or 11NIJUAY cccur,

o Ttl COnne efipYi thk e G + : c c o,nv- r b sc! - . ` 1 1 1 v C

Why do you claim tie city is responsible? lc 1 W_C5c s1_&e

Descri- 2 in detail each ujiuF; Y or DA.',IAGc:

S = C PAGE 2 ( OVER) Item VI.F. Claim of Irma Garcia 124 TF; I: r.l e13a e.iiiOT o_ cir r, - otor The amount Clainlec,' a3 Z; ',.:! ca: e p: t3an: B:; Cn .3; this C! aim, is compu.ta! 7! 3 f. Ifcws: Estimated prospective damages as iv as known: Damages incurm, to den (earn: Fuwra expawn or MKON ZA Damage! to pr opazy ...... Eamses, or madical W hWW: j car ..... S Fw,_-re loss ofaa-­ 19-s ...... 0zn2r prospective special darnaps ...... Loss of e2m.in^ 3 ...... $ prospective gWVA damages ...... jp eo, a,' damages f r ...... S ToW estrnaie ; W00` 3 izmzWs ...... S

General damages - ...... Total darna; as in= rrad to t3zn ...... S_ 00 Tozp! ern-c--mt cle"..'naZ as ct den 0 W" W" On cf ' his C12im: s

If S:, what City? Vas d2nz; a and!,: - i.-, v2szig_=n2 by ;- c1; c!? I.' sc, name Ci y or emb,-1anc! Were paramed4s Cr anloawt Coe=? _ nf_ of you,; rl; sr V;.Siz state data, name. end ied-j:ass of

VATMESSES n DAMAGE Cr INJUPY: Us, ZN . a; sz!ni and addresses of persona knovin to have iraonmnu,3n: Phase Address a rn z- Phone Address IN am t

Address Phone Name

DOCTO:RS and

Address Date H_ spin:ized

Address Due of Trawment

Dan o.of - ea. m2,nz Doctor A cd. =33

READ CAREFULLY

0 f ror - 11 accj! ant cjEirr-.s. pla_ t on f-,;! cvhng diagram names Locadon of City a, time Of accidan: by * A- I' and location of yourself Cr ycu. Vehicle a: a isms of & a asciien: by 20 , and the point of uia! ts, inc; udin; Nlzrth, -: as*,. and 1. 7au: lr d; cate place of impact by " X.' ezcyanj by W and by sMwhg h.cuse nurn_ ai of distances to NOTE H diacmms b3:: ve do not f5t zhz si[ luad-.cn, u-z2,_ h Hare' a rest ccrnws. If Ch WHO! V; a , invoval daffinaza by War 2- -; pm, r diaCgram signad. bY Clemam jocsr Ci. y Ve.,-..cje y.,hen you Rtat saw it and by 1 cadon of yo _,rsa! f C.: ycu" verliclao -,-4,hen you first saw City vehic!e:

x

Q

A I Si CUA SO

Dam Sign awn d chmant W person 5" g on I ' pad I'lama: his behalf • i WIN— MV 10 CQ= aw: Gaf-dck A

M070 CLAWS MIT sa pap" hM CITY co.:.K ( Gov. Code Sec. E 1 So. ?" Sawed,, o1 a false claim is a hl" y Pan. Me Sac. 7A

Item VI.F. Claim of Irma Garcia 125 Community Development Kristi A. Abrams Department DIRECTOR

7351 Rosanna Street, Gilroy, California 95020 -6197 Telephone: ( 408) 846 -0451 Fax: ( 408) 846 -0429 http:// www.citvofqilroy.org

DATE: March 7, 2016

TO: J. Edward Tewes, Interim City AdmiVAator f FROM: Susan L. O' Strander, AICP, Interim Development Services Manager

SUBJECT: Z 15 -15 (# 15120032), Ordinance to Amend the Downtown Use Tables and Add New Downtown Use Permit Process.

At its meeting on February 22, 2016, the City Council, voted to support the recommended ordinance amendment to update section 30. 19. 10( c)(2) of the Gilroy City Code to clarify the land uses allowed in Downtown Gilroy. In addition, Section 30.50.35 provides for the new Downtown Use Permit process, which would be applicable to micro -brewery and wine tasting facility uses. The ordinance, as recommended by City Council, is provided for action.

Item IX.A. Downtown Ordinance 126 ORDINANCE NO. 2016 -XX

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF GILROY AMENDING THE GILROY CITY CODE, CHAPTER 30, SECTION 30. 19. 10( C)( 2), ENTITLED DOWNTOWN USE TABLE, AND ADDING A NEW SECTION 30.50.35 ENTITLED DOWNTOWN USE PERMITS

WHEREAS, Gilroy City Code, Chapter 30, Section 30. 19. 1 0( c)( 2) is the City' s Downtown Use Table, which specifies the unconditionally permitted uses, temporary uses, permitted uses with a condition use permit and permitted uses with an administratively approved Downtown Use Permit; and

WHEREAS, the Planning Commission ofthe City ofGilroy has considered the Zoning Code amendment ,requests ( Z 15 -15), in accordance with the Gilroy Zoning Ordinance, and other applicable standards and regulations; and

WHEREAS, the Planning Commission of the City of Gilroy held a public hearing on January 21, 2016, to consider the request and reviewed written materials and oral comments related to the proposed Zoning Code amendments; and

WHEREAS, the City Council of the City of Gilroy held a public hearing on January 22, 2016, to consider the request and reviewed written materials and oral comments related to the proposed Zoning Code amendments; and

WHEREAS, the subject ordinance amendment. is covered under Section 1.5061( b)( 3) ofthe California Environmental Quality Act (CEQA) Guidelines as an activity that can be seen with certainty to have no possibility for causing a significant effect on the environment; and

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF GILROY DOES HEREBY ORDAIN AS FOLLOWS:

SECTION I

Chapter 30, Section 30. 19. 10( c)( 2) ofthe Gilroy City Code entitled "Downtown Commercial Use Table" is hereby repealed in its entirety and replaced with a new Section 30. 19. 1 0( c)( 2) to read as set forth in Attachment " A" which is attached hereto and incorporated by this reference.

SECTION II

Chapter 30 is amended to add new Sections 30.50.35, 30.50.36 and 30.50.37 to the Gilroy City Code entitled " Downtown use permits" to read as follows:

See. 30.50.35. Downtown Use Permits.

a) Downtown Use Permit Criteria.

Micro -breweries and wine tasting establishments meeting the following criteria may be allowed through issuance of an administratively issued Downtown Use Permit by the Community Development Director or his/ her designee. The Downtown Use Permit shall be

ORDINANCE NO. 2016-

Item IX.A. Downtown Ordinance 127 subject to the criteria enumerated below, may be subject to additional conditions at the Community Development Director' s discretion, and the Director' s decision is final. If the Community Development Director denies a Downtown Use Permit, nothing herein shall preclude the permittee from thereafter filing an application for an appropriate development permit, which may include a Conditional Use Permit.

1) Compliance with other regulatory requirements. As applicable, the permittee shall comply with all criteria in Chapters 8 and 30 ofthe Gilroy City Code and shall obtain a Bar Permit or Dance Venue Permit from the Police Department. Business Owner or Permittee shall receive and maintain a valid license from the State Department of Alcoholic Beverage Control for all applicable sales.

2) Design Criteria: At least 15% of the tenant' s space shall be dedicated towards publically accessible drinking establishment uses, unless an alternative floor plan is specifically approved by the Community Development Director or his or her designee, with the intent being to provide an active storefront.

3) Sales.

a. For micro- breweries, only craft beer brewed on site can be sold at the premises. Off sale- of craft beer brewed on site may be allowed, consistent with State Department of Alcoholic Beverage Control.

b. For wine tasting establishments, sales shall be limited to wine and at least 50% of the wine menu must be dedicated to local wines, defined as wines from the " Wineries of Santa Clara Valley".

C. If beer or wine is to be sold or consumed in any outdoor areas, such areas must be approved by the Planning Division and licensed by the State Department of Alcoholic Beverage Control.

4) Odors. Any odors emanating from fermentation or other processes associated with the businesses permitted within this section shall be controlled and mitigated such that they do not have an adverse impact on nearby uses.

5) Litter. The permittee shall be responsible for keeping the subject property and public areas adjacent to the property, including areas at the rear of the property, free and clear from litter. Cleaning ofthe public right ofway adjacent to the subject property shall occur before 8: 00 a.m. following each day the use is in operation.

b) Suspension or Revocation of Downtown Use Permit.

Notwithstanding other remedies provided for by the Gilroy City Code, the ChiefofPolice or Community Development Director, at their discretion, may immediately suspend the Downtown Use Permit, if violations of the performance criteria ofthe Downtown Use Permit have occurred, or ifuse is found to be detrimental to the public health or safety. In the event

ORDINANCE NO. 2016-

Item IX.A. Downtown Ordinance 128 of such a suspension, the permittee shall be required to correct the violations within ten ( 10) days. If the violations are not corrected, then the permittee may be subject to further action by the City, which may include,. but is not limited to, business license or other permit revocation proceedings. In addition, the permittee may be required to apply for and obtain an appropriate development permit, which may include a Conditional Use Permit.

c) Conditional Use Permit Requirement.

The Chief ofPolice or Community Development Director, or his/her designee, may require that a Conditional Use Permit be obtained for the micro- brewery or wine tasting. establishment if they determine that, after discussions with the: permittee, that the use is operating in a manner that is inconsistent with the performance criteria contained in Section 30. 50.35( a), is inconsistent with any other City permits, creating a public nuisance, or is otherwise detrimental to public health, safety and welfare. In such an event, the permittee may be able to continue its business as a micro -brewery or wine tasting establishment while a Conditional Use Permit application is being processed, so long as ( 1) the operational concerns creating the need for the Conditional Use Permit are immediately abated, ( 2) a complete Conditional Use Permit application and payment are received by the Planning Division within twenty -one ( 21) days of notification of its need, and ( 3) any requests for additional information are responded to within fourteen ( 14) days. "

SECTION III

If any section, subsection, subdivision, sentence, clause, or phrase of this Ordinance is for any reason held to be unconstitutional or otherwise void or invalid by any court of competent jurisdiction, the validity ofthe remaining portion ofthis Ordinance shall not be affected thereby.

SECTION IV

Pursuant to Section 608 ofthe Charter ofthe City of Gilroy, this Ordinance shall be in full force and effect thirty (30) days from and after the date of its adoption.

PASSED AND ADOPTED this _ day of March, 2016, by the following roll call vote:

AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: APPROVED:

Perry Woodward, Mayor ATTEST:

Shawna Freels, City Clerk

ORDINANCE NO. 2016-

Item IX.A. Downtown Ordinance 129 ATTACHMENT A

2) Downtown Commercial Use Table

DHD DED CCA TD CD GD

Commercial Uses

Animal Boarding X11 X11 X11 C19

Animal Grooming or Training X X X X

Animal HospitalNeterinary Office X

Antique Shop X X X X

Appliance Repair X X X

Arcade and Internet Access as Primary Use X X XX

Art, Dance, Gymnastic and Music Studios or X X XXXX Galleries

Auction House X° X X

Automotive Body Repair and Painting C

Automotive Car Stereos and Alarm Systems X17 X17 X17 Sales and Installation

Automotive Car Wash X

Automotive Gasoline Station Xt0 X

Automotive Parts Sales X10 X

Automotive Repair and Service X10 X13

Automotive Sales X9 X X

Automotive Sales, Temporary3 C C C C

X10 Automotive Tire Shop X

Bank X X X X X

Bakery/Coffee House XX X X XX

C12 C12 Bakery, Commercial XX

Bed and Breakfast Establishment X X X

Boat and Motorcycle Sales X X

Item IX.A. Downtown Ordinance 130 DHD DED CCA TD CD GD

Newspaper Printing Facility X

Office X° X X X X X

Outdoor Amusement/Recreation18 C

Parking Lot (Automobile Parking) X X X XX X

Pawn.Shop X X

Personal Services' X8 X8 X X X X

Pool / Billiards Establishment and Indoor Recreation X X C

Printing /Sign Painting Establishment X XX X .

Restaurant X X XX X' X

Restaurant with Drive Through X X

Retail Sales 10, 000 sq. ft. or Less X X X X X

Retail Sales 10, 001 sq: ft. to 50,000 sq. ft. X X

Retail Sales 50,001 sq. ft. or More X

Supermarket X X

Theater X X XX X X

Therapy Clinic (Licensed Provider) X° X X X X

Tow Yard ( No. Dismantling or Parts Sales) C

Public and Semi -Public Uses

Ambulance Service X10 X X m

Community Center X° X X XX X

Adult or Child Day Care Center C X X X X

Shelter20 Emergency C C C C C C

Hospital, Rest Home, Sanitarium C X

X4 Lodge, Club, or Fraternal Hall C X C X

Item IX.A. Downtown Ordinance 131 After that date, conditional use permit approval shall be required for new first floor office uses in the DHD. Residential units in these zones shall not front on the street. 5 Requests for new ABC liquor licenses are subject to review and approval of the city' s chief of police. 6 Permitted -only if the regulations of Article XL, Home Occupations, are met. 7 Commercial uses providing needed services of a personal nature. Personal services generally include barber and beauty shops, nail salons, tanning and spa salons, seamstresses, tailors, shoe repair shops, dry cleaning except bulk processing plants), self service laundries, massage parlors, and tattoo and piercing parlors,. except where expressly prohibited (see footnote 8). 8 Uses offering the primary personal services of massage, tattoo, and /or piercing are prohibited. 9 Indoor only for the display and sales of automobiles with no repair or servicing. 10 Not permitted on any parcel fronting on Eigleberry Street or on those parcels that may front a side street on the one -half (1/ 2) block west of Gourmet Alley. 11 Day boarding only allowed; no overnight boarding. 12 Must have a prominent ancillary retail outlet or use. 13 Must be approved by a conditional use permit if within one hundred fifty (150) feet of a residential use. 14 Residential units may be allowed on the ground floor if located between Eigleberry and Church Streets behind a business. 15 Provided that all other provisions set forth in Chapter 8 are satisfied. 16 Up to three (3) large dance venues are allowed in the DHD downtown historic district, DED downtown expansion district, CCA civic /cultural arts district, combined, and only located on Monterey Street between 1st St. and 10th St. and only with a downtown special use permit granted by the community development director or designee; and provided, that all provisions set forth in Chapter 8 are satisfied. City council approval is required for the fourth or more large dance venue in the DHD downtown historic district, DED downtown expansion district, CCA civic /cultural arts district, combined, and only located on Monterey Street between 1st St. and 10th St. and only with a downtown special use permit granted by the community development director or designee; and provided, that all provisions set forth in Chapter 8 are satisfied. 17 Sales shall be limited to car stereos and alarm systems, and installation and servicing must take place indoors. In the gateway district, outdoor installation and servicing may occur. However, a conditional use permit is required if located within one hundred fifty (150) feet of a residentially zoned property. 18 Outdoor amusement and recreation facilities require a conditional use permit. Indoor amusement and recreation facilities are enumerated under " pool / billiards establishment and indoor recreation." 19 A conditional use permit is required for animal boarding within one hundred fifty (150) feet of residential properties and /or for businesses that board animals outside. Businesses that board animals more than one hundred fifty (150) feet from residentially zoned properties do not require a conditional use permit as long as the animals are contained inside a building. 20 Emergency shelters shall be subject to the performance standards listed in section 30.41. 32. 21 Administrative approval of a Downtown Use Permit is required when criteria set forth in Section 30.50. 35 are met. Any micro -brewery or wine tasting uses not meeting the criteria noted in Section 30. 50.35 would fall into the Liquor Sales /Bars ( On -Site Consumption of Beer, Wine, or Liquor, Except Uses Meeting Micro- Brewery and Wine Tasting Provision) category in the use table.

Item IX.A. Downtown Ordinance 132 City of Gilroy STAFF REPORT

DATE: March 7, 2016

TO: J. Edward Tewes, Interim City Ad ' trator

FROM: Rick Smelser, Public Works Director /City Engineer

SUBJECT: Silicon Valley Clean Energy Authority

RECOMMENDATION It is recommended that City Council, approve the formation of, and the City of Gilroy's membership in, the Silicon Valley Clean Energy Authority, an Independent Joint Powers Authority ( JPA) and authorize the City Administrator to finalize and execute all documents related to the formation and membership and;

1. Approve the attached Ordinance to authorize the implementation of a Community Choice Aggregation program and find that the project is exempt from CEQA pursuant to CEQA Guidelines 15378( a), 15061( b)( 3), and 15308. ( Attachment 2) 2. Adopt the attached Resolution to approve the Joint Powers Authority Agreement establishing and authorizing participation in the Silicon Valley Clean Energy Authority, and find that the project is exempt from CEQA pursuant to CEQA Guidelines 15378( b)( 5) and 15061( b)( 3). ( Attachment 3) 3. Approve a Budget Amendment in the amount of $150, 000 from the General Fund to support funding the initial costs of the Authority. 4. Authorize the City Administrator to remit up $ 150, 000 to the Silicon Valley Clean Energy Authority to support the initial costs of the Authority. 5. Appoint a regular Director from among the City Council and an alternate Director, such as the City Administrator or the Public Works Director, to the Authority's Board of Directors. (The alternate Director need not be from among the City Council)

POLICY ISSUE /QUESTION Should the Council approve actions related to the formation of, and the City of Gilroy's membership in the JPA, to establish a Community Choice Energy Program and appropriate 150, 000 to support the initial costs of the JPA?

BACKGROUND Authorized by California law, Community Choice Energy ( CCE) enables city and county governments to pool the electricity demand within their jurisdictions to directly procure or generate electrical power supplies on behalf of the residents and businesses in their communities. The main driver for interest in CCE programs in California is the opportunity to accelerate the shift to renewable and low greenhouse gas ( GHG) emitting energy sources in support of climate action objectives. While electric supply is handled by the CCE program, the

Item IX.B. Silicon Valley Clean Energy Authority 133 Silicon Valley Clean Energy Authority February 22, 2016

electricity grid and customer service remain with the incumbent utility, or Pacific Gas & Electric PG &E) in Santa Clara County. Three CCE programs now operate in California Marin Clean Energy, Sonoma Clean Power and Lancaster Choice Energy.

The Cities of Cupertino, Mountain View and the County of Santa Clara joined Sunnyvale in a partnership ( Partnership) to assess and potentially form a .multi -jurisdictional CCE program. An initial Assessment Report, The Potential for CCE in the Heart of Silicon Valley, was completed in May 2015 and concluded that market and program conditions were favorable for proceeding to the next step —a detailed Technical Feasibility Study.

In July 2015, the Partnership approved conducting the Technical Feasibility Study phase. In' parallel, the Partnership also conducted community and business engagement and collaborated to develop the interagency model for prospectively forming a CCE program. The partnership was expanded to include eight additional communities in Santa Clara County, forging the prospect of up to 12 agencies joining a program, including the City of Gilroy.

The Technical Study was released in November 2015, and concludes that a program that provides greener power for rates at or below those of PG &E is viable. The report provides detailed analysis based on existing program performance and market conditions. The report also analyzes potential program risks and provides an overview of the resource needs and critical steps to launching a successful program.

On January 25, 2016 the City Council conducted a study session regarding the implementation of a CCE program that would include the City of Gilroy's residents and businesses. Several questions were compiled at the meeting related to implementation of a CCE. These questions have been answered by the Silicon Valley Community .Choice Energy Partnership ( SVCCEP) and are provided for Council review and discussion in ( Attachment 4). On February 22, 2016 the City Council reviewed actions related to the formation of the JPA and' the City of Gilroy's membership in the JPA. At the February 22, 2016 meeting Council deferred the item to March 7, 2016 for further review and discussion.

DISSCUSSION This report to Council provides information needed to determine if proceeding with forming a JPA and adopting the ordinance required to authorize implementation of a CCE program to include the City of Gilroy's residents and businesses is appropriate for the City of Gilroy. The report also outlines the additional administrative steps needed for formation and the City of Gilroy's membership in, the JPA and program launch.

Partnership The Partnership effort has been conducted with staff from the sponsoring agencies, Cities of Cupertino, Mountain View and the County of Santa Clara joined Sunnyvale, with each serving a role on a Project Team, directed by an Executive Committee comprised of City /County Managers and guided by the advice of the Elected Officials Task Force comprised of Mayors /Supervisor from each of the sponsor agencies. Sunnyvale led the project team, served as fiscal agent, and facilitated the Technical Study and development of the joint powers authority agreement. Cupertino led community outreach and engagement efforts. Mountain View is working to review financing options to cover anticipated program start-up costs and working capital requirements, detailed in the fiscal impact section of this report.

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Item IX.B. Silicon Valley Clean Energy Authority 134 Silicon Valley Clean Energy Authority February 22, 2016

In addition, eight other small and medium sized communities in Santa Clara County have stepped forward and expressed interest in the prospect of a multi- jurisdictional CCE. Campbell, Gilroy, Los Altos, Los Altos Hills, Los Gatos, Monte Sereno, Morgan Hill, and Saratoga all authorized Sunnyvale to request that PG &E provide detailed electrical data for their jurisdictions to incorporate into the Technical Study. Further, these agencies, including the City of Gilroy, have been engaged through community outreach efforts lead by the Partnership in their jurisdiction (see Community Engagement Section below) and in the development of the JPA Agreement.

Interest in the CCE model is spreading throughout California, with more than 20 communities now evaluating and /or pursuing CCE, including San Mateo County, Alameda County, and a collaboration among Monterey, Santa Cruz, and San Benito Counties.

Technical Study Findings The Partnership hired Pacific Energy Advisors (PEA) to complete a quantitative evaluation of the viability of a CCE program for Silicon Valley, including benefits and risks. PEA has extensive experience in CCE program development in California and has supported the launch of all three operating CCE programs ( Marin, Sonoma, and the recent program in Lancaster). The final report, shared in Attachment 1, reflects the results of PEA's comprehensive analysis, which addresses prospective CCE operations under a range of scenarios over a ten - year planning horizon, including the identification of anticipated rate /cost impacts, environmental benefits, resource composition and economic development amongst other considerations. A summary of this report is provided below.

JPA's Prospective Customers: Currently PG &E serves approximately 240,000 bundled customer accounts within communities of the JPA Study, representing a mix of residential ( ~90 %) and commercial ( =10 %) accounts. These customers consume nearly four (4) billion kilowatt hours ( "kWh ") of electric energy each year. While the majority of customers fall under the residential classification, such accounts historically consume only 34% of the total electricity delivered by PG &E while commercial accounts consume the remaining 66 %.

JPA Supply Scenarios: For purposes of the Study, PEA and the Partnership team identified three 'indicative supply scenarios, which were designed to test the viability of prospective CCE operations under a variety of energy resource compositions, emphasizing ` the JPA's interest in significantly reducing greenhouse gas emissions (GHGs) through increased use of carbon -free electric energy sources.

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Item IX.B. Silicon Valley Clean Energy Authority 135 Silicon Valley Clean Energy Authority February 22, 2016

Scenario 1: Match the incumbent investor -owned utility's ( IOU), PG &E, projected GHGs profile while exceeding PG &E's projected renewable energy content. Scenario 2: Exceed applicable renewable energy procurement mandates by providing JPA customers with a minimum 51 % renewable energy content in year one of program operations, scaling up to 66% in year 10, while also promoting a 20% reduction in electric energy sector GHG emissions relative to PG &E's projected emissions profile by procuring additional GHG -free energy products. Scenario 3: Maximize renewable energy and GHG -free power supplies while maintaining general parity with PG &E' s projected electric rates throughout the Study period.

Projected JPA Impacts: Based on current market prices and various operating assumptions, the Study indicates that the JPA demonstrates the potential for customer cost savings, significant GHG reductions and economic benefits, as outlined below:

Cost Savings: Scenarios 1 and 2 demonstrate the potential for customer cost savings ranging from 1 % to 5 %, relative to projected PG &E rates, over the ten - year study period. Scenario 3, which was designed to maximize clean energy deliveries to JPA customers, maintains general rate parity with PG &E. Environmental Benefits: Scenario 1, which was specifically designed to match the incumbent utility's projected GHG emissions profile, did not yield any expected emissions savings. Supply Scenario 2, which was framed to achieve specified proportionate GHG emission reductions of at least 20% relative to the incumbent utility, resulted in annual emissions reductions ranging from approximately 38,000 Year 1 impact) to 82,000 (Year 10 impact) metric tons. Scenario 3 yielded the most significant emissions benefits —annual projected emissions reductions ranged from approximately 112,000 ( Year 1 impact) to 352,000 (Year 10 impact) metric tons, a proportionate annual GHG reduction ranging from 60% ( Year 1 impact) to 86% Year 10 impact) relative to PG &E's projected emission profile. Economic Benefits: The prospective JPA long -term contract portfolio includes approximately 340 MW of new generating capacity, all of which is assumed to be located within California and some of which may be located within communities of the JPA Partners. Based on widely used industry models, such projects are expected to generate up to 11, 000 construction jobs and as much as $ 1. 4 billion in total economic output. Ongoing operation and maintenance jobs associated with such projects are expected to employ as many as 185 full time equivalent positions FTEs) with additional annual economic output approximating $ 30 million. The JPA would also employ a combination of staff and contractors, resulting in additional ongoing job creation ( up to 30 FTEs per year) and related annual economic output ranging from $ 3 to $ 9 million.

Risks and.. Sensitivity Analysis: Sensitivity analyses were performed by PEA to examine th range of impacts that could result from changes in the assumed base case.

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Item IX.B. Silicon Valley Clean Energy Authority 136 Silicon Valley Clean Energy Authority February 22, 2016

The key variables examined are: 1) power and natural gas prices; 2) renewable energy prices; 3) low carbon energy prices; 4) PG &E rates; 5) PG &E surcharges; and 6) customer participation /opt -out rates. Additionally, a " small JPA" sensitivity case was run reflective of minimal community participation in the JPA to test the viability of a much smaller CCE program, and "perfect storm" sensitivity was run to examine the cumulative impacts of adverse changes to the key variables. The sensitivity analysis produced a range of levelized electric rates for the CCE program and PG &E.

The Technical Study also_highlights risks that may be faced by the CCE program as well as related risk -mitigation measures, including, but not limited to, the following: o Financial risks to JPA's. member municipalities in the unlikely event of CCE failure;

o Financial risks that may exist in the event that procured energy volumes fall short of or exceed actual customer energy use; o Reasonably foreseen legislative and regulatory changes, which may a CCE' s ability to remain competitive with the incumbent utility;. o Availability of renewable and carbon -free energy supplies required to meet compliance mandates, JPA program goals, and customer commitments; and o General market volatility and price risk.

Other risks that may be faced by the CCE program and CCE customers include, but are not limited to, the following:

o The overall analysis makes a critical assumption regarding "competitive risk': specifically, it assumes a relatively static strategy by PG &E. PG &E strategy will probably be more dynamic, and responsive to the competition the CCE will bring for renewable energy. This competition is likely to bid up the price of wholesale renewable energy and spur PG &E to invest more in renewable energy generating facilities in order to meet PG &E' s State mandated goals. o The CCE may not be able to work simply as a renewable energy middleman, but may have to actively get into the green power generation business and in the long run invest money in renewable energy generating facilities. o A typical residential customer pays about 20 cents per kwh. Of that amount, about 9. 5 cents (or 47.5%) is for "power supply'. The balance of the bill ( 11. 5 cents) is for transmission, distribution and miscellaneous costs. If the typical customer switches to CCE, then the bill will be comprised of about 11. 5 cents per kwh for PG &E transmission, distribution and miscellaneous costs plus a new PG &E exit fee charge, Power Charge Indifference Adjustment plus the CCE's costs to administer and purchase the equivalent amount of power consumed prior to the switchover. Exit fees were expected and included in the technical study from PEA. The positive impact on the final bill will be the extent to which the CCE. can reduce power supply costs by an amount at least equal to the exit fee. o Higher PG &E exit fees were just approved on December 17, 2015 for Marin Clean Energy customers. Exit fees were designed by the state Legislature and California 5/ 14

Item IX.B. Silicon Valley Clean Energy Authority 137 Silicon Valley Clean Energy Authority February 22, 2016

Public Utilities Commission to protect customers who choose not to go with the CCE from being unfairly burdened with expenses that were incurred on behalf of all customers. Higher PG &E exit fees were just approved on December 17, 2015 for Marin Clean Energy customers. The average Marin Clean Energy customer currently pays an exit fee of $6. 70 per month. With the approved exit fee increase on December 17, 2015, that fee will nearly double beginning January 1, 2016 to $ 13 for the average Marin Clean Energy customer. For the first time in several years, Marin Clean Energy customers will be paying more for their electricity than PG &E customers. To minimize this risk, customers can always stick to PG &E if the CCE rates are higher and the lowest possible rate is what they desire. For more information regarding the December 17, 2015 Marin Clean Energy customer fee increase go to: http://www.mahnii.com/ business /20151217 /mahn- clean- energy- customers-to- pay -p-ge -more.

Timeline & Next Steps The graphic below provides a high level summary of the timeline for the principal milestones involved in forming a CCE program that culminates in the provision of service to enrolled customers. Key implementation activities envisioned for JPA include those related to 1) JPA formation; 2) regulatory compliance; 3) procurement; 4) financing; 5) organizational formation; 6) community engagement and customer noticing; and 7) rate setting and program development.

Fall 2015 Winter 2015 -16 Summer 2016 Technical Study Communities Ramp -up Operations and Completed Decide 4 JPA Communications

Spring 2016 Winter 2016.17 J Implementation Program Launchl Plan to CPUC

1) JPA Formation: December 2015 —March 2016 Unless the municipal organization that will legally register as the CCE entity already exists, it must be legally established. Municipalities electing to offer or allow others to offer CCE service within their jurisdiction must do so by ordinance (Attachment 2). The two existing multi -jurisdictional CCE programs each employ a JPA structure for program governance. Such a structure offers centralized administration of the operations and typically representation from each community on the Board of Directors. The JPA structure also offers a legal and fiscal firewall so that the assets and liabilities of the CCE program are completely separate from the general funds of member cities.

Over the past year, the project team facilitated the development of a governance structure for a CCE program, led by Sunnyvale staff and engaging all twelve agencies in this process. The results of this effort are embodied in the JPA Agreement, included as an attachment to the authorizing resolution ( Attachment 3). This effort was facilitated by Greg Stepanicich, Esq. ( of Richards Watson and Gershon) who supported the launch of Marin Clean Energy. The JPA documents developed for the " Silicon Valley Clean Energy Authority" build from those of the two existing multi -jurisdictional 6/14

Item IX.B. Silicon Valley Clean Energy Authority 138 Silicon Valley Clean Energy Authority February 22, 2016

programs, which also have many similarities, with Sonoma having used the Marin agreement as a model for its own structure. Key features of the Silicon Valley Clean Energy Authority Agreement include the following: Effective Date (2. 1) & Initial Participants (2.2) The Agreement becomes effective on March 31, 2016 if executed by at least three of the 12 " Initial Participants" after the adoption of Ordinances as required by the Public Utilities Code. Purpose (2.4) - To study, promote, develop, conduct, operate and manage energy and energy -related climate change programs Board of Directors (4.1) - The Board is comprised of one Director from each Party. The governing body of each Party appoints a regular Director (from among the governing body) and an alternate (which need not be from among the governing body). Board Voting (4.9) - actions of the Board on all matters shall require an affirmative vote of a majority of all Directors on the entire Board, unless a supermajority is specified. Two or more Directors may request that a voting shares vote also be held 4.9. 2) which is based upon the Party's proportional annual energy use (4.9.3). In such cases, both the vote by Directors and the voting shares vote must be affirmative for an action to be approved by the Board. Funding of Initial Costs (6. 3.2) — Exhibit E details the initial cost contribution for each Party. The contribution required to 'be committed by each Party includes a contingency intended to ameliorate the effects to initial funding should several Initial Participants not agree to become Parties to the JPA. In the event that the CCE Program becomes operational, these Initial Costs shall be reimbursed by the Authority within four years of the Effective Date. Withdrawal (7. 1) The agreement provides opportunities for a Party to withdraw and describes their ongoing obligations and liabilities where applicable. Such obligations can include losses to the Authority for the power contracted to serve a Party's jurisdiction. An additional provision for early withdrawal allows that a Party may withdraw should the procurement process not yield successful results (cleaner energy for rates at or below that of PG &E).

The Resolution to approve the Joint Powers Authority Agreement establishing and authorizing participation in the Silicon Valley Clean Energy Authority is included as Attachment 3 to this staff report.

The Board of Directors is targeted to have its first meeting in April 2016.

2) Regulatory Compliance: January 2016 — November 2016 Before aggregating customers, the CCE program must meet certain requirements set forth by the California Public Utilities Commission ( CPUC). In the case of the JPA, an Implementation Plan must be adopted and that Implementation Plan must be submitted to the CPUC. The Implementation Plan must include the following: An organizational structure of the program, its operations, and its funding; Rate setting and other costs to participants;

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Item IX.B. Silicon Valley Clean Energy Authority 139 Silicon Valley Clean Energy Authority February 22, 2016

Provisions for disclosure and due process in setting rates and allocating costs among participants; The methods for entering and terminating agreements with other entities; The rights and responsibilities of program participants, including, but not limited to, consumer protection procedures, credit issues, and shutoff procedures; Termination of the program; and A description of the third parties that will be supplying electricity under the program, including, but not limited to, information about financial, technical, and operational capabilities.

A Statement of Intent must be included with the Implementation Plan that provides for universal access, reliability, equitable treatment of all classes of customers, and any requirements established by law or the CPUC concerning aggregate_d service. The CPUC has 90 days to complete a review and certify the Implementation Plan. Following certification of the Implementation Plan, the CCE entity must submit. a registration packet to the CPUC, which includes: An executed service agreement with PG &E, which may require a security deposit;. and A bond or evidence of sufficient insurance to cover any reentry fees that may be imposed against it by the CPUC for involuntarily' returning customers to PG &E service. The current CCE bond amount is $ 100, 000.

The CCE program would be required to participate in the CPUC' s resource adequacy program before commencing service to customers by providing load forecasts and advance demonstration of resource adequacy compliance. More specifically, a start-up GCE program would be required to file a formal load forecast with the CEC upon execution of a primary supply contract, which triggers a 100% commitment to program launch.

3) Procurement: May 2016 —November 2016 Power supplies must be secured several months in advance of commencing service. Power purchase agreements, with one or more power suppliers, would be negotiated, typically following a competitive selection process. Services that are required include provision of energy, capacity, renewable energy and scheduling coordination.

4) Financing: April 2016 — October 2016 Funding must be obtained to cover program and Agency start-up activities and working capital needs. Start-up funding is typically secured early in the implementation process, as these funds are needed to conduct due diligence, planning and program development, and other critical activities leading up to service commencement. Working capital lender commitments should be secured well in advance, but actual credit drawdown need not occur until 4 -6 months prior to program launch and customer enrollment.

5) Organizational. Formation: April 2016 — February 2017 Initial staff positions would be filled several months in, advance of service commencement to conduct the implementation process. On an interim basis, one or 8114

Item IX.B. Silicon Valley Clean Energy Authority 140 Silicon Valley Clean Energy Authority February 22, 2016

more of the JPA parties are envisioned to provide some functional services to the :JPA under separate service agreements. Initially, internal staff of the CCE program may be relatively small but this would likely change in the event that the CCE decides to insource various administrative and operational responsibilities and /or develops and administers new programs for its customers. Contracts with other service providers, such as data management services, would be negotiated and put into effect well in advance of service commencement.

6) Community Engagement.& Customer Noticing: January 20.17_ - ongoing Particularly as the commencement of service nears, the JPA will intensify its outreach efforts. By law, every customer being. enrolled into the CCE program must receive a minimum of four written notifications prior to program launch. For study purposes, the Technical Feasibility Study assumes that customers will be enrolled in three phases, each comprising a third of the total customer base, over a 25 -month period. Such notices must contain program terms and conditions as well as opt -out instructions and must be sent to prospective customers at least twice within the sixty -day period immediately preceding automatic enrollment. These notices are referred to as " pre - enrollment" notices. Two additional " post- enrollment" notices must be provided within the sixty -day period following customer enrollment during the statutory opt -out period. This direct mail campaign will also be paired with more cost -effective social media, collateral development, traditional advertising, and grassroots organizing ( e.g. tabling at farmers markets, festivals, etc.). The partnership' s cost -share proposal ( Attachment 3: JPA Agreement, Exhibit E) anticipates these approaches, which will be assimilated into a next -phase Outreach Plan, should participation in the JPA be approved.

7) Rate Setting & Program Development: November 2016 = ongoing As a California CCE, the JPA would have independent rate setting authority with regard to the electric generation charges imposed on its customers. Prior to service commencement, the JPA would need to establish initial customer generation rates for each of the customer groups represented in its first operating phase or for all prospective customers within the CCE' s prospective service territory. The JPA may decide to create a schedule of customer generation rates that generally resembles the current rate options offered by PG &E as has been the case with existing programs. This practice would facilitate customer rate comparisons and should avoid confusion that . may occur if customers were to be transitioned to dissimilar tariff options. The JPA would need to establish a schedule for ongoing rate updates and changes for future customer phases and ongoing operations.

The JPA. may also choose to offer certain customer-focused programs, such as Net Energy Metering ( NEM), voluntary green pricing and /or feed -in tariff (FIT) programs, at the time of service commencement. To the extent that the JPA intends to offer such programs, specific program design would need to be completed in advance of service commencement.

Sustainability Program Impacts Implementing a CCE program is the single most impactful and efficient strategy for reducing community greenhouse gas emissions.

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Item IX.B. Silicon Valley Clean Energy Authority 141 Silicon Valley Clean Energy Authority February 22, 2016

The Draft Gilroy 2040 General Plan Natural and Cultural Resources Element includes a set of policies and implementation programs intended to achieve reductions in GHG emissions over the timeframe of the General Plan. Policy NCR 3. 5 and Implementation Program item 20 specifically call for the city to partner with other Santa Clara County jurisdictions to determine the feasibility and, if viable, to pursue formation of a CCE program. The GHG emission reduction potential of this and the other policies and implementation programs will be quantified in the General Plan Environmental Impact Report, to be completed in February, 2016. Implementing a CCE program would provide a significant contribution towards GHG emission reduction in Gilroy.

COUNCIL GOAL CONSISTENCY This project is with the 2015 goals: Goal 3 — Upgrade City Infrastructure and Facilities, and Goal 4 —Create a More Livable Community for All.

GENERAL PLAN CONSISTENCY This project is consistent with the General Plan.

ENVIRONMENTAL REVIEW The Ordinance to authorize participation in a Community Choice Aggregation program is exempt from the requirements of the California Environmental Quality Act (CEQA) pursuant to the State CEQA Guidelines, as it is not a " project" and has no potential to result in a direct or reasonably foreseeable indirect physical change to the environment. ( 14 Cal. Code Regs. § 15378(a).) 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).) The ordinance is also categorically exempt because it is an action taken by a regulatory agency to assure the maintenance, restoration, enhancement or protection of the environment. ( 14 Cal. Code Regs. § 15308.) A Notice of Exemption shall be filed as authorized by CEQA and the State CEQA guidelines.

The resolution and the establishment of the Silicon Valley Clean 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 govemment that will not result in direct or indirect physical changes in the environment. 14 Cal. Code Regs. § 15378( b)( 5)). Further, the resolution is exempt from CEQA as there is no possibility that the resolution 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.

PUBLIC OUTREACH /NOTICING Lead by the City of Cupertino and with support from MIG, Inc., the Partnership prepared a comprehensive outreach plan to inform and orient residents, businesses, and community stakeholders in the work of the Partnership. The goals of this process are to educate the community about CCE and gather feedback on community priorities and concerns related to a potential CCE program.

Initial Efforts: In the first phase of the project, a website (www.svcleanenergy.org) was created to disseminate information about the partnership, the process towards implementation, news, events, and resources. Resources available on the website now include the initial assessment report, an animated presentation that serves a primer for 10/ 14

Item IX.B. Silicon Valley Clean Energy Authority 142 Silicon Valley Clean. Energy Authority February 22, 2016

CCE, a fact sheet, and frequently asked questions. Those interested in keeping up to date with Partnership activities and progress can join an email list -serve from the website. To date, over 225 people have joined this list.

Community Meetings: To further engage residents, the Partnership has organized a minimum of 12 community meetings throughout the County. The first round of six community meetings introduced the community to the concept of CCE and presented results from the Partnership's Initial Assessment Report. These introductory meetings were held in October in Cupertino, Mountain View, Campbell, Sunnyvale, Gilroy, and San Martin. During the meeting, attendees were invited to participate in a short pre -and- post poll related to their comfort with the concept of Community Choice Energy. In hearing from the 100 attendees, the partners have a better understanding of the community's preferred outcomes, main concerns, and level of interest in a CCE program. Based upon the survey results, the vast majority of attendees ( 96 %) think it is a good idea to create a locally controlled nonprofit to provide cleaner, greener electricity for you at competitive prices. The majority (77 %) of attendees noted that their interest in CCE is to help reduce their carbon footprint and most ( 88 %) are willing to pay a premium to have all of their electricity generated by renewable sources. Also encouraging to the partnership was the insight that most attendees reported thinking that their friends, family and neighbors would respond either enthusiastically (35 %) to a CCE Program or would be interested in a CCE Program ( 59 %). Full post -poll results by community are available upon request.

Building on the momentum from the first round of community meetings, the next round of meetings are being held November through January in the communities of Cupertino, Morgan Hill, Sunnyvale, Mountain View, San Martin, and Los Altos, with additional interest from Campbell, Los Gatos, and Saratoga to also host events. This round of community meetings will focus on the preliminary results of the partnership' s Technical Study and provide an update on the partnership' s activities to date and decision making in the months ahead.

Business . Partnership: With assistance from Joint Venture Silicon Valley, the partnership has also engaged the business community since January 2015 when it hosted a Business Forum on Community Choice Energy at NetApp in Sunnyvale. A follow -up webinar on November 4 provided a primer on CCE and an update on the Silicon Valley CCE Partnership' s formation process and key milestones. The webinar was designed specifically for a business audience, including facilities, energy and sustainability professionals at local corporate and commercial organizations. The thirty registrants offered unique perspectives during the session' s Q&A pertaining to program design and rate structures most compelling to this sector. In addition to a series of workshops open to all businesses, the partnership proposes to work through its next phase of outreach to directly engage with the largest 100 commercial and industrial energy users through on.e -on -one or small group meetings with the help of Joint Venture. In addition, a total of 5 -10 presentations on CCE are being scheduled with Chambers and other interest groups.

Targeted Outreach: Finally, on November 17, the Partnership hosted a productive dialogue with key community and organizational leaders to gain their ideas and learn their concerns regarding the prospect of a CCE program. Attendees had the opportunity 11/ 14

Item IX.B. Silicon Valley Clean Energy Authority 143 Silicon Valley Clean Energy Authority February 22, 2016

to provide feedback on the partnership' s activities to date, express what's most exciting about currently operating CCE programs in California, and describe issues for consideration as the partnership proceeds. A total of 20 attendees from several environmental and community organizations participated in the meeting. This audience may serve as a successful conduit for future outreach activities.

Further, presentations upon request have been given to Sunnyvale Cool, the Moffett Park Business Group, the Sunnyvale Democratic Club, the JVSV Smart Energy Enterprise Development Zone ( SEEDZ) working group, Cupertino Rotary, and the Santa Clara County Cities Association.

In accordance with Section 17A.5 of the Gilroy City Code, this item was properly, noticed in the usual City outreach methods including electronic and printed media outlets, the city website via the City Clerks' office, and physical posting of the agenda on the City Notices Board in the appropriate, consistent, and timely manner.

HUMAN RESOURCES IMPACT Human Resource impacts with this action may include the need to, seek community engagement on options under consideration, develop and circulate environmental documentation, prepare cooperative agreements and manage contracts and future city obligations under the JPA over time.

It is envisioned that the CCE be self- staffed with initial staff positions filled several months in advance of service commencement to conduct the implementation process. On an interim basis, one or more of the JPA parties are envisioned to provide some functional services to the CCE under separate service agreements. Initially, internal staff of the CCE program may be relatively small but this would likely change in the event that the CCE decides to insource various administrative and operational responsibilities and /or develops and administers new programs for its customers. Contracts with other service providers, such as for data management services, would be negotiated and put into effect well in advance of service commencement.

FISCAL IMPACT The Technical Feasibility Study concludes that -$ 2. 9M would be needed to support the launch of the CCE program, inclusive of initial staff hires, implementation plan development, procurement, community outreach, utility bond requirement, and the initial customer notification and enrollment process. A summary of program cost components is shown below. The JPA will refine these estimates after formation. Included in the Internal Staff estimates are positions phased in over time and dedicated to the overall leadership of the JPA as well as legal and regulatory support, community outreach, and program development. Similarly, the proposed budget includes proactive advocacy in legislative and regulatory developments that can impact CCE programs, including approaches to community outreach and program development.

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Item IX.B. Silicon Valley Clean Energy Authority 144 Silicon Valley Clean Energy Authority February 22, 2016

Cost Item Amount Internal Staff 730,000 Technical Consulting and Legal Services 620,000 Marketing and Communications 280,000 Customer Noticing and Mailers 120, 000 Security Deposits 40, 000 Miscellaneous Administrative and 95, 000 General CCE Bond 100, 000 Debt Service 720, 000 Other Pre -launch Activities 180, 000 Total 2, 885, 000

It is intended that approximately $2M of this amount will be funded by contributions from participating jurisdictions (shown as Initial Costs in Exhibit E of the JPA Agreement, Attachment 3) with the remaining $ 900, 000 financed through a bank line of credit or municipal term loan in conjunction with the additional financing needed to address the purchase of electricity in advance of customer revenues (as described later in this section). Note that these initial costs would be recovered over a period time from the operating revenue of CCE program if launched.

Up until now, the Partnership efforts have been funded by the Cities of Cupertino, Mountain View, and Sunnyvale and County of Santa Clara, with each contributing a total of $170,000 to date. These four lead agencies are envisioned to contribute an additional $ 350, 000 to support program launch with an additional $ 100,000 being requested as a contingency to supplement the Initial Costs of the JPA should multiple Parties decline to join. The JPA also requires funding contributions, generally also with a contingency, from the other eight Initial Participants in lesser amounts. The contingency is being built into the required actions of each Initial Partner at this time based on feedback provided by the Partners at a November forum, in order to provide for efficient decision making by each governing body.

In addition, the JPA will require operating capital and significant credit capacity for its initial power supply contract. The amount is currently projected between $ 10M -$15M and will depend on the size of initial program roll out. This credit requirement may be met through a bank or municipal term loan, with a repayment/ refinancing period of 3 -5 years. It is important to note that a portion or all of the initial loan amount will require a credit guaranty, most often provided by a single or multiple member agencies of the JPA. This guaranty stays in place until the program is operational, revenues begin flowing into JPA, and the creditor removes the guaranty requirement. The process for identifying potential banking partners and securing working capital and the necessary credit for the first energy contract is beginning under the direction of the current Partnership for presentation and decision making by the JPA Board.

Beyond the costs associated with forming and operating Silicon Valley Clean Energy, it should be noted that, based upon the scenarios provided in the Technical Study, this program has the potential to reduce operational costs for its member agencies, in addition to the community at large. While rate savings cannot be guaranteed at all times, it is the stated goal of the proposed CCE to offer competitive rates to PG &E, striving for stable and lower electrical rates over the life of the program.

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Item IX.B. Silicon Valley Clean Energy Authority 145 Silicon Valley Clean Energy Authority February 22, 2016

A Budget Amendment from the General Fund in the amount of $150, 000 will be needed to support funding the initial costs of the JPA.

ATTACHMENTS 1. Draft SVCCE Technical Study Report http: / www./ svcleanenergy.org/ files /managed /Document/200 /FINAL %20DRAFT %20SVC CE %20Technical %20Study 112515. pdf 2. Community Choice Aggregation Ordinance 3. SVCEA Joint Powers Authority Resolution and Agreement 4. Silicon Valley Community Choice Energy Partnership (SVCCEP) ANSWERS to QUESTIONS COMPILED FROM THE JANUARY 25, 2016 GILROY CITY COUNCIL STUDY SESSION

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Item IX.B. Silicon Valley Clean Energy Authority 146 DRAFT SILICON VALLEY COMMUNITY CHOICE ENERGY TECHNICAL STUDY

C c Off"o c, 3 i O . CCCuCD a e

This Technical Study was prepared for the Silicon

Valley Community Choice Energy , ( SVCCE) Partnership for purposes of forming a Community

Choice Energy ( CCE) program, which would

provide electric generation service to residential

and commercial customers located within Santa

Clara County. A detailed discussion of the

projected operating results related to the SVCCE

program is presented herein.

Item IX.B. Silicon Valley Clean Energy Authority 147 C4 /- Draft Silicon Valley Community Choice Energy Technical Study Draft Silicon Valley Community Choice Energy Technical Study

PREPARED BY PACIFIC ENERGY ADVISORS, INC.

Table of Contents

EXECUTIVE SUMMARY ......

SECTION 1: INTRODUCTION ...... 9

SECTION 2: STUDY METHODOLOGY ...... 12

SupplyScenario Overview ...... 13

KeyAssumptions ...... 15

Multi -Phase Customer Enrollment ...... 16 Indicative Renewable Energy Contract Portfolio ...... 16 Energy Production Options & Scenario Composition ...... 20 Scenario 1: GHG Emissions Parity and Additional Renewable Energy Supply Relative to PG &E ...... 21 Scenario 2: 20% Annual GHG Emissions Reductions; Increased Renewable Energy Procurement...... 24 Scenario 3: Maximize GHG Emissions Reductions while Maintaining General Rate Parity ...... 27 Costsand Rates ...... 30 GreenhouseGas Emissions ...... 32

Economic Development Impacts ...... 33 Local Economic Development Benefits Potential ...... 36

SECTION 3: SVCCE TECHNICAL PARAMETERS ( ELECTRICITY CONSUMPTION) ...... 38 Historical and Projected Electricity Consumption ...... 38 Projected Customer Mix and Energy Consumption ...... 40 Renewable Energy Portfolio Requirements ...... 41

CapacityRequirements ...... 43

SECTION 4: COST OF SERVICE ELEMENTS 45

ElectricityPurchases ...... 45 RenewableEnergy Purchases ...... 45 ElectricGeneration ...... 47

Transmission and Grid Services ...... 47 Start -Up Costs ...... 47

FinancingCosts ...... 49 Billing, Metering and Data Management ...... 49 Staffand Other Operating Costs ...... 50 UncollectibleAccounts ...... 50

ProgramReserves ...... 50 Bonding and Security Requirements ...... 50 PG &E Surcharges ...... 50.

Item IX.B. Silicon Valley Clean Energy Authority 148 Draft Silicon Valley Community Choice Energy Technical Study

SECTION 5: COST AND BENEFITS ANALYSIS ...... 52 Scenario1 Study Results ...... 52 RatepayerCosts ...... 52 GHGImpacts ...... 54 Scenario2 Study Results ...... 56 RatepayerCosts ...... 56

GHGImpacts ...... : ...... 57 Scenario3 Study Results ...... 59 RatepayerCosts ...... 59

GHGImpacts ...... 60

SECTION 6: SENSITIVITY ANALYSES ...... 63

Powerand Natural Gas Prices ...... 63 RenewableEnergy Costs ...... 63 Carbon -Free Energy Costs ...... 64 PG & E Rates ...... 64

PG & E Surcharges ...... 65

Opt -Out Rates ...... 65 Community Participation ( Small JPA) ...... 66 PerfectStorm ...... 66

SensitivityResults ...... 66

SECTION7: RISK ANALYSIS ...... 70

FinancialRisks to SVCCE Members ...... 70 Deviations between Actual Energy Use and Contracted Purchases ...... 71 Legislativeand Regulatory Risk ...... 72 Availability of Requisite Renewable and Carbon -Free Energy Supplies ...... 74 MarketVolatility and Price Risk ...... 75

SECTION 8: CCE FORMATION ACTIVITIES ...... 77 CCEEntity Formation ...... 77 RegulatoryRequirements ...... 77

Procurement...... 78 Financing...... 78 Organization...... 78

CustomerNotices ...... 78 Ratesetting and Preliminary Program Development ...... 78

SECTION 9: EVALUATION AND RECOMMENDATIONS ...... 80

APPENDIX A: SVCCE PRO FORMA ANALYSES ...... 83

Item IX.B. Silicon Valley Clean Energy Authority 149 Draft Silicon Valley Community Choice Energy Technical Study

EXECUTIVE SUMMARY

This Community Choice Energy (" CCE "; Technical Study f' Study";' was prepared for the Silicon Valley Community Choice Energy (`' SVCCE ") Partnership, by Pacific Energy Advisors, Inc. ( " PEA'; under contract with the City of Sunnyvale, for purposes of describing the potential benefits and liabilities associated with forming a CCE program in Santa Clara County. Such a program would provide electric generation service to residential and business customers located within the SVCCE Partner jurisdictions. The SVCCE Partnership is sponsored by the Cities of Cupertino, Mountain View, and Sunnyvale and the County of Santa Clara. The Partnership has expanded the scope of the study to include eight additional communities in Santa Clara County including Campbell, Gilroy, Los Altos, Los Altos Hills, Los Gatos, Monte Sereno, Morgan Hill, and Saratoga, Campbell, Los Gatos, Monte Sereno, Morgan Hill and Gilroy; these 12 communities comprise the CCE Study Partners.-

This Study addresses the potential benefits and liabilities associated with forming a CCE program over a ten - year planning horizon, drawing from the best market intelligence and PEA' s direct experience . Kith each of California' s operating CCE programs — PEA has unique experience with regard to California CCE program evaluation, development and operation, having provided broad functional support to each operating CCE, which include MarW Clean Energy , WCE",'; Sonoina Clean Power ( " SCP") and Lancaster Choice Energy (" LCE"). PEA utilized this direct experience to generate a set of anticipated scenarios for SVCCE operations as well as a variety of sensitivity analyses, which were framed to demonstrate how certain changes in the base case scenarios would influence anticipated operating results for the SVCCE program.

SVCCE' s Prospective Customers

Currently, Pacific Gas & Electric ' PG & E i le;­, E cpproximate' y L- : 0, 000 cu<_torner accounts vithir

i+ ,, communities of the CCE Study Partners, rcp est a nnix of residential '= 90?'0l and commercial (: 100-O) accounts. These customers consume nearly four ( 4) billion kilowatt hours (­ kWh­,, of electric energy each year. While the majority of customers fall under the residential classification, such accounts historically consume only 34% of the total electricity delivered by PG &E while commercial accounts consume the remaining bb %. Peak customer demand within communities of the CCE Study Partners, which represents the highest level of instantaneous energy consumption throughout the year, occurs during the month of July, totaling 660 rr: ega - acts (" MW '). Under CCE service, each of these accounts would be enrolled in the SVCCE program over a three -phase implementation schedule commencing in early 2017, as later discussed in this Study. Consistent with California law, customers may elect to take service from the CCE provider or remain with PG& E, a process kno., n as opting- out." For purpo-,e -, of the Study, PEA utilized current participatory statistics compiled by the operating CCE programs to derive an assumed participation rate of 85% for the SVCCE program; the remaining 15% of regional customers are assumed to opt -out of the SVCCE program and would continue receiving generation service from PG &E. Customer and energy usage projections referenced throughout this Study reflect such adjustment.

SVCCE Indicative Supply Scenarios

For purposes of the Study, PEA and the CCE Study Partners identified three indicative supply scenarios, which were designed to test the viability of prospective CCE operations under a variety of energy resource compositions, emphasizing the SVCCE Partnership' s interest in significantly reducing greenhouse gas emissions GHGs' through increased use of carbon -free electric energy sources. As described to PEA, many local agencies within the region have adopted climate action plans, which recognize CCE formation as a viable opportunity to promote the achievement of targeted GHG reductions. With these considerations in mind, the following supply scenarios were constructed for purposes of completing this CCE Study:

Executive Summary •..-

Item IX.B. Silicon Valley Clean Energy Authority 150 Draft Silicon Valley Community Choice Energy Technical Study

Scenario 1: Match the incumbent investor- o:, nec utility` s ( " IOU ";, Pacific Gas & Electric Company projected greenhouse ga-, erissions i GHGs ") profile while exceeding PG &E' s projected

renewable energy content.' Scenario 2: Exceed applicable renewable energy procurement mandates by providing SVCCE customers with a minimum 51 % renewable energy content in year one of program operations, scaling up to 66% in year 10, while also promoting a 20 10 reduction in electric energy sector GHG emissions relative to PG &E' s projected emission, profile by procuring additional GHG -free energy products.' Scenario 3: Maximize renewable energy and GHG -free power supplies while maintaining general parity with PG &E' s projectec electric rr..t, throughout the Study period.'

When considering the prospective supply scenarios evaluated in this Study, it should be understood that SVCCE would not be limited to any particular s er,ario assessed in this Study; the Study' s supply scenarios were developed in cooperation with CCE Study Partner leadership for the purpose of demonstrating potential operating outcomes of a new CCE program under a broad range of resource mixes, which generally reflect key objectives of the Study participants. Prior to the procurement of any particular energy products, SVCCE would have an opportunity to refine its desired resource mix, which may differ from the prospective scenarios reflected herein.

When developing SVCCE'-, indicative supply scenarios, PEA was directed to include additional assumptions. In particular, all scenarios include the provision of a voluntary retail service option that would provide participating customers with 100% renewable energy ( presumably for a price premium); for purposes of this Study, it was assumed that only a small percentage of SVCCE customers would select this service option ' z 2% of the projected SVCCE customer base), which is generally consistent with customer participation in other operating CCE programs. In addition, all scenarios assume the availability of current solar development incentives as well as an SVCCE -administered net energy metering j " NEM ") service option, which could be used to further promote the development of local, customer -sited renewable resources. PEA was also directed to exclude the use of: 1) unbundled renewable energy certificates ( due to ongoing controversy focused on environmental benefit accounting for such products); 2) specified purchases from nuclear generation, which is generally unavailable to wholesale energy buyers, including CCE programs, but represents a significant portion: of PG &E' s energy resource mix`t; and 3) coal generation, 5 which is a cost- effective but highly polluting domestic power source.

Consistent viith CC9litr` tni -: <, ' lrtf: h S' cruarci ;` RPS', Taws, retail sellers of elcclric energy, including CCEs, rnust procure a minimum 33% of all electricity from eligible renewable energy sources by 2020; with the recent enrollment of Senote Bill 350, Ccality +'nia'; RPS hc: been increased to 50 °. by 2030. 2 Industry accepted GHG accounting practices generally recognize eligible renewable energy sources as GHG -free. Under the Scenario 2 portfolio composition, incremental purchases of non -RPS- eligible GHG -free sources, specifically electricity produced by larger hydroelectric resources ( with nameplate generating capacity in excess of 30 megawatts) would be procured by SVCCE to achieve the noted GHG emissions reductions. J Under Scenario 3, the proportion of RPS - eligible renewable energy would achieve specified procurement mandates throughout the Study period. Similar to Scenario 2, additional GHG -free energy purchases would be made, subject to the specified rate constraint, in an effort to maximize the proportion of clean energy ( e. g., renewable energy plus additional GHG -free energy) delivered to SVCCE customers. I According to PG &E' s 2013 Poker Content Lnbe;. 22 of total electric energy supply , as sourced from nudc-c. r generating facilities; in 2014, a similar proportion of PG &E s total electric energy supply wo> ; ourced from nuclec; t generating, facilities: 21 %, as reflected in PG &E' s Po.% er- Sow ce Disclosure Rer,^ f i the 2014 calendar year. s According to the Cnlitornia Energy Commm„ sion, xLrately b °/: of California' s total system pc e r ,, in",, i- comprised of electric energy produced by generators using coal as the primary fuel source: http: / / energycilmanac.ca. gov/ electricity /total_ system_ power.html.

Executive Summary

Item IX.B. Silicon Valley Clean Energy Authority 151 Draft Silicon Valley Community Choice Energy Technical Study

Projected. Cost Impacts to SVCCE Customers

Based on current market prices and various operating assumptions, as detailed in Section 2: Study Methodology, the Study indicates that SVCCE would be viable under a broad range of market conditions, demonstrating the potential for customer cost savings and significant GHG reductions. In particular, Scenarios 1 and 2 demonstrate the potential for customer cost savings ranging from 1% to 5 %, relative to projected PG &E rates, over the ten -year study period. Scenario 3, which was designed to maximize clean energy deliveries to SVCCE customers subject to general rate parity with PG &E, demonstrated that significant environmental benefits could be achieved through such a procurement strategy: average GHG emissions reductions approximating 73% and a renewable energy content of 76% were deemed achievable at rate parity during the 10 -year Study period. As previously noted, none of the prospective supply scenarios include the use of unbundled renewable energy certificates; renewable energy products will be exclusively limited to " bundled" deliveries produced by generators primarily located within: 1) California; 2) communities of the SVCCE Study Partners; and 3) elsewhere in the western United States.

General Operating Projections

When reviewing the pro forma financial results associated with each of the prospective supply scenarios, as reflected in Appendix A of this Study, the " Total Change in Customer Electric Charges" during each year of the study period reflects the projected net revenues ( or deficits) that would be realized by SVCCE in the event that the program decided to offer customer electric rates that were equivalent to similar rates charged by PG &E. To the extent that the Total Change in Customer Electric Charges is negative, SVCCE would have the potential to offer comparatively lower customer rates / charges, relative to similar charges imposed by PG &E; to the extent that such values are positive, SVCCE would need to impose comparatively higher customer charges in order to recover expected costs. Ultimately, the disposition of any projected net revenues will be determined by SVCCE leadership during annual budgeting and rate- setting processes. For example, in the cases of Scenario 1 and Scenario 2, each year of the study period reflects the potential for net revenues. Such net revenues could be passed through to SVCCE customers in the form of comparatively lower electric rates / charges, as contemplated in this Study, utilized as working capital for program operations in an attempt to reduce program financing requirements, or SVCCE leadership could strike a . balance between reduced rates and increased funding for complementary energy programs, such as Net Energy Metering, customer rebates ( to promote local distributed renewable infrastructure buildout or energy efficiency, for example) as well as other similarly focused programs. SVCCE leadership would have considerable flexibility in administering the disposition of any projected net revenues, subject to any financial covenants that may be entered into by the program.

Environmental Impacts

With regard to SVCCE' s anticipated clean energy supply and resultant GHG emissions impacts, each prospective supply scenario yielded progressively increasing environmental benefits, resulting from the incremental addition of renewable and other GHG -free power sources. For example, Scenario 1, which was specifically designed to match the incumbent utility' s projected GHG emissions profile ( while marginally exceeding proportionate renewable energy procurement of the incumbent utility), did not yield any expected emissions savings. Supply Scenario 2, which was framed to achieve specified proportionate GHG emission reductions relative to the incumbent utility, resulted in annual emissions reductions ranging from approximately 38, 000 ( Year 1 impact) to 82, 000 ( Year 10 impact) metric tons. Scenario 3 yielded the most significant emissions benefits, as current market pricing for renewable and GHG -free power sources allowed for the significant majority of SVCCE' s projected power resource portfolio to be sourced from these supply options while still remaining at rate parity with PG &E throughout the 10 -year Study period — annual projected emissions reductions ranged from approximately 112,000 ( Year 1 impact) to 352, 000 ( Year 10 impact)

Executive Summary

Item IX.B. Silicon Valley Clean Energy Authority 152 Draft Silicon Valley Community Choice Energy Technical Study metric tons, a proportionate annual GHG reduction ranging from 60'' o ( Year 1 impact) to 86% ( Year 10 impact) relative tc PG& E s ; projected ernission profile. With regard to the anticipated GHG emissions impacts reflected under each scenario, it is important to note that such estimates are significantly influenced by PG &E' s ongoing use of nuclear generation, which is generally recognized as GHG -free. In particular, the Diablo Canyon Power Plant '" DCPP' produces approximately 20% of the utility' s Iota; annual electric energy requirements. During the latter portion of the Study period, DCPP will need to relicense the facility' s two reactor units ( in 2024 and 2025, respectively; and there is some uncertainty regarding PG &E' s ability to successfully relicense these units under the current configuration, which utilizes once -through cooling as part of facility operations — use of once -through cooling is no longer permissible within California, and affected generators must reconfigure requisite cooling systems or face discontinued operation. To the extent that PG &E' s use of nuc.lecr c; e, ie- a >ian i, curtailed or suspended at some point in the future, SVCCE' s projected emissions reductions would significantly increase under Scenarios 2 and 3. However, due to the timing of the relicensing issue facing DCPP, substantive increases to projected environmental benefits ( resulting from prospective changes to ? GSEs nuclear po ":,er supply should not be assunlec: during the Study period.

The various energy supply components underlying each scenario are broadly categorized as:

Conventional Supply ( generally electric generation produced through the combustion of fossil fuels, particularly natural gas within the California energy markets); Bucket 1" Renewable Energy Supply ( generally renewable energy produced by generating resources located within or delivering power directly to California); Bucket 2" Renewable Energy Supply ( generally renewable generation imported into California);

and Additional GHG -Free Supply ( generally power from large hydro -electric generation facilities, which care not eligible to participote in California' s RPS certification program).

For the sake of comparison, Table 1 displays PG &E> proportionate use of various power sources during the most recent reporting year ( 2014) as well as the aggregate resource mix within the state of California, as reported by the California Energy Commission ( ° CEC "). During the Study period, planned increases in Californ a s RPS procurement ; Mandate and various other factors will contribute to periodic changes in the noted resource mix. Such changes will affect projected GHG emissions comparisons between SVCCE and PG & E.

Executive Summary

Item IX.B. Silicon Valley Clean Energy Authority 153 Draft Silicon Valley Community Choice Energy Technical Study

Table 1: 2014 PG& E and California Power Mix

gy Resource 2014 PG& E Power Mix 2014 California Power Mix-

Eligible Renewable 27% 20%

Biomass & Waste 5% 3%

Geothermal 5% 4%

Small Hydroelectric 1 % 1 %

Solar 9% 4%

Wind 7% 8%

Coal 0% 6%

Large Hydroelectric 8% 6%

Natural Gas 24% 45%

Nuclear 21% 9%

Unspecified Sources of Power 21% 14%

100% 100% Source: tl(, 6t LU 14 / lower Source Utsdosure Keport; ' Source: Calrtorma energy Commission; sNumbers may not add due to rounding.

Projected Economic Development Benefits

SVCCE' s projected long -term power contract portfolio is also expected to have the potential to generate substantial economic benefits throughout the state as a result of new renewable resource development. A moderate component of this impact is expected to occur within the local economy as a direct result of renewable infrastructure buildout to be supported by a SVCCE- administered Feed -In Tariff program, which could be designed to promote the development of smaller -scale renewable generating projects that would supply a modest portion of SVCCE' s total energy requirements. The prospective SVCCE long -term contract portfolio, which is reflected in the anticipated resource mix for each supply scenario, includes approximately 340 MW of new generating capacity ( all of which is assumed to be located within California and some of which may be located within communities of the CCE Study Partners). Based on widely used industry models, such projects are expected to generate up to 11, 000 construction jobs and as much as $ 1. 4 billion in total economic output. Ongoing operation and maintenance ( " O &M ") jobs associated with such projects are expected to employ as many as 185 full time equivalent positions ( "FTEs ") with additional annual economic output approximating $ 30 million. SVCCE would also employ a combination of staff and contractors, resulting in additional ongoing job creation ( up to 30 FTEs per year) and related annual economic output ranging from S3 to 59 million.

Consolidated Scenario Highlights

The following exhibit identifies the projected operating results under each supply scenario in Year 1 of anticipated CCE operations. Additional details regarding the composition of each supply scenario are addressed in Section 2.

Executive Summary • .. -

Item IX.B. Silicon Valley Clean Energy Authority 154 Draft Silicon Valley Community Choice Energy Technical Study

Year 1 Scenario 1 Year 1 Scenario 2 Year 1 Scenario 3 Silicon Valley CCE Indicative Supply Scenarios: Year 1

Bucket 1 RE Supply (In -State Supply) Conventional Supply

Bucket 2 RE Supply (Imported Supply) Additional GHG -Free Supply

Key Considerations Scenario 1 Scenario 2 Scenario 3

General Environmental Benefits 36% Renewable 51% Renewable 76% Renewable Renewable energy and GHG content 63% Total GHG -Free 70% Total GHG -Free 85% Total GHG -Free

Rate Competitiveness Average 4% savings relative to Average 3% aysings relative to Average savings of <1% relative Incremental renewable / clean energy purchases will impose PG & E rate projections PG & E rate projections to PG & E rate projections upward pressure on SVCCE customer rates

Proiected Residential Customer Cost Impacts' Average $ 5. 09 monthly cost Average $ 3.49 monthly cost Average $ 0. 76 monthly cost Resource choices will influence monthly energy costs savings relative to PG & E rate savings relative to PG & E rate savings relative to PG & E rate Average monthly usage for SVCCE res. customers = 510 projections projections projections kWh

Assumed SVCCE Participation 85% customer participation 85% customer participation 85% customer participation Projected rate savings / increases are assumed to impact rate assumed across all rate assumed across all rate assumed across all

customer participation levels; medium and large commercial customer groups customer groups customer groups customers are assumed to be highly cost sensitive

Comparative GHG Emissions Impacts 0. 158 metric tons CO2 / MWh 0. 126 metric tons CO2 / MWh 0. 064 metric tons CO2 /MWh GHG emissions impact relative to assumed PG &E portfolio emissions rate is equivalent to emissions rate results in emissions rate results in PG & E, resulting in zero 38,000 metric ton GHG 112, 000 metric ton GHG incremental GHG emissions emissions reduction ( 20 %) in emissions reduction ( 60 %)in impacts in Year 1 Year 1 Year 1

The following exhibit identifies the projected operating results under each supply scenario in Year 10 of anticipated CCE operations. Note that projected reductions in customer savings, which are reflected in Year 10 operating results, substantially relate to the increased use of renewable and other carbon -free resources throughout the Study period. Such resources are generally more expensive that fossil -fueled power sources and impose upward pressure on SVCCE' s projected power supply costs, resulting in reduced customer savings.

Executive Summary

Item IX.B. Silicon Valley Clean Energy Authority 155 Draft Silicon Valley Community Choice Energy Technical Study

Year 10 Scenario 1 Year 10 Scenario 2 Year 10 Scenario 3 Silicon Valley CCE Indicative Supply Scenarios: Year 10

Bucket 1 RE Supply ( In -State Supply) Conventional Supply

Bucket 2 RE Supply ( Imported Supply) . Additional GHG -Free Supply

Key Considerations Scenario 1 Scenario 2 Scenario 3

General Environmental Benefits 49% Renewable 66% Renewable 761/6 Renewable Renewable energy and GHG content 75% Total GHG -Free 80% Total GHG -Free 97% Total GHG -Free

Rate Competitiveness Average 3% saving relative to Average 1% savings relative to General rate parity results in Incremental renewable /clean energy purchases will impose PG & E rate projections PG & E rate projections minimal cost impact upward pressure on SVCCE customer rates

Projected Residential Customer Cost Impacts' Average $ 4. 19 monthly cost Average $ 1. 93 monthly cost Average $0. 14 monthly cost Resource choices will influence monthly energy costs saving relative to PG & E rate savings relative to PG & E rate increase relative to PG & E rate Average monthly usage for SVCCE res. customers = 510 projections projections projections kWh

Assumed SVCCE Participation 85% customer participation 85% customer participation 85% customer participation Projected rate savings / increases are assumed to impact rate assumed across all rate assumed across all rate assumed across all customer participation levels; medium and large commercial customer groups customer groups customer groups customers are assumed to be highly cost sensitive

Comparative GHG Emissions Impacts 0. 109 metric tons CO2 /MWh 0.087 metric tons CO2 / MWh 0. 015 metric tons CO2 /MWh GHG emissions impact relative to assumed PG &E portfolio emissions rate is equivalent to emissions rate results in emissions rate results in PG & E, resulting in zero 82, 000 metric ton GHG 352, 000 metric ton GHG incremental GHG emissions emissions reduction ( 20 %) in emissions reduction ( 86 %) in impacts in Year 10 Year 10 Year 10

Findings and Conclusions

Based on the results reflected in this Study and PEA' s considerable experience with California CCEs, the SVCCE program has a variety of electric supply options that are projected to yield_ both customer rate savings and environmental benefits. To the extent that clean energy options, including renewable energy and hydroelectricity, are used in place of conventional power sources, which utilize fossil fuels to produce electric power, anticipated SVCCE costs and related customer rates would be marginally higher. However, Scenarios 2 and 3 indicate that the potential exists for significant GHG emissions reductions and increased renewable energy deliveries under a scenario in which SVCCE rates are equivalent ( on a projected basis) to or below similar rates charged by the incumbent utility.

Ultimately, SVCCE' s ability to demonstrate rate competitiveness ( while also offering environmental benefits) would hinge on prevailing market prices at the time of power supply contract negotiation and execution. Depending on inevitable changes to market prices and other assumptions, which are substantially addressed through the various sensitivity analyses reflected in this Study, SVCCE' s actual electric rates may be somewhat lower or higher than similar rates charged by PG &E and would be expected to fall within a competitive range needed for program viability.

As with California' s operating CCE programs, SVCCE' s ability to secure requisite customer energy requirements, particularly under long term contracts, will depend on the program' s perceived creditworthiness at the time of power procurement. Customer retention and reserve accrual, as well as a successful operating track record, will be viewed favorably by prospective energy suppliers, leading to reduced energy costs and customer rates. Operational viability is also based on the assumption that SVCCE would be able to secure the

Executive Summary

Item IX.B. Silicon Valley Clean Energy Authority 156 Draft Silicon Valley Community Choice Energy Technical Study necessary startup funding as well as additional financing to satisfy program working capital estimates. As previously noted, it is PE ' s opinion that SVCCE would be operationally viable under a relatively broad range of resource planning scenarios, demonstrating the potential for customer savings as well as reduced GHG emissions.

0 0 - Executive Summary

Item IX.B. Silicon Valley Clean Energy Authority 157 Draft Silicon Valley Community Choice Energy Technical Stud

SECTION 1: INTRODUCTION

This Community Choice Energy ( " CCE ") Technical Study ( " Study ") was prepared for the Silicon Valley Community Choice Energy ( " SVCCE ") Partnership, by Pacific Energy Advisors, Inc. ( " PEA ") under contract with the City of Sunnyvale, for purposes of describing the potential benefits and liabilities associated with forming a CCE program in Santa Clara County. Such a program would provide electric generation service to residential and business customers located within the SVCCE Partner jurisdictions, which currently receive electric service from the incumbent utility, Pacific Gas & Electric Company ( "PG & E"). The SVCCE Partnership is sponsored by the Cities of Cupertino; Mountain View, and Sunnyvale and the County of Santa Clara. The Partnership has expanded the scope of the study to include eight additional communities in Santa Clara County; the 12 communities comprise the " CCE Study Partners" and are identified below in Table 2.

Table 2: Prospective SVCCE Member Communities

City of Campbell City of Monte Sereno City of Cupertino City of Morgan Hill City of Gilroy City of Mountain View City of Los Altos City of Saratoga Town of Los Altos Hills City of Sunnyvale Town of Los Gatos County of Santa Clara ( unincorporated areas)

In consideration of its response to the Sunnyvale' s Request for Qualifications No. F15 -49 for Professional Services to the Environmental Services Department in Association with the Study of Community Choice Aggregation, which was issued on November 21, 2014, PEA was retained by the City to conduct a technical study focused on the prospective formation of a CCE program serving communities of the CCE Study Partners. This Study reflects the results of a comprehensive analysis, which addresses prospective CCE operations under a range of scenarios, including the identification of anticipated rate /cost impacts, environmental benefits, resource composition and economic development amongst other considerations. When reviewing this Study, it is important to keep in mind that the findings and recommendations reflected herein are substantially influenced by current market conditions within the electric utility industry, which are subject to sudden and significant changes.

PEA is an independent consulting firm specializing in providing strategic advice and technical support to various organizations within the California electricity market, particularly aspiring and operating CCE programs. PEA' s consultants have been assisting local governments with the evaluation and implementation of CCE programs since 2004, including each of California' s operational CCE programs, which include Marin Clean Energy ( "MCE "), Sonoma Clean Power ( "SCP ") and Lancaster Choice Energy ( "LCE "). This Study reflects operating projections that are based on the best available information, utilizing transparent, documented assumptions to provide an objective assessment regarding the prospects of CCE operation within communities of the CCE Study Partners. Such assumptions are later discussed in Section 2. However, due to the dynamic nature of California' s energy markets, particularly market prices which are subject to frequent changes, the SVCCE Partnership should confirm that the assumptions reflected in this Study generally align with future market conditions ( observed at the time of any decision by the SVCCE Partnership to move forward) to promote the achievement of early -stage SVCCE operations that generally align with the operating projections reflected in this Study. To the extent that future market price benchmarks materially differ from any of the assumptions noted in Section 2 of this Study, PEA recommends updating pertinent operating projections to ensure well- informed decision- making and prudent action.

Section 1: Introduction ' • • - •

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When reviewing this Study, note that the term Community Choice Aggregation ( "CCA "), which is referenced within applicable legislation and related regulations, is currently being used interchangeably with the term Community Choice Energy ( " CCE ")b, a term of art that has been adopted by the SVCCE Partnership to identify its aggregation initiative. Use of the CCE acronym is becoming increasingly common when referring to similar customer aggregation programs throughout the state. For purposes of this Study, the term Community Choice Energy or " CCE" is used when referring to such aggregation programs.

Under existing rules administered by the California Public Utilities Commission ( " CPUC "), PG &E would use its transmission and distribution system to deliver the electricity supplied by SVCCE in a non - discriminatory manner, as it currently does for its own " bundled service" customers ( i. e., customers who receive both electric generation and delivery services from a single provider) and for " direct access" customers who receive electricity provided by competitive retail suppliers. PG &E would continue to provide all metering and billing services, and customers would receive a single electric bill each month from PG &E — each customer' s bill would show SVCCE charges for generation services as well as charges for PG &E delivery services. Money collected by PG &E on behalf of SVCCE would be electronically transferred each day to SVCCE' s designated bank account. Following enrollment in the CCE program, SVCCE customers would continue to be eligible for PG& E - administered programs funded through distribution rates and public goods charges, including rebate and subsidy programs focused on energy efficiency and distributed solar generation.

To fulfill the electric energy requirements of its customers and related compliance obligations, SVCCE would participate in the electricity market to purchase various energy products from qualified generators, brokers, and / or marketers. In the future, SVCCE may also produce electricity generated by its own power plants, which could be independently developed or acquired by the CCE. Other programs and services may be offered by SVCCE as well, such as new programs to promote conservation and / or energy efficiency, locally - situated distributed renewable generation ( e. g., photovoltaic solar systems that are installed by a customer behind the meter" to reduce reliance on offsite energy sources and / or reduce overall energy costs), electric vehicle charging, and customer load shifting ( also known as " demand response ").

PEA' s analysis quantifies the expected benefits and liabilities of the CCE program in terms of overall operating margins, ratepayer costs, reductions in emissions of GHGs, which primarily entail carbon dioxide CO2 ") from electric generating resources used to supply customers within communities of the CCE Study Partners, and economic development impacts arising from new job creation and local spending. The remaining sections of this report are organized by subject matter as follows:

Section 2: Study Methodology— describes the approach used to conduct the Study.

Section 3: SVCCE Technical Parameters — describes the electric consumption patterns and electric resource requirements of prospective SVCCE customers ( i. e., electricity customers located within communities of the CCE Study Partners).

Section 4: Cost of Service Elements — explains the various costs that would be involved in providing electric service through a CCE program.

h While it is generally understood that both terms refer to the some type of load serving entity, as provided for under the California Public Utilities Code, PEA is not aware of any current references to the term " Community Choice Energy" or " CCE" in such Code or applicable regulations. In consideration of this observation, SVCCE should remain aware of this terminology when communicating with jurisdictional regulatory entities or legislators regarding its prospective aggregation program to ensure that naming conventions conform with currently applicable laws and regulations which address such programs.

Section I: Introduction

Item IX.B. Silicon Valley Clean Energy Authority 159 Draft Silicon Valley Community Choice Energy Technical Study

Section 5: Cost and Benefits Analysis — details the estimated benefits and financial liabilities associated with a variety of potential resource scenarios with regard to ratepayer costs, GHG impacts, and local economic development impacts.

Section 6: Sensitivity Analyses — describes the variables that are expected to have the largest impact on customer' rates and shows the range of impacts associated with key variables.

Section 7: Risk Analysis — highlights key risks associated with the formation and operation of a CCE program, including recommended mitigation measures for such risks.

Section 8: CCE Formation Activities — summarizes the steps involved in forming a CCE program.

Section 9: Evaluation and Recommendations — summarizes Study results and provides recommendations based on PEA' S analysis.

Appendix A: SVCCE Pro Forma Analyses — includes pro forma operating projections for each of the three SVCCE supply scenarios addressed in this Study.

Section 1: Introduction ' .. -

Item IX.B. Silicon Valley Clean Energy Authority 160 Draft Silicon Valley Community Choice Energy Technical Study

SECTION 2: STUDY METHODOLOGY

The analytical framework for the Study is a cost -of- service model that estimates all costs and anticipated revenues that would be incurred / received in providing CCE services. The Study examines projected CCE operations over a ten -year study period, including the expected economic / financial impacts related thereto. As detailed in Section 4 ( Cost of Service Elements), CCE program costs include those associated with energy procurement as well as administrative, financing and other costs that would be involved in the program' s formation and ongoing operation. Total projected costs over each twelve -month period represent the amounts that must be funded through program rates, also known as the " revenue requirement." Average generation rates of the CCE program, which are calculated by dividing total program costs ( dollars) by total program electricity sales ( kilowatt hours, kWh; or megawatt hours, MWh), were determined for each year as well as the entirety of SVCCE' s ten -year study period ( ten -year averages were calculated on a levelized basis, as further described below) to facilitate comparisons among potential electric supply mixes and against projected PG &E rates.

The CCE program would have myriad choices with regard to the types of resources that may comprise its electric supply portfolio. Such choices typically focus on the following portfolio attributes:

1) The proportion of renewable and non - renewable, or conventional, generation sources; 2) Specification of a portfolio GHG emissions rate; 3) Selection of specific generating technologies ( solar photovoltaic, wind, geothermal, etc.); 4) Identification of resource locations ( local, in- state, regional or a combination thereof); 5) Preferred power supply structure ( power purchase agreement or, potentially, asset development/

acquisition); 6) Determination of resource scale ( for example, larger " utility- scale" projects and / or smaller distributed generating resources); and 7) Duration of supply commitments ( short -, mid -, long -term).?

Each of these choices presents economic and / or environmental tradeoffs. Specification of initial supply preferences, which is a fundamental component of the resource planning process, typically occurs during the implementation and operation stages by those charged with leading and overseeing the CCE program. As the CCE continues to operate over time, resource planning will remain an ongoing obligation, enabling the CCE to adapt its planning principles to changing circumstances while promoting the CCE program' s overarching policy objectives. ,

For purposes of this Study, PEA developed three representative supply portfolios that were evaluated on the basis of ratepayer cost, renewable energy content, GHG emissions, and economic development impacts. The objective of evaluating alternative supply scenarios is to obtain a robust set of analytical results that can be used to inform decision- makers of the inherent trade -offs that exist among various resource choices while also illustrating a reasonable range of outcomes that could be achieved through CCE implementation and operation. It should be understood that SVCCE would not be limited to any particular supply scenario assessed in this Study; the supply scenarios reflected in this Study have been developed for the sake of example, taking into consideration key objectives of the aspiring CCE program.

For purposes of this Study, a " short- term" supply commitment generally refers to a contract term of one to three . years in duration; a " mid- term" supply commitment generally refers to a contract terra of three to ten years in duration; and a " long- term" supply commitment generally refers to a contract term of ten or more years in duration.

Section 2: Study Methodology

Item IX.B. Silicon Valley Clean Energy Authority 161 Draft Silicon Valley Community Choice Energy Technical Stu Supply Scenario Overview The following supply scenarios are representative of different choices that could be made by SVCCE with regard to overall renewable energy content, fuel sources and generator locations ( of the electric resources used to supply SVCCE' s customers). Each scenario embodies unique portfolio attributes and related ratepayer impacts. Subject to compliance with prevailing law and applicable regulations, California CCEs have a broad range of options when assembling supply portfolios. The three scenarios discussed in this Study also reflect the inclusion of power supply from both existing generating sources, which may supply the majority of SVCCE' s early stage energy requirements, and new renewable generation projects developed as a result of Tong -term power purchase agreements entered into by the CCE program, which may play an increasingly prominent role in SVCCE' s mid- and long -term resource planning efforts.

With regard to the specific sources of power supply that were considered as part of this Study, PEA was directed to exclude the use of: l) unbundled renewable energy certificates ( due to ongoing controversy focused on environmental benefit accounting for such products); 2) specified purchases from nuclear generation, which is generally unavailable to wholesale energy buyers, including CCE programs, but represents a significant portion of PG & E' s energy resource mix; and 3) coal generation, which is a cost -effective but highly polluting domestic power source. Exclusion of the aforementioned energy products will not only avoid potential controversy regarding the use of generally objectionable and / or environmentally damaging power sources, but it will also ensure that SVCCE' s portfolio emissions reporting remains consistent with potential changes in California law.8 In consideration of this direction, such products were omitted during SVCCE' s portfolio analysis.

It is also noteworthy that independent development and ownership of generating resources may also be an available supply alternative for the CCE program over the longer -term planning horizon, following years of successful operations, financial reserve accrual and establishment of general creditworthiness. Because the timing of any significant CCE- sponsored resource development and ownership likely falls outside the planning horizon addressed within this Study, PEA has not incorporated SVCCE -owned resources as a component of the indicative supply scenarios discussed herein. This assumption is largely based on observations related to California' s operating CCE programs, which have yet to pursue direct investment in generating resources; the timeline for investment in such resources is likely consistent with PEA' s related assumptions reflected in this Study.

With regard to the three prospective SVCCE supply scenarios addressed in this Study, such scenarios were designed to evaluate a broad range of portfolio characteristics for purposes of demonstrating the inherent tradeoffs that exist when deciding between available resource options. The prospective supply portfolios were also constructed in consideration of certain key objectives that were communicated to PEA on behalf of the CCE Study Partners. These objectives generally focused on the achievement of rate competitiveness, GHG emissions reductions and increased use of renewable energy resources relative to the incumbent utility. Table 3 identifies key planning elements of each scenario addressed in this Study.

s Assembly Bill 1 1 10 ( Ting), which has become a two -year bill,, is intended to require the disclosure of portfolio emissions intensity to California' s retail electricity customers. The proposed methodology for such disclosures would not allow the inclusion of environmental benefits associated with unbundled renewable energy certificates.

Section 2: Study Methodology

Item IX.B. Silicon Valley Clean Energy Authority 162 Draft Silicon Valley Community Choice Energy Technical Study

Table 3: Key Planning Elements of Each SVCCE Indicative Supply Scenario

Anticipated SVCCE SVCCE INELCUME= Anticipated GHG Primary,,Obiectives of Customer Cost Supply Supply Portfolio Impacts' I Year 1; Scenario Year I - Year 1 1

Achieve GHG emissions YEAR 1 = No YEAR 1 = 4% parity ( with PG &E) on a YEAR 1 = 36% Change average savings projected basis while Scenario 1 exceeding PG &E' s YEAR 10 = 49 a/ o YEAR 10 = No YEAR l 0 = 3 o/ o expected proportion of Change average savings RPS- eligible procurement Increased RPS -eligible YEAR 1 = 20% YEAR 1 = 3% renewable energy YEAR 1 = 51 % reduction average savings procurement plus 20% Scenario 2 GHG emissions reductions YEAR 1. 0 = 66% YEAR 10 = 20% YEAR 10 = 1 % relative to incumbent reduction average savings utility) Maximize GHG -free YEAR 1 = 60% YEAR 1 = " Zero" power procurement ( RPS- YEAR 1 = 76% reduction impact eligible renewable energy Scenario 3 plus additional GHG -free YEAR 10 = 76% YEAR 10 = 86% YEAR 10 = " Zero" supply) while maintaining reduction ! impact

general rate / cost parity I

Under each of the three supply scenarios, the CCE program would cause new renewable generation projects to be developed through long -term power purchase agreements. It should be recognized that developing generation in California is a difficult and time- consuming process, and developing generation within communities of the CCE Study Partners and surrounding areas may be even more difficult than in other parts of the state, such as California' s Central Valley. Major development challenges include siting, permitting, financing and generator interconnection with the transmission system, all of which may take for longer ( and result in higher costs) than originally planned. Suitable sites must be identified and placed under control of the developer, and the required land can be quite significant, particularly for photovoltaic solar projects. 12 It is also common for proposed generating projects to draw opposition from local residents and interest groups, who may identify various objections to the project ( e. g., habitat destruction / dispIacement, visual impacts and species mortality). Once a suitable site is secured and the necessary permits are in place, the project must be financed, and that financing will primarily depend upon the perceived creditworthiness of the CCE program, which may take several years to build. As previously noted, PEA has assumed that during the ten year study horizon, generation projects would be developed and financed by third parties under Long -term power purchase agreements with SVCCE without direct ownership of such projects by the CCE program.

All renewable energy volumes are assumed to be eligible for use in California' s Renewables Portfolio Standard ( " RPS')

program. 10 Anticipated GHG emissions impacts were determined in consideration of the GHG emissions factor associated with SVCCE' s assumed resource mix as compared to the assumed emissions factor associated with PG &E' s supply portfolio, which is expected to decline throughout the ten -year study period. 1 Anticipated customer cost impacts were determined in consideration of the projected average SVCCE customer rate to be paid under each of the three prospective supply scenarios relative to the forecasted average PG &E rate. 12 Each MW of PV capacity requires approximately five to eight acres, depending upon the location and installation characteristics.

Section 2: Study Methodology

Item IX.B. Silicon Valley Clean Energy Authority 163 Draft Silicon Vallev Communitv Choice Enerav Technical Stu

Key Assumptions When preparing the Study, it was necessary for PEA to incorporate a variety of assumptions, which were primarily based on current market observations and PEA' s direct experience with California' s operating CCE programs. Such assumptions were instrumental in deriving SVCCE' s projected operating results, as many actual data points, such as final contract energy pricing and future customer participation in the SVCCE program, will not be known until immediately prior to or after service commencement. For purposes of this Study, the key assumptions identified in Table 4 were incorporated to facilitate the development of SVCCE operating projections:

Table 4: Key Assumptions Underlying the SVCCE Technical Study

Key Assumption Power Supply Costs Prices for renewable energy and resource adequacy capacity are based on prices observed for recent transactions and escalated for future periods. Prices for conventional power supply utilize forward curves based on exchange quoted futures prices for power, natural gas and GHG emissions allowances. Fees associated with wholesale scheduling, balancing and settlement with the California Independent System Operator are based on similar costs experienced by existing CCE programs. Capacity requirements and shaped energy requirements were estimated using ! i monthly customer load data by rate classification as adjusted by PG &E' s hourly class load profiles. PG& E Rates PG &E proposed 2016 rates ( August Annual Electric True -up) and surcharges ( e. g., PCIA) were applied to customer load data aggregated by major rate schedule to form the basis for the PG &E rate forecast. For future years, the forecast was derived using PG& E 's most recent resource plan, adjusted for changes to renewable energy content mandated by SB 350. Forecast of PCIA is based on projected PG & E power portfolio cost and forward

market prices. It is assumed that CCE would provide similar rate designs and options as PG &E. Community Participation All twelve municipalities are assumed to participate. Customer Participation Service is assumed to be offered to all customers except those taking direct access and standby service. Based on average customer retention experienced by operating CCE programs, 85% of customers offered service across all customer classes are assumed to enroll. CCE Rates & Reserve CCE rates would be set to recover all program costs including power supply, administration, and debt service as well as funding a reserve equivalent to 4% of annual program costs. CCE Operations Staffing and other operating costs were estimated by benchmarking to the three currently operating CCE programs, with adjustment for differences in the number of

customers served. Costs associated with administering net energy metering, demand response and energy efficiency programs were included at $ 1, 275,000 per year. Bonds and Other Deposits CPUC Bond: $ 100, 000 ( Included in Startup Cost) PG & E Deposit: $ 40, 000 (Included in Startup Cost) CAISO Deposit: $ 500,000 ( Included in Working Capital) Supplier Reserve: $ 2, 500,000 (Included in Working Capital) Startup Costs: $ 2, 900,000 Working Capital: $ 9, 000,000

Section 2: Study Methodology '..-

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Key Assumption Description Rate Comparisons Rate comparisons are based on the total delivered rate between CCE service and PG &E service, with the CCE program offering a rate structure that generally parallels that of PG &E including time -of -use rate differentials that may be applicable under certain rate schedules ( e. g., certain Net Energy Metered customers, which may take service under rate schedules with time -of -use rate variants). For CCE service, the total delivered rate includes the CCE charges, PG &E delivery charges, and PG &E surcharges ( e. g., PCIA). For PG &E service, the total delivered rate includes PG &E generation charges and PG & E delivery charges. Renewable Portfolio Standards Study assumes the currently applicable renewable energy requirements are maintained through 2020 and increased to 50% renewable portfolio content by 2030 as mandated by SB 350. Greenhouse gas emissions rates For PG &E, used its most recent forecast of portfolio emissions rates and adjusted the rate downwards for future years for the effects of anticipated increase in renewable energy content. Assumed continued operation of Diablo Canyon Nuclear Power Plant throughout study period. For CCE, used the CARB default emissions rate applied to power purchases other than purchases from renewable and hydro -electric sources.

Voluntary 100% Renewable Assumed 2% of enrolled customers elect this option. Energy Program

Multi -Phase Customer Enrollment

For purposes of this Study, PEA assumed a three -phase customer implementation strategy through which that would enroll customers in the following manner: 1 ) one -third of prospective SVCCE customers would be enrolled during the first month of service, drawing from a broad, representative cross section of the entire SVCCE customer base; 2) another third of the original customer population ( i. e., half of the remaining customer population which had yet to be enrolled) would be transitioned to CCE service during the thirteenth month of operation, reflecting similar characteristics when compared with the first phase; and 3) all remaining customers not previously enrolled would be transitioned to CCE service during the twenty fifth month of program operations. Such a strategy will allow the CCE program to " walk before its runs," gaining operational experience while the initial customer base remains relatively small ( when compared to the total prospective customer population). This approach will also create an opportunity for the CCE program to " debug" potential customer service and billing issues that may arise during initial operations and will also reduce credit /collateral concerns during initial power contracting efforts. Furthermore, a multi -year phase -in strategy will serve to minimize initial working capital requirements of the SVCCE program by reducing power contract payment obligations during early operations, allowing the CCE program to build reserves for purposes of self- funding future phase -in activities.

Indicative Renewable Energy Contract Portfolio For purposes of this Study, an indicative long -term renewable energy contract portfolio, which emphasizes resource and delivery profile diversity in consideration of reasonably available project opportunities, was assembled for the SVCCE program. For example, a contract portfolio exclusively focused on solar resources would not provide for requisite energy requirements during the night; similarly, a portfolio focused on the exclusive use of wind resources would not adequately address SVCCE customer energy requirements during times of day when wind levels are low. In consideration of the unique generating characteristics associated with various renewable energy technologies, PEA assembled SVCCE' s indicative renewable energy contract portfolio for purposes of creating a composite energy delivery profile that would reasonably match the manner in which SVCCE customers use electric energy. Considerable amounts of solar capacity were incorporated in the indicative supply portfolio in consideration of robust resource availability throughout

Section 2: Study Methodology

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California and SVCCE' s need for considerable amounts of electricity during peak times of day. Geothermal and landfill gas -to- energy generating technologies were also incorporated in the supply portfolio, as such resources have been successfully secured by other CCE programs and provide a stable ( "basesload ") energy delivery profile that only marginally varies over time. Wind generating capacity was also included due to its availability and general cost effectiveness in serving CCE renewable energy requirements.

This indicative long -term contract portfolio was applied when analyzing each of the three supply scenarios for purposes of determining the resource planning and financial impacts associated with long -term power supply commitments that could be reasonably pursued by SVCCE. As reflected in the following table, the indicative supply portfolio phases in a variety of contracting opportunities over time, allowing the CCE program to incrementally increase long -term renewable supply commitments without unnecessarily exposing SVCCE to renewable energy price risk at a single point in time — this is a prudent resource and risk management practice in consideration of recent, ongoing price reductions that have been observed by California' s renewable energy buyers. The incremental ramp up in contracted renewable energy volumes will also serve the purpose of mitigating credit concerns that may impact the CCE program during early operations and limit the pace at which new long -term resource commitments can be made.

Based on PEA' s experience, California' s three operating CCEs, MCE, SCP and LCE, have been successful in pursuing small- ( 1 to 5 MWs in size) to mid -sized ( 5 -40 MWs in size) renewable energy contracting opportunities during early operations — the developers / owners of such projects have been able to reconcile credit concerns in consideration of the CCE' s projected operating results and / or relatively nominal collateral postings. PEA expects that SVCCE would have similar experiences when pursuing available renewable. project options. For example, prior to commencing operations and in the 24 to 36 months thereafter, it is expected that SVCCE would be able to secure long -term contract commitments with both small- and mid -sized renewable project opportunities on the basis of, SVCCE' s projected operating results. California' s other operating CCEs have generally been able to pursue similar opportunities with little to no collateral obligations, utilizing the respective CCE' s pro forma operating projections as the basis for demonstrating creditworthiness.

After establishing a successful operating track record, SVCCE should be effective in pursuing larger -scale project opportunities, which may prove to be more cost competitive. PEA expects that larger -scale projects may be available following the accrual of three or more years of successful operating history, including the accumulation of prudent financial reserves and the demonstration of significant customer retention — in general, the opt -out structure provided for by California' s CCE legislation is viewed as a risk by many prospective project developers and" energy sellers; however, the successful operating track record of California' s existing CCEs and the ongoing compilation of data related to customer participation retention has provided compelling evidence that CCE customer counts and overall program operations will remain stable over time — in general, California' s operating CCEs have each experienced customer retention rates in excess of 80% with each successive CCE program observing increasing retention rates for its customers. This trend seems to suggest that improved familiarity with the CCE business model, a growing track record of success amongst California' s operating CCE programs, and effective marketing campaigns have contributed to higher Levels of customer retention over time.

The indicative portfolio of long -term renewable energy contracts also reflects a significant commitment to renewable project development within communities of the CCE Study Partners — a total of 20 MWs of anticipated feed -in tariff ( "FIT ") projects has been included in the Study in consideration of the CCE Study Partners' interest in promoting local renewable infrastructure buildout and economic development. FIT projects are typically smaller -scale renewable development opportunities, ranging from 50 kW to 1. 5 MW in size, so PEA has assumed that numerous projects will comprise the 20 MW allocation reflected in the indicative resource mix.

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Item IX.B. Silicon Valley Clean Energy Authority 166 Draft Silicon Valley Community Choice Energy Technical Stud

For purposes of the Study, PEA has assumed a uniform portfolio of long -term renewable energy contracts for each of the three indicative supply scenarios. In practical terms, this means that each of the prospective supply scenarios reflects the resource mix described below as well as varying amounts of additional renewable and GHG -free energy procured under shorter -term contract arrangements. Such additional energy volumes will be procured / applied to fulfill each scenario' s specified renewable resource mix. Assumed prices for such long -term transactions as well as associated capacity factors, which reflect the amount of energy produced by each resource relative to its total, potential generating capacity, were also assembled by PEA in consideration of recent renewable energy transactions and typical operating characteristics associated with the noted renewable resource types. It is also noteworthy that PEA' s pricing assumptions reflect significant planned reductions in the federal investment tax credit ( " ITC "), which is expected to decrease from 30% to 10% for projects with initial delivery dates occurring after December 31, 2016, as well as growing demand for new renewable energy projects resulting from California' s RPS procurement mandate increasing to 50% by 203013 — both of these considerations may impose upward pressure on renewable energy pricing. PEA has addressed this possibility through relatively conservative price assumptions when compared to the current market for renewable energy products. It is possible, of course, that Congress could extend the ITC at its current level, which would mean prices for solar power would be lower than the assumptions used in this study. It is also possible that increased demand, while applying upward pricing pressure in the near term, may promote expanded supply capabilities, which would have the effect of mitigating such price pressures over time. The specific contracting opportunities, which have been incorporated in SVCCE' s indicative long -term renewable energy supply portfolio, are identified below in Table 5.

Table 5: SVCCE' s Indicative Long -Term Renewable Energy Contract Portfolio

irice Resource Type W)

Solar PV, utility scale 2019 100* 30% 65

Solar PV, utility scale 2023 100* 30% 65

Wind 2020 100* 35% 70

Landfill Gas to Energy 2020 101' 90% 80

Landfill Gas to Energy 2025 10* 90% 80

Geothermal 2018 50 100% 80

Solar PV, multiple FIT ( local) 2018 5" 22% 100 projects

Solar PV, multiple FIT ( local) 2020 5" 24% 90 projects

Solar PV, multiple FIT ( local) 2021 5* 24% 90 projects

Solar PV, multiple FIT ( local) 2022 5:1% 24% 90 projects

Total 390 MW

Uenotes assurned new generating capacity to be developed as a result of long -term contracts between SVCCE and qualified renewable project developers. 340 MW of potential new, California -based renewable generating capacity has been assumed in this Study.

13 On October 7, 2015, Governor Brown signed Senate Bill 350, the Clean Energy and Pollution Reduction Act of 2015. SB 350 increases California' s RPS to 50% by 2030 amongst other clean- energy initiatives. Many details regarding implementation of SB 350 will be developed over time with oversight by applicable regulatory agencies.

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Item IX.B. Silicon Valley Clean Energy Authority 167 Draft Silicon Valley Community Choice Energy Technical Study

Capacity factors quantify the proportionate amount of energy produced by each resource relative to its total, potential generating capacity. For example, if a 10 MW landfill gas -to- energy generator produced 78, 840 MWh per year ( relative to its total generating potential of 87,600 MWhs), its capacity factor would be 90%. By comparison, solar generators have relatively low capacity factors ( ranging from 20% - 30 %, generally), as such generators produce no power of night and very little power during the early morning and late afternoon hours.

Certain pricing assumptions reflect planned reductions to currently applicable incentives, which may result in increased renewable energy prices during the ten -year planning period. To the extent that such incentives are continued at current levels and / or supply significantly increases, actual prices could be lower than reflected herein. It is important to note that a broad range of considerations, including Califon w' s recently increased RPS ( to 50% by 2030), may influence renewable energy pricing and product availability in future years.

Regarding the referenced local solar projects, which are assumed to be developed under an SVCCE - administered FIT program, the pricing assumptions for such projects were set in consideration of three key factors:

1 ) Prices currently crvoidoble under PG &E `s Electric - Renewable Market Adjusting Tariff ( "ReMAT "), , vhich

represents - he current construct of PG &E' s FIT program — local project developers would be evaluating SVr-(-E s FIT in consideration of other available alternatives, so it is assumed that SVCCE would want to offer comparatively higher prices to attract such developers; 2) The assure =ption that project development costs . vithin SVCCE' c participating jurisdictions generally exceed project development costs in other locations; and 3) The general interest of the CCE Study Partners in providing meaningful price incentives to promote local renewable infrastructure buildout.

If such a program is administered by SVCCE, FIT energy prices will need to be sufficiently high to compel project sponsors to focus development efforts on locally situated project sites — this is the primary purpose of locally -foc , sect FIT pronra;ns. More specifically, PG &E' s ReMAT currently offers eligible, smaller -scale solar projects a base energy price of $ 61. 23 per MWh." This price is adjusted according to a schedule of Time of Delivery, or ' TOD , factors hich generally increase the annual average price paid to participating solar generators, depending on the quantity of energy produced and delivered during peak times of day ( e. g. weekdays between the hours of 3: 00 and 8: 00 P. M.). In general terms, the aforementioned base energy price may translate to a TOD- adjusted average price of more than $ 70 per MWh, depending on actual power production. PEA also assumed that project development costs, particularly land costs within the SVCCE service territory, v- ould be higher than average development costs throughout PG &E' s service territory. With these observations in mind, as well as the general concept that FIT programs are intended to incentivize local renewable infrastructure buildout, the prices associated with FIT energy productions were set at comparatively high levels, ranging from $ 90 -$ 100 per MWh. Such prices reflect a premium ranging from $ 25 -$ 35 per MWh relative to larger projects within optimal development locations. 15 While such prices seem sufficient to promote local FIT interest, it is noteworthy that SVCCE could independently adjust such prices in the event that actual FIT participation is below ( or above) desired levels. In the event that the SVCCE FIT program generates more interest and participation than originally anticipated, SVCCE could cap the program by implementing a total capacity ceiling. The cap could always be modified, but implementing a participatory ceiling would provide an additional layer of financial certainty for the FIT program.

14 PG,&E s Pr- >cirom Per od ! 2 price for A,- Available Pecking products, as notes! on PG& E'-, ReMAT website on October 29, 2015: http:// www .pae. com! enib2b / enerciysupply' holesaleelectricsuppliersolicitation / ReMAT / index. r) age. 1$ Note tha* MCE' s FIT tariff offer, similar price incentive; to attract loecnl cdeveloia s. According ro MCE' s FIT tariff, applicable prices are scheduled to incrementally decrease over time ( as successive FIT projects enter the project development queue).

Section 2: Study Methodology •

Item IX.B. Silicon Valley Clean Energy Authority 168 Draft Silicon Valley Community Choice Energy Technical Study Energy Production Options & Scenario Composition When considering the portfolio composition associated with SVCCE' s prospective supply scenarios, several resource types, including clean ( e. g., renewable and GHG -free) and conventional ( e. g., fossil -fueled, which typically entails the use of natural gas within California) energy sources, would be available to supply the electric energy requirements of SVCCE customers. With regard to renewable energy product options, California' s currently effective RPS program allo:,­ for the use of three distinct renewable energy products, which are primarily differentiated by unique delivery attributes. In particular, certain RPS - eligible renewable energy products are referred to as " bundled rene- able energy," meaning that the physical electricity and renewable attributes J. e., P.ene. vable Energy Certificates, or " RECs , are both delivered to the buyer, whereas other RPS - eligible products are referred to as " unbundled," meaning that the renewable attributes, or RECs, are sold separately from the electric commodity. Under the nornenclature of California' s RPS, bundled renewable energy products are categorized as Portfolio Content Category 1 i'' PCCI - or " Bucket 1 ") or Portfolio Content Category 2 (° PCC2" or " Buc et 2 " ;. In general terns, PCC1 products are the most costly, least objectionable and offer the most flexibility ,,. hen compiyiny with California' s RPS procurement PCCK or ' Bucket 3" i, has usage mandates. Unbundled renenable energy, or Portfolic Content Category 3 1 ' limitations under the RPS program and is also the subject of ongoing philosophical debate regarding environmental impacts. For purposes of this Study, PEA was advised to exclude unbundled renewable energy products from SVCCE' s prospective supply portfolios. For purposes of this Study, it was assumed that all additional GHG -free energy ( i. e., GHG -free energy obtained from sources that are not RPS - eligible due to size limitations) would be produced / delivered by hydroelectric generators. In consideration of these product options, SVCCE' s three prospective supply scenarics % ere constructed with the resource preferences reflected in Table b.

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Item IX.B. Silicon Valley Clean Energy Authority 169 Draft Silicon Valley Community Choice Energy Technical Stud

Table 6: SVCCE' s Scenario -Specific Energy Resource Preferences

Total PCC1- Total

Eligible17 Eligible" I Energy Content" Renewable Energy

Total Supply (, ear Year 10)

Achieve GHG

emissions parity with PG &E) on a projected basis YEAR 1 = 36% YEAR 1 = 27% YEAR 1 = None YEAR 1 = 63% Scenario 1 while exceeding YEAR 10 = 49% YEAR 10 = 44% YEAR 10 = None YEAR 10 = 75% PG &E' s expected proportion of RPS -

eligible

procurement

Increased RPS -

eligible renewable

energy

procurement plus YEAR 1 = 51 % YEAR 1 = 38 %d YEAR 1 = None YEAR 1 = 70 %a Scenario 2 20% GHG YEAR 10 = 66% YEAR 10 = 57% YEAR 10 = None YEAR 10 = 80%

emissions reductions

relative to incumbent utility) Maximize GHG - free power procurement ( RPS -

eligible renewable

energy plus YEAR 1 = 76% YEAR 1 = 57% YEAR 1 = None YEAR 1 = 85 % Scenario 3 additional GHG- YEAR 10 = 76% YEAR 10 = 64% YEAR 10 = None YEAR 10 = 97 % free supply) while maintaining

general rate / cost

parity

ScenarioScenario 11 : : GHGGHG EmissionsEmissions ParityParity andand AdditionalAdditional RenewableRenewable EnergyEnergy SupplySupply Relative Relative toto PG&PG& EE ScenarioScenario 11 waswas structuredstructured forfor thethe primaryprimary purposepurpose ofof matchingmatching thethe projectedprojectedGHG GHG emissionsemissions profileprofile associatedassociatedwith with PG PG& & E'E' s s supplysupply portfolioportfolio whilewhile alsoalso exceedingexceeding PGPG & & E'E' ss proportionateproportionate levellevel ofof renewablerenewable energyenergy procurement.procurement. WithWith regardregard toto renewablerenewable energyenergy procurement,procurement, resourceresource preferencespreferences withinwithin Scenario Scenario 11 werewere generallygenerally selectedselected toto promotepromote compliancecompliance withwith thethe legallegal requirementsrequirements ofof California'California' ss RPSRPS inin advanceadvance ofof

1616 AllAll renewablerenewableenergy energy volumesvolumes areare assumedassumed toto bebe RPS RPS- - eligibleeligible forfor purposespurposes ofof thisthis Study.Study. 1717 PortfolioPortfolio ContentContent CategoryCategory 1,1, oror " " BucketBucket 1"1" eligibleeligible renewablerenewableenergy energy resources,resources, areare typicallytypically locatedlocated withinwithin CaliforniaCalifornia butbut maymay alsoalso bebe locatedlocated outsideoutside California,California, deliveringdeliveringpower power toto CaliforniaCalifornia deliverydelivery pointspoints viavia specifiedspecified energyenergy schedulingscheduling protocols.protocols. 1313 PortfolioPortfolio ContentContent CategoryCategory 3,3, or or" " BucketBucket 3"3" eligibleeligible renewablerenewableenergy energy resources,resources, areare typicallytypically referred referred toto asas " " unbundledunbundled renewablerenewableenergy energy certificates"certificates" oror " " unbundledunbundled RECsRECs ". ". BucketBucket 33 productsproducts areare producedproduced whenwhen meteredmetered renewablerenewableenergy energy isis delivereddelivered toto thethe gridgrid andand representrepresent thethe environmentalenvironmental and and/ / or or" " greengreen attributes"attributes" associatedassociated withwith suchsuch renewablerenewable energyenergy production.production. However,However, BucketBucket 33 productsproducts areare soldsold separatelyseparately fromfrom thethe physicalphysical energyenergy commoditycommoditywithout without anyany associatedassociated energyenergy deliverydelivery obligationsobligations forfor thethe seller(seller( s)s) ofof suchsuch products.products. 99 TotalTotal GHGGHG - - freefree contentcontent equals equals thethe proportionproportion ofof total total supplysupply producedproduced byby renewablerenewable energyenergy resourcesresources plusplus thethe proportionproportion ofof totaltotal supplysupply producedproducedby by nonnon - - GHGGHG emittingemitting generatinggenerating resources,resources, namelynamely non non- - RPSRPS qualifyingqualifying hydroelectrichydroelectric generators.generators.

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Item IX.B. Silicon Valley Clean Energy Authority 170 Draft Silicon Valley Community Choice Energy Technical Study

applicable deadlines. 20 In particular, Scenario 1 incorporates a 36% RPS- eligible renewable energy supply from day one of CCE program operations, incrementally increasing after the 2020 calendar year in consideration of California' s transition to a 50% RPS mandate. For purposes of Scenario 1, PCC3 and nuclear volumes were excluded from the renewable energy supply portfolio, replacing such volumes with additional PCC1 and PCC2 products. This substitution has the effect of increasing total renewable energy supply costs but will likely minimize philosophical objections related to the use of unbundled renewable energy products, which have become more prominent in recent years. Additional clean energy purchases, which would have the effect of reducing overall GHG emissions associated with SVCCE supply portfolio, were also incorporated, yielding a 63% GHG -free resource mix in Year 1, increasing to 75% in Year 10. A supply portfolio reflecting such a resource mix would be expected to promote highly competitive customer rates during the study period but also the lowest level of environmental benefits amongst the three prospective supply scenarios. The expected clean energy content associated with Scenario 1 is identified in Table 7, which reflects the proportionate share of purchases relative, to SVCCE' s expected energy

requirements.

Table 7: Scenario 1 - Proportionate Share of Planned Energy Purchases Relative to SVCCE' s Projected Retail Sales

PCC 1 Supply i 27% 27% 27% 35% 35% 36% 42% 43% 44% 44%

PCC 2 Supply 9% 9% 9% 2% 4% 6% 1 % 2% 2% 4% PCC 3 Supply 0% 0% 0% 0% 0% 0% 0% 0° 0 0% 0% Total Renewable 36% 36% 36% 38% 39% 41% 43% 45% 47% 49% Energy Supply Additional GHG- 27% 29% 31% 32% 31% 30% 29 %. 28% 27% 26% Free Energy Supply

Total Clean Energy or 63 io 65 o/ 0 68 0/ 0 69 0/ 0 70 0% 71 /0 0 72 0/ 0 73 0/ 0 74 0/ 0 75 0/ o Supply Conventional Energy Supply 37% 35% 32% 31% 30% 29% 1 28% 27% 26% 25% including CAISO''

market purchases)

LAIJU"LAIJU" refersrefers toto thethe LalrtorLalrtor mama IndependentIndependent SystemSystem Operator,Operator, thethe organizationorganization responsibleresponsible forfor overseeingoverseeing operationoperationof of C.C. ahtorma ahtorma" " ss wholesalewholesale electricelectric transmissiontransmission systemsystem andand relatedrelated energyenergy markets.markets. EnergyEnergy purchasespurchases fromfrom thethe CAISOCAISO marketmarket areare not not associatedassociated withwith specific specific generatinggenerating resources.resources. AsAs such, such, CAISOCAISO purchasespurchases areare alsoalso commonlycommonly referredreferred toto asas " " UnspecifiedUnspecified SourcesSources ofof Power"Power" or or" " MarketMarket Purchases"Purchases" duedue toto thethe factfact thatthat thesethese purchasespurchases areare mademade fromfrom aa poolpool ofof generatinggenerating resourcesresources administeredadministeredby by thethe CAISO.CAISO. NoteNote thatthat itit isis veryvery commoncommon forfor CCEsCCEs to to incorporateincorporate considerableconsiderable quantitiesquantities ofof MarketMarket PurchasesPurchases inin theirtheir respectiverespective supplysupply portfoliosportfolios ( ( 20%20% toto 40 40%, %, forfor example).example). AsAs previouslypreviously indicated,indicated, PG PG& & E'E' ss powerpower supplysupply portfolioportfolio includedincluded 21 21% % MarketMarket PurchasesPurchases inin 2014.2014. NoteNote that that numbersnumbers may may notnot addadd duedue toto rounding.rounding.

AsAs previouslypreviously noted,noted, eacheach indicativeindicative supplysupply scenarioscenario reflectsreflects aa uniformuniform portfolioportfolio ofof long long- - term term renewablerenewable energyenergy supplysupply contracts,contracts, whichwhich incorporatesincorporates aa varietyvariety ofof generatinggenerating technologiestechnologies andand relatedrelated energyenergy deliverydelivery profiles.profiles. InIn considerationconsideration ofof thethe expectedexpected deliverydelivery startstart dates dates and and energyenergy quantitiesquantities associatedassociated withwith eacheach prospectiveprospective contract,contract, SVCCE'SVCCE' ss portfolioportfolio compositioncomposition willwill somewhatsomewhat changechange overover time,time, reflectingreflecting increasedincreased resourceresource diversity.diversity.

2020 StateState lawlaw requiresrequires PGPG & & EE toto increaseincrease itsits renewablerenewableenergy energy contentcontent toto 33%33% byby 2020.2020. BasedBased onon PGPG & & E'E' ss recentrecent PowerPower SourceSource DisclosureDisclosure Report,Report, whichwhich addressedaddressed powerpower purchasespurchasesand and salessales completedcompleted byby thethe utilityutility duringduring thethe 20142014 calendarcalendar year,year, itsits currentcurrent renewablerenewable energyenergy contentcontent isis approximatelyapproximately 27 27%. %. AnAn equivalentequivalent renewablerenewable supplysupply percentagepercentage shouldshould bebe reflectedreflected inin PG PG& & E'E' ss 20142014 PowerPower ContentContent Label,Label, whichwhich waswas providedprovided toto customerscustomers ofof thethe utilityutility inin a a recentrecent billbill insert.insert.

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Item IX.B. Silicon Valley Clean Energy Authority 171 Draft Silicon Valley Community Choice Energy Technical Study

Snapshots of the Scenario 1, Year 1 resource mix as well as the related Year 10 resource mix are shown in the following figures.

Figure 1: Scenario 1 Resource Mix, Year 1

Other Carbon Free Energy Contracts oi Conventional Energy tracts S%

ISO Purchases 11% Short Term Energy t 36%

Figure 2: Scenario 1 Resource Mix, Year 10

Solar PPA Geothermal PPA Wind PPA 14% 12% Small Biogas 8% LFG) PPA Conventional Energy Contracts 2% 1%

Small Solar PPA I%

Short Term Renewable Energy Contracts 10%

O Purchases 8%

Other Car Contracts 26%

Figure 3 shows how composition of the Scenario 1 supply portfolio changes throughout the study period, reflecting planned diversification of SVCCE' s renewable energy supply portfolio through long -term contracting efforts and local infrastructure build out.

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Item IX.B. Silicon Valley Clean Energy Authority 172 Draft Silicon Valley Community Choice Energy Technical Study

Figure 3: Scenario 1 Load and Resource Projections

SILICON VALLEY CCE Loads and Resources

Renewable, Long Term Renewable, Short Term Other Carbon Free Conventional Contracts a CAISO Purchases -*- Loads

4,000

Year

Scenario 2: 20% Annual GHG Emissions Reductions; Increased Renewable Energy Procurement Scenario 2 reflects more aggressive procurement of renewable energy resources, starting out at a 51 % RPS- eligible renewable energy content, increasing to 661io by Year 10 of program operations. This renewable energy procurement strategy ensures that SVCCE will continually exceed California' s RPS mandate, even following recent adoption of the 509/o renewable energy procurement requirement. In addition to the noted renewable energy volumes, Scenario 2 assumes that SVCCE will procure additional GHG -free energy supply in sufficient quantities to achieve 20% annual reductions throughout the Study period ( relative to projected emission rates of the incumbent utility). As with Scenario 1, the Scenario 2 supply portfolio excludes the use of PCC3 products and nuclear power. Table 8 details the annual resource composition for Scenario 2 during the 10 -year planning period.

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Item IX.B. Silicon Valley Clean Energy Authority 173 Draft Silicon Valley Community Choice Energy Technical Study

Table 8: Scenario 2 - Proportionate Share of Planned Energy Purchases Relative to SVCCE' s Projected Retail Sales

PCC 1 Supply 38% 38% 38% 45% 46% 47% 53% 54% 57% 57% PCC 2 Supply 13% 13% 13% 6% 7% 9% 5% 6% 6% 9% PCC 3 Supply 0% 0% 0% 0% 0% 00i10 0`;'a 0% 0% 0% Total Renewable 51% 51 °io 51% 51% 53% 56% 58% 61% 63% 66% Energy Supply Additional GHG- Free Energy 19% 21 °io 23% 25% 23% 21 0 1911,10 180,% 160/1 14% Supply Total Clean Energy 70% 72 0/6 74% 76% 76% 77% 78% 78% 79% 80% Supply Conventional Energy Supply 30% 28% 26% 24% 24% 23% 22% 22% 21% 20% including CAISO market purchases)

FigureFigure 4:4: ScenarioScenario 22 ResourceResource Mix,Mix, YearYear 11

OtherOther CarbonCarbon FreeFree EnergyEnergy ContractsContracts analanal EnergyEnergy tractstracts I%I%

AlsoAlso PurchasesPurchases 9%9%

ShortShort Term Term RR EnergyEnergy CcCc 514514

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Item IX.B. Silicon Valley Clean Energy Authority 174 Draft Silicon Valley Community Choice Energy Technical Study

Figure 5: Scenario 2 Resource Mix, Year 10

Wind PPA Solar PPA Geothermal PPA 8% 14% 12% Small Biogas ( LFG) PPA Conventional Energy 2% Contracts 15%

Small Solar PPA 1%

Also Purchases 6% Short Term Re Energy Car 28% Energy Contracts 14%

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Item IX.B. Silicon Valley Clean Energy Authority 175 Draft Silicon Valley Community Choice Energy Technical Study

Figure 6 shows how composition of the Scenario 2 supply portfolio changes throughout the study period.

Figure 6: Scenario 2 Load and Resource Projections

SILICON VALLEY CCE Loads and Resources

e Renewable, Long Term Renewable, Short Term eta Other Carbon Free r Conventional Contracts eta CAISO Purchases —*— Loads

4,000

3, 500

3,000

2,500 : r

3 O 2,000 i 1, 500 f—

1, 000 —

500

1 2 3 4 5 6 7 8 9 10 Year

Scenario 3: Maximize GHG Emissions Reductions while Maintaining General Rate Parity Scenario 3 represents a supply portfolio that substantially relies on renewable and other GHG -free power sources to achieve the primary objective of maximizing GHG emissions reductions ( relative to related projections for PG &E) while maintaining general rate parity with the incumbent utility. The Scenario 3 resource mix contributes to the achievement of this objective by incorporating a diversified mix of shorter- and longer -term supply agreements with a variety of generating technologies. Similar to Scenarios 1 and 2, PCC3 and nuclear power products are not incorporated in this supply scenario. Throughout the Study period, the projected Scenario 3 resource mix reflects a fixed renewable energy percentage equating to 76% of total SVCCE customer energy requirements. Additional GHG -free power sources are layered on top of planned renewable energy purchases, resulting in proportionate GHG -free supply that begins at 85% in Year 1 and gradually increases to 97% in Year 10 of projected SVCCE operations. As a result of this planning strategy, the GHG emissions associated with Scenario 3 are comparatively low, reflecting average annual reductions ( relative to PG &E) approximating 73% throughout the 10 -year Study period. Table 9 provides additional detail regarding the indicative resource mix for Scenario 3.

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Item IX.B. Silicon Valley Clean Energy Authority 176 Draft Silicon Valley Community Choice Energy Technical Study

Table 9: Scenario 3 - Proportionate Share of Planned Energy Purchases Relative to SVCCE' s Projected Retail Sales

PCC 1 Supply 57% 57% 57% 64% 63% 61% 660/o 65% 66% 64% PCC 2 Supply 19% 190;1' 0 19% 12% 13% 14% 10°i0 10% 9% 110/ 3 PCC 3 Supply 0% 0% 0% 0% 0% 0% 00,10 0% 0% 0 0,13 Total Renewable 76 °%0 76% 76% 76 °o 76% 76% 76 °'0 760% 76% 76% Energy Supply Additional GHG- Free Energy 10", 120//o 14% 16% 17% 181110 19'':% 19% 200/o 21 Supply Total Clean Energy 85% 87% 90 0,'0 91 0,'0 92° o 93% 94 00 95% 96 °,0 97 °.0 Supply Conventional Energy Supply 15% 13% 10% 906 8% 7% 6% 5% 4? -0 3q'0 including CAISO market purchases)

FigureFigure 7:7: ScenarioScenario 33 ResourceResource Mix,Mix, YearYear 11

ShortShort Term Term RenewableRenewable

EnergyEnergy ContractsContracts I--I-- "-"- onon FreeFree EnergyEnergy 76%76% ontractsontracts 10%10%

entionalentional EnergyEnergy ContractsContracts 11%11%

CAISOCAISO PurchasesPurchases 4%4%

SectionSection 2:2: StudyStudy MethodologyMethodology

Item IX.B. Silicon Valley Clean Energy Authority 177 Draft Silicon Valley Community Choice Energy Technical Study

Figure 8: Scenario 3 Resource Mix, Year 10

Solar PPA Wind PPA Geothermal PPA 14% 8% 12% Small Biogas ( LFG) PPA Conventional Energy 2% Contracts 3%

Small Solar PP/ I%

Short Term Rene Energy Contn 38% on Free Energy ntracts 21%

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Item IX.B. Silicon Valley Clean Energy Authority 178 Draft Silicon Valley Community Choice Energy Technical Study

Figure 9 shows how composition of the Scenario 3 supply portfolio changes throughout the study period.

Figure 9: Scenario 3 Load and Resource Projections

SILICON VALLEY CCE Loads and Resources

Renewable, Long Tenn Renewable, Short Term Other Carbon Free a Conventional Contracts CAISO Purchases —*— Loads

4,000

3, 500

3, 000

2,500

x 2,000 - - r,

1, 500 --

1, 000

500

0 1 2 3 4 5 6 7 8 9 10

Year

Costs and Rates

For each supply scenario, detailed estimates were made for electric power supply costs and all other program costs. Net ratepayer costs or benefits were calculated for each scenario as the difference between the costs ratepayers would pay while taking service under the CCE program and the costs ratepayers would pay under bundled service, as currently provided by PG &E. Competitive rates are a key metric for program feasibility as SVCCE must offer competitive rates in order to retain customers that are automatically enrolled in the program. Customer retention may also be affected by SVCCE offering customized rate choices such as voluntary green pricing programs or market based rate options for large end users. 21

Rate competiveness is particularly important during the first year, when opt out notices are being provided to eligible customers and initial impressions are being formed in the community. Generally speaking, if the net customer cost of SVCCE service is below what the customer would otherwise pay for PG &E bundled service, the SVCCE program could be considered to offer competitive rates and would be viable with regard to this important metric. Rates that provide for a modest cost increase may also be considered competitive, if the quality" of the retail electricity product offered by SVCCE was meaningfully higher than existing option( s)

21 Such customized rate options would require SVCCE design and administration, working collaboratively with customers and interested stakeholders. Green pricing participation may also improve SVCCE' s environmental benefits and overall renewable energy content.

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Item IX.B. Silicon Valley Clean Energy Authority 179 Draft Silicon Valley Community Choice Energy Technical Study

provided by the incumbent utility — in this context, me term, ' quality" generally refers to specific attributes of an electric supply portfolio, including renewable energy content, GHG emissions impacts and complimentary customer programs, that create measurable distinctions between two available service alternatives. To the extent that the attributes associated with SVCCE service are perceived as superior to the attributes associated with PG &E service, then certain cost increases may not impose significant impacts to the overall level of customer participation in the CCE program. More specifically, a materially higher renewable energy content and / or lower carbon intensity for the electricity sold by SVCCE may justify a higher price, and SVCCE rates may be viewed as competitive so long as such rates do not deviate substantially from the PG &E benchmark.

Historically, PG &E generation rates have trended upwards as shown in Figure 10, but the recent decline in wholesale energy costs are expected to result in lower generation rates beginning in 2016. When reviewing the following figure, it is important to note that myriad factors can influence power prices over time, including weather patterns and natural disasters, infrastructure outages, natural gas storage levels and other considerations. All of these factors contribute to the volatile nature of electric power prices. When reviewing Figure 10 note that PG& E'-, " System Average Gerxerc, tion date" rep ;esents the average porter Brice paid by the composite of all customer groups ( e. g., residential, commercial, etc.).

Figure 10: PG &E System Average Generation Rates

10.0

9. 5

9. 0

8. 5

3 8. 0 Y CC a 7. 5 Nr ur 7. 0 V

6. 5

6. 0

5. 5

5. 0

NN N tJ N N tJ N NN N N OO OOOO O O O O O O OO O OO n P ` 1 N O O N W A to P

PG& E Reported Generation Average Rate

The primary measure of ratepayer costs calculated for this Study is the difference in total electric rates between the CCE program and PG &E. This measure examines the change in customers' total electric bills, including PG &E delivery charges and PG &E surcharges ( namely, " exit fees' associated with PG &E' s uneconomic generation commitments). In order to compare ratepayer costs over the ten -year study period, during which electric rates change from year -to -year, PEA calculated levelized electric rates on a per kWh basis for each SVCCE supply scenario and for PG &E bundled service. In simple terms, a levelized rate allows for the comparative evaluation of a multi -year period through the use of a single value or metric, which reflects the year- over -year changes that may occur over such period of time. The development of a levelized

Section 2: Study Methodology '..-

Item IX.B. Silicon Valley Clean Energy Authority 180 Draft Silicon Valley Community Choice Energy Technical Study electric rate utilizes net present value analysis to consolidate rate -related impacts, which occur over time, in a single number. For purposes of this Study, a levelized rate represents the constant electric rate that would yield equivalent revenues ( in present value terms) if charged to customers in place of the projected series of annual rates occurring throughout the ten -year study period. Levelized costs are commonly used in the electric utility industry to provide an apples -to- apples comparative basis for projects that have cash flows occurring at different points in time. Comparing levelized total electric rates for the CCE program against levelized total electric rates for PG & E service provides a simple measure of ratepayer impacts over the entire ten -year study period. Annual impacts are also provided for each scenario and provide a more detailed picture of ratepayer impacts from year to year of program operations.

Greenhouse Gas Emissions

Each supply scenario was evaluated based on the emissions of greenhouse gases associated with electricity production as compared to similar projections prepared by PG &E ( for its own supply portfolio). Based on PEA' s review of PG &E' s projected annual GHG emissions factors, which have been prepared through calendar year 2020, consideration appears to have been given to the impacts of California' s increasing RPS procurement mandates. PG &E' s projected emissions factor steadily declines through the 2020 calendar year as additional renewable energy purchases and other prospective clean -energy purchases increase with time. PG &E' s GHG emissions' factor projections for the five -year period beginning in 2016 through 2020 are identified in the Table 1022: r

Table 10: PG &E GHG Emission Factor Projections ( 2016 through 2020)

Emission Fdoc ( Ibs Emission Factor ( Metric Year CO_s /MWh); Tons COz /MWh)

For the balance of the ten -year study period, PEA assumed incremental emission reductions for the. PG &E supply portfolio in consideration of increases to California' s. RPS procurement mandate and other factors, such as the launch of other California -based CCE programs, which may have the effect of reducing PG &E' s GHG emissions factor ( via reductions in short -term conventional energy purchases due to declining retail sales).23 PEA' s assumed annual GHG emissions factors for the PG &E supply portfolio, over the balance of the ten -year study period, are reflected in Table 1 1 :

22 PG &E, Greenhouse Gas Emission Factors: Guidance for PG &E Customers, April 2013. 23 In practical terms, it is not likely that PG &E would materially adjust renewable energy purchases or reduce carbon -free generation ( from its hydroelectric and / or nuclear generators) as a result of customer departure following SVCCE formation. These carbon -free resources would generally remain in the PG &E supply portfolio without near -term adjustments for departing load. Instead, it is more likely that PG &E would reduce the amount of conventional market purchases with comparatively high emissions intensities, which would have the effect of marginally reducing its portfolio emissions factor following customer departures as the relative proportion of clean energy sources in the PG &E supply portfolio would incrementally increase.

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Item IX.B. Silicon Valley Clean Energy Authority 181 Draft Silicon Valley Community Choice Energy Technical Study

Table 11: PEA' s Projected GHG Emission Factors for the PG &E Supply Portfolio ( 2021 through 2025)

Emission Factor ( Ibs Emission Factor ('Metric Year COs /MWh) Tons COz /MWh)

o

The PG &E emissions profile was selected as the benchmark for comparison to promote a conservative assessment of direct emissions impacts related to CCE operations ( on a head -to -head basis with PG &E' s anticipated supply portfolio). The GHG impacts associated with SVCCE' s supply portfolio will likely be evaluated ( by members of the public and, potentially, through new emissions reporting requirements that may be incorporated in annual Power Content Label, or " PCL ", reporting) relative to the PG &E benchmark, which suggests that the aforementioned comparative methodology is appropriate.

For each supply scenario, the difference in GHG emissions produced by the scenario' s assumed resource mix and the otherwise applicable PG &E supply portfolio were quantified during each year as well as the entirety of the ten -year study period. The GHG impacts were quantified in terms of total tons of CO2 emissions.

Economic Development Impacts

A key potential benefit of a CCE program is its ability to promote economic development through investment in and contracts with locally constructed renewable generating infrastructure. Such projects have the potential to stimulate a significant level of new economic activity within California by creating new jobs and spending activities during generator construction, ongoing operation and maintenance. Economic development impacts may also be significant factors when comparing expected operating costs, including generation costs, of the CCE program to electric generation costs under PG &E service, particularly when initial " head -to- head" cost comparisons are comparable. When performing such comparisons, it is important to acknowledge the difficulty in accurately quantifying actual economic benefits related to local project investment, particularly induced economic impacts resulting from the effects of economic multipliers.

In qualitative terms, it is reasonable to assume that new development projects would stimulate new economic activity. However, as with any capital project, quantifying the specific location in which such economic benefits may occur, including job creation, is challenging due to numerous uncertainties affecting the proportion of expenditures and employment that would occur within discretely defined geographic boundaries. Certain tools, which rely on the application of industry- specific economic multipliers, have been developed to assist in completing these projections, but decision makers should be aware of the broad range of outcomes that may actually apply when interpreting analytical results.

To quantify the economic impacts associated with new renewable generation projects that were incorporated in the indicative long -term renewable energy supply portfolio that was applied in each of the three energy supply scenarios, PEA utilized the National Renewable Energy Laboratory' s ( " NREL ") Jobs & Economic Development Impact ( " JEDI ") models. NREL is the principal research laboratory for the United States Department of Energy ( " DOE ") Office of Energy Efficiency and Renewable Energy and also provides research expertise for the Office of Science, and the Office of Electricity Delivery and Energy Reliability. NREL is operated for DOE by the Alliance for Sustainable Energy, LLC. 2'

2- 1 National Renewable Energy Laboratory website, http: / / www, nrel. gov / about /, September 2, 2015.

Section 2: Study Methodology ' • • -

Item IX.B. Silicon Valley Clean Energy Authority 182 Draft Silicon Valley Community Choice Energy Technical Study NREL JEDI models are publicly available, spreadsheet -based tools that were specifically designed to estimate the economic impacts of constructing and operating power plants, fuel production facilities, and other projects at the local ( usually state) level. JEDI results are intended to be estimates, not precise predictions. Based on user -entered project- specific data or default inputs ( derived from industry norms), JEDI estimates the number of jobs and economic impacts to a local area that can reasonably be supported by a power plant, fuel production facility, or other project.' 25 Unique JEDI models have been developed for a variety of resource types, including wind, solar, geothermal, biogas and various other generating technologies. Each version of the model may be do unloaded free of charge from NREL' s s, ebsite: httr): / /www.nrel. gov / analysis / iedi / download. htm1.

According to NREL, the JEDI models are peer reviewed and are intended to project gross job estimates. NREL also notes that it ' performed extensive interviews with power generation project developers, state tax representatives, and others in the appropriate industries to determine appropriate default values contained within the models ir PEA .. opinion, NREL; JEDI models ore the appropriate tools to forecast ' order of magnitude" local economic development impacts associated with a CCE program serving communities of the CCE Study Partners.

Based on the aforementioned indicative long -term renewable energy contract portfolio that was assumed to exist under each of the three supply scenarios, PEA downloaded, populated and ran the appropriate JEDI models to derive estimates of the anticipated jobs and economic development impacts that could be created in relation to the indicative long -term contract portfolio. PEA utilized each set of economic development projections to assemble an aggregate economic impact analysis for the complete long -term contract portfolio. However, all economic development estimates within this report are presented with the understanding that subtle changes in certain expenditures ( and jobs) may result in significant changes to actual economic development impacts.

Key output from the JEDI models is presented within three specific categories: jobs, earnings and economic output. Within each of these broadly defined categories, JEDI models approximate the impacts of economic multipliers by quantifying the ' ripple effect' thc:t occurs as a result of ne.,, local economic activity. JEDI models initially estimate direct economic impacts at the project site and apply economic multipliers, derived from the U. S. Bureau of Economic Analysis, the U. S. Census Bureau and other sources, to approximate impacts within the supply chain ( manufacturing job creation, as an example) as well as induced economic impacts ( spending that occurs as a result of activity within the first two categories) related to the project. JEDI models also address job creation and economic impacts on a temporal basis, quantifying related impacts during two specific phases of the project lifecycle: 1) construction; and 2) ongoing operation and maintenance.

Forecasted economic impacts associated with the indicative long -term contract portfolio are presented in aggregate form, inclusive of all anticipated development / contract opportunities, by summing the project - specific impacts calculated by the JEDI models. This approach facilitates a high -level understanding of the prospective economic impacts that could be created through such contracts but does not address temporal nuance related to the timing and creation of economic benefits associated with specific projects. For example, the unique economic impacts of projects that will begin operation / delivery during the period extending from 2018 through 2025 have been aggregated and presented within a single scenario -specific summary table.

When reviewing economic development projections within this Study, it is important to distinguish between economic impacts related to the construction period and the ongoing operation and maintenance period. All job creation estimates are presented as full time equivalent positions ( " FTEs' ). Projections related to the

zs National Renewable Energy Laboratory website __ e'. gov cna 11.1111, September 2, 2015.

Section 2: Study Methodology

Item IX.B. Silicon Valley Clean Energy Authority 183 Draft Silicon Valley Community Choice Energy Technical Study construction period are intended to capture annual economic benefits received during the defined construction term ( 24 months, for example; note that actual construction periods may vary from project to project). Economic impacts during the ongoing operation and maintenance period are presented on an annual basis and are projected to persist throughout the project lifecycle. Aggregate jobs and economic development impacts associated with the indicative long -term contract portfolio, which would result in the assumed development and construction of approximately 340 MW ( as previously reflected in Table 5, above) of new renewable generating capacity within the state are reflected in Table 12.

Table 12: SVCCE Economic Development Benefits Potential

Economic Development Benefits Potential: Indicative Supply Portfolio (Secured via Long -Term Contract)

Jobs ( FTEs) Earnings Output During Construction Period Millions) S - millions)

Project Development and Onsite labor Impacts 3, 750 - 4,750 240- 290 425- 475

Const -voor and Mstalfatior Labor 1, 500 - 2,000 110- 130

Corrstructi or, Refaced Services 2,250 - 2,750 130- 160 Power Generation and Supply Chain Impacts 3, 500 - 4,000 200- 250 575- 600 Induced Impacts 1, 750 - 2, 250 80- 110 260- 300

Total Construction Period Impacts 9,000 - 11, 000 520- 650 1, 260 - 1, 375

During Operating Years ( Annual) Onsite labor Impacts 80-80- 110110 5 - 8 5 - 8 Local Revenue and Supply Chain Impacts 40- 50 2 2- - 44 10- 14 Induced Impacts 15- 25 1 - 2 3 - 6 Total Operating Impacts ( Annual) 135- 185 8- 14 18- 28

SiliconSilicon ValleyValley CCE CCE- - InternalInternal StaffStaff 10- 30 1 - 3 3 - 9

Notes Earnings and Output values are expressed in million dollar increments 12015} Construction period jjobs reflect full -time equivck FTEj positions that will be maintained during the construction period ( 1 FTE = 2,080 hours). For example, if 10,000 construction jobs c expected over a 244n onth construction period, an annual equivalent of 5,000 construction jobs would be created as,a result of ahticipat development activities. Such jobs will not exist following completion of the construction period. Economic impacts " During Operating Yea represent annual, ongoing impacts that occur as a result of generator operatior and related expenditures With respect to estimated jc occurring during operating years, such statistics represent annual, ongoing FTEs during the entire project lifecycle, which may extend up

As reflected in the previous table, the indicative long -term contract supply portfolio, which is assumed to exist in each of the CCE program' s three planning scenarios, would result in significant economic benefits throughout the state and, potentially, within communities of the CCE Study Partners. It is also noteworthy that all jobs reflected in the previous table are assumed to be additive relative to the status quo. More specifically, PEA assumes that jobs created through new generator development and construction as well as ongoing maintenance activities will not displace existing jobs. Furthermore, it is also reasonable to assume that SVCCE would have little impact on the current PG &E workforce, including those individuals employed to operate and maintain the utility' s distribution infrastructure, provide customer service, operate existing generating facilities and myriad other responsibilities within the utility. To date, PEA is not aware of any specific evidence linking CCE formation and operation to diminished utility employment. In practical terms, the significant majority of utility functions remain unchanged following CCE formation while the responsibilities associated with a very small subset of utility positions may change somewhat in consideration of the coordination required between the incumbent utility and CCE suppliers.

Section 2: Study Methodology •..-

Item IX.B. Silicon Valley Clean Energy Authority 184 Draft Silicon Valley Community Choice Energy Technical Study

With respect to the prospective generating facilities that have been incorporated in SVCCE' s indicative long- term contract portfolio, PEA assumed that the significant majority of such facilities would be developed in optimal renewable resource areas throughout California. PEA also assumed the development of 20 MW of locally situated renewable generating projects, which would be developed during the study period under long -term contract arrangements between SVCCE and third -party project developers ( under an assumed SVCCE- administered FIT program) — such projects are discussed below. With regard to anticipated development projects occurring in areas outside of jurisdictions comprising the CCE Study Partners, PEA assumed that virtually all plant equipment, including turbines and other materials, would be procured outside of the CCE Study Partners' communities. This equipment typically represents the largest single line item expenditure in generator construction. Requisite labor, including general site preparation and ancillary facility construction activities ( concrete footings and structures not directly involved in the generation process) would also draw from California' s broader regional workforce. When considering the following economic development benefits potential, note that virtually all impacts — other than those associated with the Local Economic Development Benefits Potential, discussed in the similarly named subsection ( below) — are assumed to accrue in areas outside of Santa Clara County. With this in mind, only a relatively small portion of the total potential economic development benefits are assumed to accrue within Santa Clara County.

In total, SVCCE' s indicative long -term contract portfolio is projected to result in the creation of approximately 9, 000- 11, 000 new jobs during the aggregate construction period required to complete the assumed 340 MW of new generating projects. During the construction period, individuals working directly on the projects, including electricians, engineers, construction workers and heavy equipment operators, attorneys and permitting specialists, would be responsible for as much as $ 475 million in new economic output of which. as much as $ 290 million would be collected in the form of salaries and wages. Workers involved with supply chain activities, such as turbine manufacturing and assembly, cement producers and heavy equipment rental companies would be responsible for up to $ 600 million in new economic activity of which approximately 250 million would be collected in the form of salaries and wages. Furthermore, spending by the aforementioned individuals ( as a result of salary and wage collection) would " induce" other local economic impacts at local businesses, including restaurants, grocery stores, gas stations and other providers of goods and services, totaling as much as $ 300 million of which approximately $ 110 million would be collected as salaries and wages. In total, the locally developed generation projects identified under SVCCE' s indicative long -term contract portfolio would result in approximately $ 1. 26 to $ 1. 38 billion in new economic output throughout the state and local economy during the construction process.

During ongoing operation of the renewable generators, it is projected that as many as 185 new jobs would be created with a total annual economic impact ranging from S18 to $ 28 million. It is anticipated that these jobs would remain effective as long as the generating facilities remain operational, resulting in significant, lasting impacts to the local economies of the CCE Study Partners.

Local Economic Development Benefits Potential

The primary source of local jobs and economic development impacts would be derived through projects developed under SVCCE' s anticipated FIT program, which would promote the construction of locally situated, smaller -scale ( i. e., up to 1 MW of total generating capacity, per project) renewable generating projects over a period of five to seven years ( and beyond, should SVCCE choose to expand this program after initial participatory limitations are achieved). Note that the 1 MW capacity limitation has been referenced in consideration of the FIT programs currently administered by MCE and SCP. To the extent that SVCCE' s governing board determines to specify different project limitations for its FIT program, this would be permissible. However, SVCCE should be aware that projects in excess of 1 MW may result in additional administrative complexities due to generator registration and scheduling requirements ( with the CAISO) imposed on projects in excess of the 1 MW capacity threshold. For purposes of this Study and in

Section 2: Study Methodology

Item IX.B. Silicon Valley Clean Energy Authority 185 Draft Silicon Vallev Communitv Choice Enerav Technical Stud consideration of a similar FIT program offered by MCE, PEA assumed that SVCCE would eventually ( by year five of program operation) support the development of approximately 20 MW of locally situated renewable generating capacity, which will likely utilize the photovoltaic solar generating technology. PEA acknowledges that a fairly aggressive FIT buildout schedule has been incorporated in the Study. However, growing familiarity with the CCE business model and an increasing appreciation amongst project developers for the financial viability of operating CCEs, as well as decreasing prices to be paid under PG &E' s FIT ( or " ReMAT ") program, have catalyzed recent interest in CCE - administered FIT programs. In fact, interest in MCE' s FIT has jumped over the past year with more than 6 MW of locally situated renewable generating capacity ( out of MCE' s total FIT participatory cap of 10 MW) actively operating or under development ( with related FIT contracts in place between the developers of such projects and MCE). Ultimately, many factors may affect SVCCE' s FIT buildout schedule, including the availability of project financing to interested project developers, actual project interconnection timelines ( for most projects, interconnection will be pursued under a PG& E - administered process, which is subject to delays), price competitiveness and other factors. To the extent that SVCCE' s FIT buildout schedule is delayed, noted economic development benefits will be deferred until such projects can be completed.

Based on applicable JEDI modeling results, the prospective SVCCE FIT program would result in the creation of more than 370 local jobs during generator construction with as many as 500 additional jobs created through supply chain and induced ( during the construction period) economic activity over a period ranging from five to seven years, depending on the actual period of time required to complete construction activities. As previously noted, these construction jobs are temporary, but there is also a nominal level of ongoing support for jobs supporting requisite operation and maintenance activity, which is projected to be approximately six full -time equivalent employees during each year of facility operation (which may continue for 25 -30 years).

Project development would also generate nearly $ 23 million in earnings for those working on the FIT projects, which is expected to create a total economic stimulus approximating nearly $ 40 million ( in consideration of economic multiplier effects created by the spending of earnings /wages). Supply chain and induced impacts would also be significant totaling approximately $ 26 million and $ 71 million, respectively.

It is also anticipated that SVCCE would employ 10 to 30 internal staff, depending on decisions related to outsourcing / insourcing of requisite activities, during program implementation and ongoing operation. These estimates were derived by PEA in consideration of direct experience working with California' s operating CCE programs. Depending on staffing levels, aggregate direct salaries for such staff are estimated to range from 51 to $ 3 million per year with a total of $ 3 to $ 9 million in total annual local economic activity generated by SVCCE staff.

These local economic development impacts are subsumed in the aggregate economic development impact totals reflected in the previous table. It is also noteworthy that PEA attempted to contact NREL regarding certain wage -related assumptions that are included in the various JEDI models, specifically whether or not prevailing wages are reflected in such assumptions. In spite of PEA' s efforts, NREL has been non- responsive. To the extent that prevailing wage requirements are imposed in any project- specific power purchase agreement, it is reasonable to assume that earnings and related economic development impacts may somewhat increase to the extent that NREL' s wage assumptions are lower than applicable prevailing wages.

Section 2: Study Methodology ' • . -

Item IX.B. Silicon Valley Clean Energy Authority 186 Draft Silicon Valley Community Choice Energy Technical Study

SECTION 3: SVCCE TECHNICAL PARAMETERS ( ELECTRICITY CONSUMPTION)

Historical and Projected Electricity Consumption Total electric consumption for eligible customers within communities of the CCE Study Partners was provided by PG &E for the 2013 and 2014 calendar years. The PG &E historical data was used as the basis for the study' s customer and electric load forecast. Based on PEA' S review of the PG &E data set, there were 244, 205 electric customers within the potential CCE service territory. These customers consumed approximately 4, 771 million kilowatt -hours of electricity during the 2014 calendar year. It is noteworthy that the aforementioned customer account and usage statistics include approximately 765 accounts, which are currently served through direct access service arrangements with third party suppliers. These customers account for approximately 17% of the aforementioned energy consumption, or approximately 799 million kWh annually, within communities of the CCE Study Partners. Such usage has been excluded from the projections reflected in this Study — under direct access service arrangements, which are no Longer available to California consumers26, individual customers typically engage in shorter -term contract arrangements for the provision of electric generation service. By enrolling direct access accounts in the SVCCE program, such customers would be potentially exposed to duplicate generation charges and / or may be in violation of existing supply agreements. In consideration of these potential issues, direct access accounts have been excluded from SVCCE' s prospective customer base. Table 13 summarizes customer account totals and historical annual energy use within communities of the SVCCE Study Partners. When reviewing the statistics reflected in Table 13, note that the historical annual electricity usage within communities of the CCE Study Partners is more than double MCE' s total annual energy use ( which approximates 1. 8 million MWh per year) and approximately 1 . 6 times the size of SCP' s annual sales volume.

Table 13: SVCCE — Electric Energy Overview

customer Accounts I Energy Use F 1 0 PG &E ( " Bundled" 243, 440 99. 7% 3, 971, 985 83% electric accounts)

Direct Access electric 765 0. 3% 799, 268 17% accounts Total — SVCCE Study 244, 205 100. 0% 4, 771, 253 100. 0% Partners

FigureFigure 11 1 1 showsshows howhow potentialpotential electricelectric customerscustomers areare distributeddistributed throughoutthroughout communitiescommunities ofof thethe CCECCE StudyStudy Partners:Partners: thethe largestlargest customercustomer populationspopulations withinwithin thethe potentialpotential CCECCE jurisdictionjurisdiction includeinclude thethe CityCity ofof Sunnyvale,Sunnyvale, thethe CityCity ofof MountainMountainView, View, unincorporatedunincorporated areasareas ofof SantaSanta ClaraClara County,County, thethe CityCity ofof CupertinoCupertino andand thethe CityCity ofof Campbell.Campbell.

SS ConsiderationConsideration ofof SenateSenate BillBill 286286 ( ( Hertzberg),Hertzberg), whichwhich wouldwould have have, , expandedexpanded eligibilityeligibility ofof directdirect accessaccess serviceservice within within California,California, subjectsubject to to thethe provisionprovision ofof increasedincreased levelslevels ofof renewablerenewable energyenergy supply,supply, was was recentlyrecently suspendedsuspended byby thethe CaliforniaCalifornia legislaturelegislature andand isis nownow aa two two- - yearyear bill.bill. InIn considerationconsideration ofof thisthis suspension,suspension, the the participatoryparticipatory capcap onon directdirect accessaccess serviceservice remainsremains capped capped/ / fixedfixed atat current current levels,levels, precludingprecluding newnew customercustomer accountsaccounts fromfrom enrollingenrolling inin suchsuch serviceservice options.options.

SectionSection 3:3: SVCCESVCCE TechnicalTechnical Parameters Parameters( ( ElectricityElectricity Consumption)Consumption)

Item IX.B. Silicon Valley Clean Energy Authority 187 Draft Silicon Valley Community Choice Energy Technical Study

Figure 11: Geographic Distribution of Customers

Monte Sereno I

Los Altos Hills

Saratoga

Los Altos

Los Gatos

Morgan Hill

Gilroy

Campbell

Cupertino

Unincorporated Santa Clara

Mountain View

Sunnyvale

0% 5% 10% 15% 20% 25% 30%

Figure 12 shows the distribution of electric consumption by municipality. The geographic distribution of energy consumption is somewhat different when compared to the service account data in Figure 1 1 above, indicating disproportionately higher use in certain communities ( as a result of differentiated account composition, particularly higher concentrations of larger commercial and / or industrial account types, within such jurisdictions).

Figure 12: Geographic Distribution of Electric Consumption

Monte Sereno 1

Los Altos Hills E

Saratoga

Los Altos

Los Gatos

Campbell

Morgan Hill

Cupertino

Gilroy

Unincorporated Santa Clara

Mountain View

Sunnyvale

0% 5% 10% 15% 20% 25% 30% 35% 40%

In deriving the load projections used for the Study, adjustments to the base forecast were made to remove customers identified as taking service under direct access27 as it was assumed that direct access customers would remain with their current electric service provider. Further adjustments were made to estimate customer

27 Direct access allows customers to choose to receive generation service from competitive electricity providers. Currently, direct access service is not available to new customers within California. Proposed legislation may lead to the reopening of this service option at some point in the future.

Section 3: SVCCE Technical Parameters (Electricity Consumption) . - •

Item IX.B. Silicon Valley Clean Energy Authority 188 Draft Silicon Valley Community Choice Energy Technical Study opt -out rates during the statutory customer notification period when eligible customers would be offered CCE service and provided with information enabling them to opt out of the program. PEA assumed a 15% customer opt -out rate, which is generally consistent with the reported opt -out rates observed during recent expansions of the MCE program, when evaluating each of SVCCE' s prospective supply scenarios. Sensitivities using different opt -out rates are presented in Section 6.

Going forward, potential customers and energy consumption were projected to increase by 0. 5% annually, consistent with statewide projections and reflecting impacts from the significant emphasis being placed on energy efficiency within the state. The most recent baseline sales forecast for the PG &E planning area projects an average growth in energy consumption of 1. 29% between 2013 and 2025. 28 Adjusting the long- term growth rate for estimates of incremental self -generation ( e. g., rooftop photovoltaic systems) and achievable energy efficiency yields an annual net energy consumption increase of approximately 0.3% for the PG &E planning area. 29 A slightly higher growth rate ( 0.5 %) was used for the SVCCE sales forecast in consideration of the above average growth expected for the SVCCE area.

Projected Customer Mix and Energy Consumption The projections for enrolled customers ( excluding direct access customers) and annual electricity consumption for the major customer classifications are shown in Table 14. Hourly electricity consumption and peak demand were estimated using hourly load profiles published by PG &E for each customer classification. Table ,14: Projected Accounts Totals and Energy Use for the SVCCE Customer Base

Customer I Customer Accounts are. of 1nergy Customer Classification of Total)

Residential 218, 049 90% 1, 336, 200 34%

Small Commercial 19, 120 8% 423, 180 11% Medium Commercial 2, 527 1 % 569, 501 14%

Large Commercial 1, 166 1% 780,723 20%

Industrial 43 1 % 771, 462 19% Ag and Pumping 944 1% 62, 238 2% Street Lighting 1, 588 1% 20, 619 1% TOTAL' 243, 437 100. 0% 3, 963, 923 ** 100% Peak Demand 660 MW ( July) NumbersNumbers maymay notnot addadd duedue to to rounding.rounding. TheseThese totalstotals excludeexclude accountsaccounts thatthat currentlycurrently receivereceive generationgeneration serviceservice underunder directdirect accessaccess arrangements.arrangements. AlsoAlso excludedexcluded are are aa smallsmall numbernumber ofof commercialcommercial customerscustomers receivingreceiving bundledbundled serviceservice under under aa standbystandby raterate option,option, underunder whichwhich customerscustomers generategenerate theirtheir ownown electricityelectricity andand utilize utilize thethe gridgrid primarily primarily forfor backupbackup purposes.purposes. ItIt isis assumedassumed thatthat SVCCE'SVCCE' ss initialinitial scheduleschedule ofof availableavailable rate rate optionsoptions maymay notnot accommodateaccommodate suchsuch customerscustomers asas thethe usageusage profileprofile isis sporadicsporadic andand relativelyrelatively costlycostly toto serve.serve. AsAs aa result,result, thethe accountaccount totalstotals andand annualannual energyenergy consumptionconsumption statisticsstatistics reflectedreflected inin thethe Total"Total" lineline itemitem areare slightlyslightly lessless thanthan thethe overalloverall accountaccount totals totals and and energy energy usageusage reportedreported atat thethe beginningbeginning ofof SectionSection 3.3.

TheThe hourlyhourly loadload forecast forecast indicatesindicates aa peakpeak demanddemand ofof approximately,approximately, 660 660 MW MW( ( occurringoccurring duringduring thethe monthmonth ofof July),July), aa minimumminimum demanddemand ofof approximatelyapproximately 300300 MW MW( ( occurringoccurring duringduring thethe monthmonth ofof March),March), andand anan averageaverage demanddemand ofof aboutabout 450450 MW. MW. TheThe minimumminimum demanddemand establishesestablishesthe the requirementrequirement forfor baseloadbaseload energy energy( ( constantconstant productionproduction level),level), whilewhile thethe differencedifference betweenbetween thethe peakpeak demanddemand andand thethe minimumminimum demanddemand would would be be metmet byby peakingpeaking andand dispatchable,dispatchable, loadload followingfollowing resources.resources.

2828 Kavalec,Kavalec, Chris,Chris, 2015.2015. CaliforniaCalifornia EnergyEnergy Demand Demand UpdatedUpdated Forecast,Forecast, 20152015 - - 2025. 2025. CaliforniaCalifornia EnergyEnergy Commission,Commission, ElectricityElectricity SupplySupply AnalysisAnalysis Division.Division. PublicationPublication Number:Number: CEC-CEC- 200201200201 4-4- 009 009- - CMF,CMF, TableTable 6.6. 2929 Ibid.,Ibid., TableTable 2626

SectionSection 3:3: SVCCESVCCE TechnicalTechnical Parameters Parameters( ( ElectricityElectricity Consumption)Consumption)

Item IX.B. Silicon Valley Clean Energy Authority 189 Draft Silicon Valley Community Choice Energy Technical Study

Figure 13 shows the hourly load projections for the CCE program in Year 1 of program operations.

Figure 13: Hourly Electric Load Profile for the CCE Study Partners

Renewable Energy Portfolio Requirements Current law requires that specified percentages of annual retail electricity sales be supplied from qualified renewable energy resources. Senate Bill X1 2 ( April, 2011) established a 33% Renewables Portfolio Standard by 2020 with certain interim procurement targets applying in each of three " Compliance Periods ": Compliance Period 1 began on January 1, 2011 and concluded on December 31, 2013 ( a three -year period); Compliance Period 2 began on January 1, 2014 and will continue through December 31, 2016 ( a three -year period; the current compliance period); and Compliance Period 3 ( a four -year period), which will commence on January 1, 2017 and conclude on December 31, 2020.

Section 3: SVCCE Technical Parameters ( Electricity Consumption) '..-

Item IX.B. Silicon Valley Clean Energy Authority 190 Draft Silicon Valley Community Choice Energy Technical Study

SBX1 2 also specified additional requirements for the types of renewable energy products that may be used to demonstrate compliance with California' s RPS. According to the currently effective RPS prograrn, there are three Portfolio Content Categories ( " PCCs" or " Buckets ") that have been defined in consideration of the unique product attributes associated with typical renewable energy products.

PCC1, or Bucket 1, renewable products are produced by RPS- certified renewable energy generators located within the state or by out -of -state generators that can meet strict scheduling requirements, ensuring deliverability to California. For purposes of demonstrating RPS compliance, there are no limitations with regard to the use of PCC1 products. PCC2, or Bucket 2, renewable products are generally " firmed / shaped" transactions through which the energy produced by an RPS- certified renewable energy generator is not necessarily delivered to California, but an equivalent quantity of energy from a different, non - renewable generating resource is delivered to California and " bundled" ( or associated via an electronic transaction tracking system) with the renewable attribute produced by the aforementioned RPS- certified renewable generator. As noted, PCC2 products rely on electronic transaction tracking systems to substantiate the delivery of specified quantities of RPS- eligible renewable energy. . PCC3, or Bucket 3, renewable products refer to unbundled renewable energy certificates, which are sold separately from the associated electric energy ( with no physical energy delivery obligations imposed on the seller of such products).

Under RPS rules, limitations apply with regard to the use of PCC2 and PCC3 products. A more detailed description of the renewable product procurement specifications applicable under the currently effective RPS program are described in Table 15.

Table 15: Renewable Energy Procurement Requirements of California' s RPS Program

Overall PCCI PCC2 PCC3 Yea r ProcuremenfTac 21, Procurement Procurement 0 Procurement M of Total Retail of Total RPS 8bOWO; i 8 Sales) Procurement) Procurement)* Procurement) CP 1 2011 20. 0% 50. 0% 50. 0% 25. 0% CP 1 2012 20. 0% 50. 0% 50.0% 25. 0% CP 1 2013 20. 0% 50. 0% 550.0% 25. 0% CP 2 2014 21. 7% 65. 0% 35. 0% 51 5. 0% CP 2 2015 23. 3% 65. 0% 35. 0% 15. 0% CP 2 2016 25. 0% 65. 0% 35. 0% 15. 0% CP 3 2017 27. 0% 75. 0 %. 25. 0% 10. 0% CP 3 2018 29. 0% 75. 0% 525. 0% 10. 0% CP 3 2019 31. 0% 75. 0% 25. 0% 10.0% CP 3 2020 33. 0% 75. 0% 25. 0% 510. 0% NoteNote thatthat PCC2PCC2 productsproducts maymay bebe usedused inin placeplace ofof PCC3PCC3 products.products.

BeyondBeyond thethe 20202020 calendarcalendar year,year, California'California' ss RPSRPS procurementprocurement targettarget waswas recentlyrecently increasedincreased toto 50%50% byby 2030 2030- - GovernorGovernor BrownBrown signedsigned SBSB 350350 ( ( DeDe LeonLeon andand Leno),Leno), thethe CleanClean EnergyEnergy and and PollutionPollution ReductionReductionAct Act ofof 2015,2015, onon OctoberOctober 7,7, 2015;2015; SBSB 350350 increasesincreases California'California' ss RPSRPS procurementprocurement targettarget toto 50%50% byby 20302030 amongstamongst otherother clean-clean- energyenergy initiatives.initiatives. ManyMany details details relatedrelated toto SBSB 350350 implementationimplementationwill will bebe developeddeveloped overover timetime withwith oversightoversight byby designateddesignated regulatoryregulatory agencies.agencies. However,However, itit isis reasonablereasonable toto assumeassume thatthat interiminterim annual annual renewablerenewableenergy energy procurementprocurement targetstargets willwill bebe imposedimposed onon CCEsCCEs andand otherother retailretail electricityelectricity sellerssellers toto facilitatefacilitate progressprogress towardstowards thethe 50%50% RPS;RPS; PEAPEA alsoalso expectsexpects thatthat additionaladditionaldetail detail regardingregarding renewablerenewable energyenergy productproduct

SectionSection 3:3: SVCCESVCCE TechnicalTechnical Parameters Parameters( ( ElectricityElectricity Consumption)Consumption)

Item IX.B. Silicon Valley Clean Energy Authority 191 Draft Silicon Valley Community Choice Energy Technical Stud

eligibility, including any restrictions and / or requirements regarding the use of such products, will also become clearer during upcoming implementation efforts.

For purposes of this Study, PEA assumed straight -line progress when moving from the 33% RPS mandate in 2020 to the 50% RPS mandate in 2030, or 1. 7% annual increases in California' s renewable energy procurement target during the ten -year transition period. With respect to the applicability of various renewable energy products that may be eligible under the prospective 50% RPS, PEA assumed a similar product mix to that which will be allowed under the current RPS program in calendar year 2020: minimum 75% PCC1 content; maximum 10% PCC3 content. Again, final details related to the implementation of SB 350 will not be certain until implementation of this legislation commences in coordination with assigned

regulatory agencies. With regard to any voluntary ( above -RPS) renewable energy procurement activities, PEA has assumed that the CCE program would have discretion in how it meets such voluntary, internally imposed targets reflected in the prospective planning scenarios. Table 16 illustrates PEA' s assumed RPS procurement rules as California transitions to a 50% RPS by 2030.

Table 16: Projected Renewable Energy Procurement Requirements Following SB350 Implementation

s C Year Procurement Procurem'erit Proturement

TBD 2021 34.7% 275..0% 525. 0% 10.0% TBD 2022 36. 4% 75. 0% 525. 0% 510.0% TBD 2023 38. 1% 75. 0% 525. 0% 10. 0% TBD 2024 39. 8% 2_75. 0% 25. 0% 10.06/0- _ , - TBD 2025 41. 5% 2_75. 0% 25. 0% 10.0% TBD 2026 43. 2% 275.0% 525.0% 510.00/0 - TBD 2027 44. 9% 2_75. 0% 525. 0% 510.0% TBD 2028 46. 6% 2_75. 0% 525. 0% 10. 0% - TBD 2029 48. 3% 2_75. 0% 25. 0% 510.0% TBD 2030 50. 0% 75. 0% 25. 0% 10. 0%

NoteNote thatthat YC,YC, L2L2 productsproducts maymay be be UsedUsed inin placeplace ofof P(P( -(-: -(-: SS products.products.

CapacityCapacity RequirementsRequirements TheThe CCECCE programprogram wouldwould be be requiredrequired toto demonstratedemonstrate itit hashas sufficientsufficient physical physical generatinggeneratingcapacity capacity toto meetmeet itsits projectedprojected peakpeak demand demand( ( 660660 MW)MW) plusplus aa 15%15% planningplanning reservereserve margin,margin, inin accordanceaccordance withwith resourceresource adequacyadequacy regulationsregulations administeredadministeredby by thethe CPUCCPUC andand thethe CEC.CEC. AA specifiedspecifiedportion portion ofof generatinggeneratingcapacity capacity mustmust bebe locatedlocated withinwithin certaincertain local local reliabilityreliability areasareas andand thethe remainingremaining capacitycapacity requirementrequirement cancan bebe metmet with with generatinggenerating plantsplants anywhereanywhere withinwithin thethe CAISOCAISO system.system. Presently,Presently, therethere areare twotwo locallocal reliabilityreliability areas areas( ( asas defineddefined inin thethe CPUC'CPUC' ss annualannual ResourceResource AdequacyAdequacy Guide)Guide) thatthat wouldwould applyapply toto thethe CCECCE program:program: the the" " GreaterGreater BayBay Area"Area" andand thethe " " OtherOther PGPG & & EE Areas.'Areas.' Additionally,Additionally, thethe CPUCCPUC andand CAISO CAISO impose impose aa flexibleflexible capacitycapacity requirement,requirement, whichwhich mustmust bebe satisfiedsatisfied byby allall CaliforniaCalifornia loadload servingserving entities, entities, includingincluding CCEs,CCEs, toto ensureensure thatthat certaincertain quantitiesquantities ofof reservereserve capacitycapacity areare capablecapable ofof increasingincreasing generationgeneration levelslevels within within specifiedspecified timetime periods periods( ( toto promotepromote systemsystem reliabilityreliability whenwhen thethe productionproduction fromfrom certaincertain gridgrid - - connectedconnected generatorsgenerators quicklyquickly changeschanges asas isis becomingbecoming increasinglyincreasingly commoncommon asas aa resultresult ofof California'California' ss buildoutbuildout of of intermittentintermittent renewablerenewable energyenergy resources).resources).

SectionSection 3:3: SVCCESVCCE TechnicalTechnical Parameters Parameters( ( ElectricityElectricity Consumption)Consumption) '..- '..-

Item IX.B. Silicon Valley Clean Energy Authority 192 Draft Silicon Valley Community Choice Energy Technical Study Based on PEA' S experience in managing resource adequacy portfolios and compliance activities, the following resource adequacy capacity requirements were assumed to apply to SVCCE' s CCE program to meet the requirements identified above. Such resource adequacy capacity requirements are identified in Table 17.

Table 17: 5VCCE' s Projected Resource Adequacy Capacity Requirements

CAISO System 75% Greater Bay Area 14% Other PG &E Areas 26% Total 115%

Accordingly,Accordingly, thethe totaltotal resourceresource adequacyadequacy requirementrequirement forfor SVCCE'SVCCE' ss firstfirst yearyear ofof fullfull operationsoperationswould would bebe approximatelyapproximately 631631 MWMW perper month,month, withwith approximatelyapproximately75 75 MWMW ofof thethe totaltotal procuredprocuredfrom from thethe GreaterGreater BayBay AreaArea region,region, 145145 MWMW procuredprocured fromfrom any any otherother locallocal reliabilityreliability areaarea inin thethe PG PG& & EE serviceservice area,area, andand 410410 MWMW procuredprocured fromfrom anywhereanywhere withinwithin thethe CAISOCAISO northern northern regionregion ( ( NP15).NP15). RequisiteRequisite resourceresource adequacyadequacy productsproducts areare typicallytypically procured procured/ / securedsecured throughthrough oneone oror moremore ofof thethe followingfollowing arrangements:arrangements: 1)1) short-short- toto medium medium- - termterm contractcontract arrangementsarrangements withwith thethe ownersowners oror controllerscontrollers ofof qualifyingqualifying generatinggeneratingcapacity; capacity; 2)2) capacitycapacity attributesattributes conferredconferred throughthrough longlong - - termterm powerpower purchasepurchase arrangementsarrangements withwith specifiedspecified generators generators— — suchsuch contractscontracts typicallytypically provideprovide thethe buyerbuyer withwith both both energyenergy andand capacitycapacity productsproducts fromfrom oneone oror more more specificspecific generatinggenerating resourcesresources identifiedidentified inin thethe purchasepurchase agreement;agreement; oror 3)3) directdirect ownershipownership ofof generatinggeneratingfacilities, facilities, whichwhich maymay bebe eligibleeligible toto provideprovide requisiterequisite resourceresource adequacyadequacycapacity. capacity.

SectionSection 3:3: SVCCESVCCE TechnicalTechnical Parameters Parameters( ( ElectricityElectricity Consumption)Consumption)

Item IX.B. Silicon Valley Clean Energy Authority 193 Draft Silicon Valley Community Choice Energy Technical Study

SECTION 4: COST OF SERVICE ELEMENTS

This section summarizes the different types of costs that would be incurred by the CCE program in providing electric service to its customers. For each supply scenario, a detailed pro forma was developed that delineates the applicable cost of service elements. These pro forma are shown in Appendix A.

Electricity Purchases The CCE program would be financially responsible for supplying the net electric demand of all enrolled customers, and it would be able to source that supply from a variety of markets and / or through the program' s own generation resources. Energy requirements are ultimately financially settled by the CAISO. The CAISO plays a critical role in balancing supply and demand on a significant portion of California' s electric grid and operates short -term markets for energy as well as real -time balancing services to cover inevitable moment -to- moment fluctuations in electricity consumption ( resulting from circumstances including but not limited to weather, unexpected changes in customer energy use, unexpected variances in generator operation, infrastructure outages and other situations). The CCE program would interact with the CAISO through an intermediary known as a " Scheduling Coordinator ", periodically reporting usage data for its customers and settling with the CAISO for any imbalances ( i. e., instances in which the load forecast and / or the planned generator operation differs from' expectations, requiring the CAISO to balance any variances through the operation of other system resources) or transactions in the CAISO markets.

Bilateral markets exist for longer term purchases, which allow hedging ( i. e., contractual protection via specified / fixed product pricing over a mutually agreed upon delivery term) against the fluctuations in CAISO market prices. Longer term purchases can span many years, with the most active trading being for contracts with terms of less than three years in duration. Contracts for new generation resources typically have contract term lengths of twenty ( 20) years or more, allowing the project developer / owner to utilize the contract' s expected revenue stream to support project financing.

Electric purchase costs were estimated using the projected energy demand during the industry- defined peak and off -peak time periods. Assumed renewable energy contracts of the CCE program, as reflected in the previously described indicative long -term contract portfolio, were subtracted from SVCCE' s expected peak and off -peak energy demands, resulting in a residual energy requirements, or " net short ", which was assumed to be met with short and mid -term contract purchases of system energy ( produced by conventional generating technologies; within California, the majority of system energy is produced by generators using natural gas as a primary fuel source).

Renewable Energy Purchases Renewable energy purchases may take two forms: 1) physical electric energy bundled with associated renewable / environmental attributes; or 2) unbundled renewable / environmental attributes, which are sold separately from the physical energy commodity. As described in Section 2, unbundled RECs were not incorporated in any of the supply scenarios addressed in this Study; only bundled renewable energy resources, which were assumed to meet the product delivery specifications associated with the PCC1 and PCC2 product designations were incorporated in the indicative SVCCE supply portfolios.

Purchases of renewable energy from new resources are typically made under bundled, long -term contract arrangements of 20 years or more. Shorter term purchases are common for existing renewable resources and for unbundled renewable energy certificates.

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Item IX.B. Silicon Valley Clean Energy Authority 194 Draft Silicon Valley Community Choice Energy Technical Study

Renewable energy currently sells for a premium relative to the cost of conventional power. However, when compared to the cost of new, natural gas -fueled generation, renewable resources tend to have lower levelized costs. 30

Renewable energy purchase costs were estimated using predominantly long -term contracts for new renewable energy projects as specified in the indicative long -term contract portfolio. Short -term market purchases of bundled renewable energy were assumed to fulfill SVCCE' s remaining renewable energy needs.

With regard to the term renewable energy certificates, or " RECs ", it is important to understand that a REC is the only mechanism by which ownership of renewable energy can be demonstrated / substantiated. One REC is created for every whole MWh of metered electricity produced by a registered renewable generating facility. Within the Western United States, a tracking system known as the Western Renewable Energy Generation Information System ( " WREGIS ") has been developed to facilitate the management of RECs, providing a platform through which RECs can be transferred between buyers and sellers of renewable energy products and also " retired" ( meaning, removed from the marketplace) for purposes of demonstrating legal / regulatory compliance or achievement of certain voluntary procurement objectives. All renewable energy production is substantiated via the creation of a REC, which occurs following WREGIS' verification of metered energy production by a registered renewable generating resource. Use of the WREGIS system for purposes of REC accounting serves to minimize concerns regarding double -counting during compliance demonstration and public reporting — in the event that a renewable energy buyer does not possess a REC, it cannot make claims with regard to the associated environmental benefits.

Again, some RECs are bundled with the associated electric energy; other RECs are sold apart from the electric commodity — such RECs are appropriately referred to as " unbundled RECs ". The transaction documentation associated with each renewable energy purchase should outline applicable product specifications, including whether or not RECs are being sold with or apart from the electric commodity. In selecting its renewable energy product mix, the CCE program should be aware that California law permits the use of a limited quantity of unbundled RECs, or PCC3 product volumes, for purposes of demonstrating RPS compliance — applicable limitations were previously described in Section 3. Such products currently represent lower -cost options when compared to PCCI and PCC2 products due to the administrative simplicity associated with such transactions.

In recent years, there has been robust philosophical debate regarding the advantages and pitfalls of unbundled REC use, particularly the environmental benefits associated with such products. Significant research and documentation has been prepared regarding this topic, and SVCCE is encouraged to review such information prior to engaging in unbundled REC transactions. Organizations including the Center for Resources Solutions ( the program administrator for the Green -e Energy program), the United States Environmental Protection Agency, the United States Federal Trade Commission and The Climate Registry, amongst others, have all completed research and / or issued positions regarding the use of unbundled RECs. Furthermore, Assembly Bill 1110 ( Ting), which was introduced to the California legislature on February 27, 2015 but is now a two -year bill, was intended to promote the inclusion of GHG emissions intensity reporting by retail electricity suppliers ( in annual Power Content Label communications). If AB 1 110 moves forward next year, it could impose a retail -level emissions calculation methodology that may eliminate all GHG emissions benefits associated with unbundled RECs. In consideration of the CCE Study Partners' preliminary planning decision to exclude the use of unbundled RECs from all prospective supply scenarios, the potential change in GHG reporting conventions contemplated under AB 1 1 1. 0 would not present any issues for SVCCE.

30 See for example, Table 62, Estimated Cost of New Renewable and Fossil Generation in California, California Energy Commission, March 2015.

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Item IX.B. Silicon Valley Clean Energy Authority 195 Draft Silicon Valley Community Choice Energy Technical Stud

However, if SVCCE chooses to reconsider the use of unbundled RECs at some point in the future, it should be aware that such a practice may result in the reporting of higher than anticipated portfolio emission levels. As previously discussed and in light of the perceived risks and general controversy associated with the use of unbundled RECs, the CCE Study Partners advised PEA to exclude Bucket 3 products from each of the prospective supply scenarios.

Electric Generation

Generation projects developed or acquired by the CCE program could also supplement energy purchases. Generation costs would include development costs, capital costs for land, plant and equipment, operations and maintenance costs, and, if applicable, fuel costs. Capital costs for publicly owned utilities such as_a CCE are typically financed with long -term debt, and the annual debt service would be an element of annual CCE program costs. For purposes of this Study, PEA' s analysis did not contemplate the utilization of CCE - owned / developed generating resources during the ten -year study period for reasons previously described.

Transmission and Grid Services

The CAISO charges market participants, including CCEs ( via the CCE' s selected scheduling coordinator) for a number of transmission and grid management services that it performs. These include costs of managing transmission congestion, acquiring operating reserves and other " ancillary services ", and conducting CAISO markets and other grid operations. The CAISO charges are both directly related to SVCCE' s operations, but there are other grid charges that are shared across all load serving entities on a pro rata basis. These costs would be assessed to the Scheduling Coordinator for the CCE program, and are assumed to be directly passed through to the CCE program with no markup.

Start -Up Costs Start -up costs are estimated to be nearly $ 2. 9 million, which would provide necessary program funding during the approximate twelve -month period immediately preceding service commencement to SVCCE customers. Start -up costs include SVCCE staffing and requisite professional services, security deposits, the CCE bond / financial security requirement, communications and customer notices, data management, and other activities that must occur before the program begins providing electricity to its customers. These costs would be recovered through SVCCE rates after service commences. A breakdown of estimated start -up costs is shown in Table 18.

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Item IX.B. Silicon Valley Clean Energy Authority 196 Draft Silicon Valley Community Choice Energy Technical Study

Table 18: Estimated SVCCE Program Start -Up Costs

Cost Item Amount Internal Staff 730,000 Technical Consulting and Legal Services 620,000 Marketing and Communications 280, 000 Customer Noticing and Mailers 120, 000 Security Deposits 40, 000 Miscellaneous Administrative and General 95, 000 CCE Bond 100,000 Debt Service 720,000 Other Pre - launch Activities 180,000 Total 2, 885, 000

SVCCE start -up cost estimates are based on expenses incurred during the pre -launch activities of California' s operating CCE programs. More specifically, PEA developed a start -up cost profile in consideration of the actual experiences of Caiiformr -,', operating CCE programs, then scaled SVCCE start -up cost estimates based on relative size ( electric energy requirements) and customer composition when compared to the representative start -up cost profile. A detailed description of each cost item is provided below.

Internal _Staffing: As an independently operating JPA, it is assumed that the SVCCE program will begin to hire its own staff ( on an interim or full -time basis, depending on specific job responsibilities) twelve months prior to service commencement.

Technical Consulting and Leal Services: Includes services provided by experienced firms and / or individuals to support the following pre -launch activities: contract negotiations ( with data management providers and energy suppliers), regulatory and compliance reporting, load forecasting, rate design and ratesetting, customer rate analysis, joint mailer content development, pro forma and budget development, and other portfolio management services. Costs also include discussions, technical analysis, and negotiations with banking and financial institutions) related to securing financing for Program operations. This line item generally addresses related costs that will be incurred during the twelve -month period immediately preceding SVCCE launch.

Marketing and Communications: Includes costs specific to marketing, communications and customer outreach, which are assumed to be outsourced services for purposes of this Study. Additional costs include the design and printing of marketing materials, advertising across various media, and sponsorship of community events.

Customer Noticing and Mailers: Includes costs associated with the first two customer mailers ( printing and postage), which will be sent to prospective customers prior to service commencement — these notices are also commonly referred tc c: s " opt -out notices." Estimates are based on costs incurred by existing CCE programs.

Security Deposits: Includes amounts required to satisfy the PG &E security deposit, which equates to the monthly average PG & E service fee to be incurred by SVCCE during its first year of operation. The security deposit is typically posted around the same time as the CCE Bond ( which will be posted with the CPUC).

Miscellaneous Administrative and General: Includes additional overhead during the twelve -month period immediately preceding service commencement. Some of these costs include travel, office supplies, and rent for office space.

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Item IX.B. Silicon Valley Clean Energy Authority 197 Draft Silicon Valley Community Choice Energy Technical Study

CCE Bond: An amount equal to $ 100, 000, which SVCCE would be required to post with the CPUC prior to launching the Program. For purposes of this Study, it is assumed that the CCE Bond is posted upon certification of the Implementation Plan.

Debt Service: Includes interest and principal payments associated with initial program financing. Such payment obligations are expected to commence four months prior to service commencement. Depending on SVCEE' s final credit structure, SVCCE could potentially negotiate terms that are more closely aligned with the anticipated timing of rate revenue receipt. SVCCE' s " bridge- financing ", which is required to ensure that the Program has adequate working capital at the time of launch and during the months immediately thereafter, is the basis for assumed debt service payments.

Other Pre -Launch Activities: Includes costs related to Implementation Plan development, product and portfolio design ( i. e., the compilation and description of default and voluntary retail service options as well as requisite portfolio accounting activities to ensure that all customer commitments are satisfactorily addressed), and Request for Proposal development and administration ( to secure requisite data manager services, energy products and scheduling coordinator services). Costs would be incurred by SVCCE during the twelve -month period immediately preceding service commencement.

Financing Costs SVCCE would need access to capital for the primary purposes of covering anticipated start -up costs and working capital requirements as well as any other project financing needs that may arise. Working capital requirements are estimated at $ 9 million ( with related debt service reflected in Table 18 above), which would cover cash flow needs, primarily arising from the timing lag between power purchase payment deadlines and the receipt of customer revenues. The noted $ 9 million in working capital requirements is additive to the $ 2. 9 million in start -up costs ( discussed above in the " Start -Up Costs" sub -section). Typical invoicing timelines for wholesale power purchase contracts require payment ( for the prior month' s energy deliveries) by the 201h of each month. Customer payments ( revenues) are typically received within sixty to ninety days following electricity delivery. The timing difference between cash outflows and inflows represents SVCCE' s working capital requirement. The possibility exists to negotiate payment timelines with power suppliers in order to reduce SVCCE' s initial working capital requirement. For example, both SCP and LCE have negotiated an additional 30 days in the supplier payment timeline, which significantly reduces each organization' s working capital need.

Billing, Metering and Data Management PG &E provides billing and metering services for all CCE programs and charges the CCE for such services in accordance with applicable tariffs, which are regulated by the CPUC. PG &E posts the meter data to a data server that the CCE program would be able to access for its power accounting and settlements. PG &E uses systems to exchange billing, payment, and other customer data electronically with competitive retail electric providers such as CCEs. While PG & E issues customer bills and processes customer payments, the CCE program will have a large amount of data to manage and must be able to exchange data with PG &E using automated processes. PEA included costs for third party data management as well as PG &E charges for billing and metering in this cost of service category.

Section 4: Cost of Service Elements " • • - •

Item IX.B. Silicon Valley Clean Energy Authority 198 Draft Silicon Valley Community Choice Energy Technical Study Staff and Other Operating Costs Internal staffing and / or contractors would be required to manage SVCCE' s day -to -day operations. These activities include program management, financial administration, resource planning, marketing and communications, regulatory compliance and advocacy, and other general administration. Such costs were estimated for SVCCE based on a review of the publicly available budgets adopted by the currently operating CCE programs: Marin Clean Energy, Sonoma Clean Power, and Lancaster Choice Energy. Additional costs were included for administration of certain demand side programs anticipated to be offered by SVCCE. These programs may include customer self -generation (net energy metering) program incentives, electric vehicle charging programs, energy efficiency and demand response programs. Included in the pro forma projections for this cost element is. an assumed $ 1, 275, 000 annual budget to support the administration of such programs, which is assumed to include the funding of various customer incentives that may be offered by SVCCE. SVCCE may also qualify for additional funding for administration of energy efficiency programs through application to the CPUC.

Uncollectible Accounts

CCE rates must account for the small fraction of customers who do not pay their electric bill. PG &E attempts to collect the CCE' s charges, but some accounts must be written off as uncollectible. An allowance for uncollectible accounts has been included as a program cost element.

Program Reserves

A reasonable revenue surplus was factored in to estimated SVCCE rates to fund a reserve account that would be used for contingencies or as a rate stabilization tool. Financing also requires generation of net revenues that accumulate as reserves, as lenders typically require maintenance of debt service coverage ratios that would necessitate setting rates to yield revenues in excess of program costs.

Bonding and Security Requirements SVCCE would be required to provide a security deposit to PG &E and post a bond or other form of financial security with the CPUC as part of its registration process. The security deposit covers approximately one month of PG &E charges for billing and metering services. The CCE bond or financial security requirement, which is posted with the CPUC, is intended to cover the potential reentry costs if customers were to be involuntarily returned to PG &E.

The currently effective financial security requirement is $ 100,000, but PG & E and other investor owned utilities have advocated changes to the methodology that could, under certain market conditions, result in extremely large financial security requirements. PEA' s estimate of the CCE Bond amount reflects the currently applicable specification ($ 100,000). However, the CCE program should actively monitor applicable regulatory proceedings, which may result in changes to this bond amount. Risks associated with such changes are discussed in additional detail within Section 7 of this Study.

PG& E Surcharges

SVCCE customers will pay the CCE' s rates for generation services, PG &E' s rates for non - generation services transmission, distribution, public purpose, etc.), and two surcharges that are currently included in PG &E' s generation rates: the Franchise Fee Surcharge and the Power Charge Indifference Adjustment ( "PCIA "). These surcharges are not program costs per se, but they do impact how a customer' s bill will compare between PG &E bundled service and CCE service.

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Item IX.B. Silicon Valley Clean Energy Authority 199 Draft Silicon Valley Community Choice Energy Technical

The franchise fee surcharge is a minor charge that ensures PG &E collects the same amount of franchise fee revenues whether a customer takes generation service from a CCE or from PG &E. The PCIA is a substantial charge that is intended to ensure that generation costs incurred by PG &E before a customer transitions to CCE service are not shifted to remaining PG &E bundled service customers ( following a customer' s departure from PG & E to CCE service). For purposes of this Study, PEA' S assumed surcharges reflect the most recent advice provided by PG &E and assumed changes to the PG &E supply portfolio overtime.

Section 4: Cost of Service Elements ' • • -

Item IX.B. Silicon Valley Clean Energy Authority 200 Draft Silicon Valley Community Choice Energy Technical Study

SECTION 5: COST AND BENEFITS ANALYSIS

This section contains a quantitative description of the estimated costs and benefits for each representative supply scenario. Each scenario was evaluated using the three criteria described in Section 2. Ratepayer costs and benefits are evaluated on the basis of the total electric rates customers would pay under CCE service as compared to PG &E bundled service. Total electric rates include the rates charged by the CCE program plus PG &E' s delivery charges and other surcharges. Environmental benefits are evaluated on the basis of reductions in GHG ( CO2) emissions relative to the reference case. Local economic benefits are evaluated on the basis of jobs and economic activity created by the CCE program' s investments in local generation

resources.

When assessing the comparative environmental impacts associated with each of SVCCE' s prospective supply scenarios, it is important to consider the potential changes that could result from PG &E' s reduced or discontinued use of nuclear electricity produced by the Diablo Canyon Power Plant ( "DCPP "). DCPP currently produces approximately 18, 000 GWh, or more than 20% of PG &E' s total power content, per year, but licenses for the facility' s two reactor units expire in 2024 and 2025, respectively. At this point in time, there is uncertainty regarding PG &E' s ability to successfully relicense these units under the current configuration, which utilizes once -through cooling as part of facility operations. Environmental concerns regarding the use of once - through cooling may present relicensing challenges for PG &E, which could result in temporary or permanent discontinued operation of DCPP. Under this scenario, which falls towards the outer years of the study period, SVCCE' s actual GHG emissions impact would dramatically improve under each of the prospective supply scenarios. It is also noteworthy, that discontinued DCPP operation ( without the addition of equivalent generating capacity within the region) may also impose upward pressure on market energy prices and resource adequacy products. PEA recommends that the CCE Study Partners continue to monitor the relicensing status of DCPP as expiration of the existing licenses approaches.

As previously discussed ( in Section 2), it is important to keep in mind the planned phase -in strategy for the prospective SVCCE customer base, which is expected to occur over a three -year period. The projected operating results reflected in the Study demonstrate the impacts of a phase -in strategy that would enroll customers in the following manner: 1 ) one -third of prospective SVCCE customers would be enrolled during the first month of service, drawing from a broad, representative cross section of the entire SVCCE customer base; 2) another third of the original customer population ( i. e., half of the remaining customer population which had yet to be enrolled) would be transitioned to CCE service during the thirteenth month of operation, reflecting similar characteristics when compared with the first phase; and 3) all remaining customers not previously enrolled would be transitioned to CCE service during the twenty fifth month of program operations.

Scenario 1 Study Results Ratepayer Costs

The primary objective of Scenario 1 is to match the GHG emissions intensity of PG &E' s projected supply portfolio while also exceeding the incumbent utility' s proportionate renewable energy supply without the use of unbundled RECs. Consistent with PEA' s expectations, projected SVCCE customer rates in Scenario 1 are lower than similar rate projections for PG &E throughout the ten -year study period, with annual comparative benefits ranging from 3% to 5 %. Levelized rates over the study period are projected to be 4% lower than projected PG &E rates. For a typical household using 510 kWh per month, a 4% rate difference would result in a cost reduction of approximately $ 5. 09 per month in Year 1 of program operations.

Projected average rates for the SVCCE customer base are shown in Figure 14 and Table 19, comparing total ratepayer impacts under the PG &E bundled service and CCE service options.

Section 5: Cost and Benefits Analysis

Item IX.B. Silicon Valley Clean Energy Authority 201 Draft Silicon Valley Community Choice Energy Technical

Figure 14: Scenario 1 Annual Ratepayer Costs

AVERAGE TOTAL COST COMPARISON

26.0 - - 7

24. 0

3 22.0 Y a 20.0 N SVCCE Service C v 18.0 PG& E Service

16.0

14.0 1 2 3 4 5 6 7 8 9 10

Year

Table 19: Scenario 1 - Annual Total Delivered Rate Comparison

PG& E SVCCE Percent Year Total Total Difference i

Levelized 22. 27 21. 49 4%

1 19. 51 18. 64 4%

2 19. 94 19. 08 4%

3 20.59 19. 48 5%

21. 29 20. 35 4% 4 1 5 21. 90 21. 19 3%

6 22. 42 21. 80 3 °/0

7 23. 14 22. 49 3%

8 23. 78 23. 14 3%

9 24. 49 23. 84 3 °i

t 0 25. 19 24.47 3%

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Item IX.B. Silicon Valley Clean Energy Authority 202 Draft Silicon Valley Community Choice Energy Technical Study

GHG Impacts

Consistent with the primary Scenario I planning objective, SVCCE' s anticipated GHG emissions are equivalent to projected GHG emissions of the PG &E supply portfolio. A combination of renewable and other GHG -free energy purchases is assumed to achieve this environmental outcome. The following figures and tables provide additional detail regarding the respective GHG emissions profile associated with the assumed SVCCE and PG & E supply portfolios.

Figure 15: Scenario 1 - Annual GHG Emissions Comparison

ATTRIBUTED PORTFOLIO EMISSIONS

PG &E SVCCE

c 500,000

W 400,000 Ra C 3uu,uuu 0 N 200,000

W

O 100,000 V

i 3 4 5 6 7 10 Year

Table 20: Scenario 1 - Annual GHG Emissions Factor Comparison ( Metric Tons CO2 /MWh)

Year PG &E SVCCE

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Item IX.B. Silicon Valley Clean Energy Authority 203 Draft Silicon Valley Community Choice Energy Technical Study

Figure 16: Scenario 1 .- Annual Renewable Energy Content Comparison

RENEWABLE ENERGY CONTENT

SVCCE RENEWABLE PORTFOLIO PG& E RENEWABLE PORTFOLIO 60%

c 50% e 0 V a 40%

O c 30% a ar 0 20% a 3 d C 10%

oe

0 % — 1 2 3 4 5 6 7 8 9 10

Year

Table 21: Scenario 1 - Annual Renewable Energy Portfolio Content

Year PG& E SVCCE

1 27% 36%

2 27% 36%

3 30% 36%

4 33% 38%

5 35% 39%

6 36% 41%

7 38% 43%

8 40% 45%

9 42% 47%

10 43°/o 49%

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Item IX.B. Silicon Valley Clean Energy Authority 204 Draft Silicon Valley Community Choice Energy Technical Study

Scenario 2 Study Results

Ratepayer Costs The primary objective of Scenario 2 is to increase the use of renewable energy resources while also promoting overall annual GHG emissions reductions of 20% relative to the incumbent utility. For purposes of the Study, this objective is achieved through the inclusion of renewable energy purchases that significantly exceed applicable compliance mandates ( doing so without the use of unbundled RECs) as well as additional GHG -free energy purchases, which would be produced by non -RPS- eligible hydroelectric generators located within California and / or the Pacific Northwest. Under Scenario 2, projected CCE customer rates are initially lower than similar rate projections for PG &E and maintain that general relationship throughout the study period — the relationship between SVCCE and PG &E rates demonstrates marginal customer savings ranging from 1 % to 4 %. Levelized rates over the study period are projected to be 2% lower than projected PG &E rates. However, in consideration of typical market volatility within the electric power sector and eminent PG &E rate volatility, these results should be reasonably interpreted as reflecting only minimal rate savings throughout the study period. For a typical household using 510 kWh per month, a 2% rate difference would result in a cost reduction of approximately $ 2. 46 per month.

Projected average rates for the SVCCE customer base are shown in Figure 17 and Table 22, comparing total ratepayer impacts under the PG &E bundled service and CCE service options.

Figure 17: Scenario 2 Annual Ratepayer Costs

AVERAGE TOTAL COST COMPARISON

26.0

24.0

3 22.0

20.0 SVCCE Service

18.0 PG &E Service

1111111111111MO] 2 3 4 5 6 7 8 9 10

Year

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Item IX.B. Silicon Valley Clean Energy Authority 205 Draft Silicon Valley Community Choice Energy Technical Study

Table 22: Scenario 2 - Annual Total Delivered Rate Comparison

Year PG Percent To Total Difference

t t

Levelized 22. 27 ' 21. 80 2%

1 19. 51 18. 91 3%

2 19. 94 19. 36 3%

3 20. 59 19. 77 4%

4 21. 29 20. 62 3' /a

5 21. 90 21. 47 2%

6 22. 42 22. 11 1 0/ 0

7 2114 22. 82 1%

8 23. 78 23. 49 10/ 0

9 24. 49 24. 21 1%

10 25J9 24. 86 1%

GHG Impacts

As a result of the significant proportion of GHG -free resources that were incorporated in Scenario 2, the CCE program is able to demonstrate the desired GHG emissions reduction target of 20% when compared to PG &E' s projected emissions pro' iie. The following figures and tables provide additional detail regarding the respective GHG emissions profile associated with the assumed SVCCE and PG &E supply portfolios.

Figure 18: Scenario 2 Annual GHG Emissions Comparison

ATTRIBUTED PORTFOLIO EMISSIONS

PG &E SVCCE

c 500,000 r—

400,000 m

300,000 0 N 200,000

W

0 100, 000 v

1 2 3 4 5 6 7 8 9 101 Year

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Item IX.B. Silicon Valley Clean Energy Authority 206 Draft Silicon Valley Community Choice Energy Technical Study

Table 23: Scenario 2 - Annual GHG Emissions Factor Comparison ( Metric Tons CO2 /MWh)

Year PG& E SVCCE

Figure 19: Scenario 2 _ Annual Renewable Energy Content Comparison

RENEWABLE ENERGY CONTENT

SVCCE RENEWABLE PORTFOLIO PG &E RENEWABLE PORTFOLIO 70%

m 60% C 0 V 50% 0 040% r 0 30%

3 20% d m 10% a

0% 1 2 3 4 5 6 7

Year

Section 5: Cost and Benefits Analysis

Item IX.B. Silicon Valley Clean Energy Authority 207 Draft Silicon Valley Community Choice Energy Technical Study

Table 24: Scenario 2 - Annual Renewable Energy Portfolio Content

1 27% 51%

2 27% 51%

3 30% 51%

4 33% 51%

5 35% 53%

6 36% 56%

7 38% 58%

8 40% 61%

9 42% 63%

10 43 °ib 66%

Scenario 3 Study Results

Ratepayer Costs

It is generally appropriate to characterize Scenario 3 as an " optimized" supply scenario under which SVCCE' s projected clean energy purchases are maximized subject to the imposition of a rate constraint, which required that SVCCE' s rates remain equivalent to projected PG &E rates on a levelized basis throughout the Study period. During individual years of the Study period, projected SVCCE and PG &E rates minimally differ within a range demonstrating periods of moderate customer savings ( 2% savings in Year 3 of projected program operations, for example) as well as negligible cost increases ( which do not exceed 0.7% in any year of the Study). Consistent with the imposed rate constraint, projected SVCCE customer rates remain generally equivalent to similar rate projections for PG &E throughout the study period and typical residential customers are expected to incur monthly charges that would be approximately $ 0.05 below similar PG &E charges on a levelized basis.

Projected average rates for the SVCCE customer base are shown in Figure 20 and Table 25, comparing total ratepayer impacts under the PG & E bundled service and CCE service options.

Section 5: Cost and Benefits Analysis ' .. - •

Item IX.B. Silicon Valley Clean Energy Authority 208 Draft Silicon Valley Community Choice Energy Technical Study

Figure 20: Scenario 3 Annual Ratepayer Costs

AVERAGE TOTAL COST COMPARISON

26.0

24.0

3 22.0 Y a 20.0 N SVCCE Service C 18. 0 PG &E Service

s

14. 0 1 2 3 4 5 6 7 8 9 10

Year

Table 25: Scenario 3 - Annual Total Delivered Rate Comparison

Y ea r PG& E CCE Total Percent Total 0/ kWh) Difference

i

Levelized 22. 27 22. 26 0%

19. 51 19. 38 1%

2 19. 94 19. 85 0% 3 20. 59 20. 2: 20/

4 21. 29 21. 15 10/ 0 5 21. 90 21. 97 0%

6 22. 42 22. 58 1 %

7 23. 14 23. 26 1 %

8 23. 78 23. 91 1 %

9 24. 49 2 4. 5 9 0%

10 25. 19 25. 21 0%

GHG Impacts Through the substantial use of renewable and other GHG -free energy resources, Scenario 3 suggests that the CCE program could achieve substantial GHG emissions reductions when compared to PG &E' s projected emissions profile. The following figures and tables provide additional detail regarding the respective GHG emissions profile associated with the assumed SVCCE and PG &E supply portfolios.

Section 5: Cost and Benefits Analysis

Item IX.B. Silicon Valley Clean Energy Authority 209 Draft Silicon Valley Community Choice Energy Technical Study

Figure 21: Scenario 3 — Annual GHG Emissions Comparison

ATTRIBUTED PORTFOLIO EMISSIONS

PG &E SVCCE 600,000

c 500,000

w 400,000

300,000 0

N 200,000

W

0 100,000 V I 1 i -i -1 1 2 3 4 5 6 7 8 9 10 Y

Table 26: Scenario 3 - Annual GHG Emissions Factor Comparison ( Metric Tons CO2 /MWh)

Year PG &E SVCCE

Section 5: Cost and Benefits Analysis ' • • - •

Item IX.B. Silicon Valley Clean Energy Authority 210 Draft Silicon Valley Community Choice Energy Technical Study

Figure 22: Scenario 3 — Annual Renewable Energy Content Comparison

RENEWABLE ENERGY CONTENT

SVCCE RENEWABLE PORTFOLIO PG& E RENEWABLE PORTFOLIO 80%

70%

C 0 60%

0 50% 0 0 40% d 30% M a 3 20% mC 0 10% 0% 1 2 3 4 5 6 7 8 9 10

Year

Table 27: Scenario 3 - Annual Renewable Energy Portfolio Content

Year PG& E SvCCE

1 27% 76°/a

2 27% 76%

3 30% 76%

4 33 0.o 76%

5 35% 76%

6 36% 76%

380//o 760/a

40% 76%

42% 76%

43% 76%

Section 5: Cost and Benefits Analysis

Item IX.B. Silicon Valley Clean Energy Authority 211 Draft Silicon Valley Community Choice Energy Technical Study SECTION 6: SENSITIVITY ANALYSES The economic analysis uses base case input assumptions for many variable factors that influence relative costs of the CCE program. Sensitivity analyses were performed to examine the range of impacts that could result from changes in the most significant variables ( relative to base case values). The key variables examined are: 1 ) power and natural gas prices; 2) renewable energy prices; 3) low carbon energy prices; 4) PG &E rates; 5) PG &E surcharges; and 6) customer participation/ opt-out rates. Additionally, a " small JPA" sensitivity case was run reflective of minimal community participation in the SVCCE joint powers agency to test the viability of a much smaller CCE program, and a " perfect storm" sensitivity was run to examine the cumulative impacts of adverse changes to the key variables.

Power and Natural Gas Prices

Electric power prices in California are substantially influenced by natural gas prices, as natural gas -fired generation is predominantly used as the marginal resource within the state' s system dispatch order. This fact is consistent with how PEA developed the ten -year power price forecast in which a detailed natural gas forecast was assembled and then converted to power prices using factors consistent with industry standards. Changes in natural gas prices will also tend to change the power purchase costs of the CCE program. To the extent that SVCCE' s selected supply portfolio excludes the use of conventional energy supply, the potential impact related to price volatility within the natural gas market will be minimized. Such changes also influence PG &E' s rates, but the relative cost impacts will differ depending upon the proportionate use of conventional resources utilized by the CCE program relative to PG &E.

For the CCE program, the non - renewable portion of the supply portfolio will be influenced by changes in natural gas and wholesale power prices. The PG &E resource mix includes resources that are influenced by natural gas prices such as utility -owned natural gas fueled power plants, so- called " tolling" agreements with independent generators, and certain other contracts that are priced based on an avoided cost formula. The PG &E resource mix also includes energy sources that are not affected by natural gas prices, including renewable resources as well as PG &E' s hydro- electric and nuclear assets.

Sensitivity to changes in natural gas and power prices were tested by varying the base case assumptions to create high and low cases. The high case reflects a 50% increase in this input relative to the base case and the low case reflects a 25% decrease relative to the base case.

Renewable Energy Costs There can be wide variation in renewable energy costs clue to locational factors ( wind regime, solar insulation, availability of feedstock for biomass and biogas facilities, etc.), transmission costs, technological changes, federal tax policy, and other factors. In fact, the federal investment tax credit, or " ITC ", is expected to decrease significantly for projects commencing operations on or after January 1, 2017 — the ITC is expected to drop from 30% to 10 %, based on PEA' s understanding, which could impose generally proportionate increases to renewable energy pricing following such a change.

Sensitivity to renewable energy cost assumptions was tested by varying the base case costs for renewable power purchase contracts and for the installed costs for renewable generation projects by 25% for the high case and - 25% for the low case. The variances were only applied to SVCCE' s cost structure and not PG &E' s in order to test the impact of potential variation in site -specific renewable projects used by the CCE program.

Section 6: Sensitivity Analyses ° • • - •

Item IX.B. Silicon Valley Clean Energy Authority 212 Draft Silicon Valley Community Choice Energy Technical Study Carbon -Free Energy Costs Specified purchases from carbon -free resources or low carbon emissions portfolios generally yields a premium relative to system energy purchases. In consideration of the potential for increased CCE demand for low carbon content energy and the generally fixed supply of the large hydro -electric generation resource base available to California consumers, only a high case was evaluated for this factor. The high carbon -free energy cost premium scenario was evaluated at a 300% increase relative to the base case assumption.

PG& E Rates

The base case forecast for PG &E' s generation rates yields a projected average annual increase of approximately 2. 5 %. The forecast relies on resource mix data provided by PG &E in its most recent long -term procurement plan, and incorporates many of the same core market cost assumptions ( natural gas prices, power prices, GHG allowance prices, etc.) as used in the forecast of CCE program rates. Numerous factors can cause variances in PG & E' s rates, and low and high cases were developed for this variable. One factor that could have a significant increase on PG &E' s rates is the potential closure or rebuilding of DCPP, resulting from regulations prohibiting the use of once- through cooling at the plant. A high case was created that reflects an average annual generation rate increase of 5 %. The low case assumes 1. 5% annual rate increases for PG &E. Figure 23 illustrates the base, high and low case forecasts of PG &E generation rates and how these projections compare with historical trends.

Figure 23: PG& E System Average Generation Rates

17.0

15. 0

13. 0

x 3 Y K a 11. 0 NF Z VW 9. 0

7.0

5. 0 NNN NNNN N N N N NN N NN NN NN N N O O O O O O_ OO O O O O O O _ O O O O O O OO O OOOO N N N NNNN U1 P N 00 10 O : N W A Cn a: a,

Reported — Base Proi. — High Proi. — Low Proi.

Section 6: Sensitivity Analyses

Item IX.B. Silicon Valley Clean Energy Authority 213 Draft Silicon Valley Community Choice Energy Technical Study

PG& E Surcharges

The PCIA and Franchise Fee surcharges directly impact SVCCE rate competitiveness, and the PCIA has been volatile. In an August, 2015 filing to the CPUC, PG &E projected PCIA levels for 2016 that are approximately 70% higher than current levels. 31 In general terms, the PCIA is set on an annual basis in consideration of a specified methodology that takes into consideration the difference in costs associated with PG &E' s supply portfolio and a market benchmark — to the extent that costs associated with the PG &E supply portfolio exceed the market benchmark, departing customers, including CCE customers, are subject to a PCIA surcharge. The specific methodology that is employed when determining the PCIA is subject to PCIA oversight, and PG &E must perform related PCIA calculations consistent with such methodology. Over time, PCIA charges will change based on the relationship between PG &E' s power portfolio costs and current market pricing. In concept, the PCIA should diminish ( and eventually expire) over time, as PCIA charges are directly associated with PG &E power contracts, all of which should have finite term lengths. Once such contracts expire, any related PCIA impacts should fall to zero. However, because PG &E engages in ongoing contracting efforts, PCIA charges may persist for 20 years or more ( but should diminish over time). Figure 24 shows the projected Franchise Fee Surcharge and PCIA applicable to residential customers as well as historical data illustrating the volatility of these surcharges.

Figure 24: PG& E CCE Surcharges for Residential Customers ( Cents Per KWh)

2012 2013 2014 2015 2016

The base case PCIA projections begin with the higher 2016 PCIA charges reported by PG &E and remain relatively flat over the forecast period. High and low cases were run at plus or minus 50% off of the base case.

Opt -Out Rates Sensitivity of ratepayer costs to customer participation in the CCE program was tested by varying the opt -out rate from 25% in the high case to 5% in the low case. A higher opt -out rate would reduce sales volumes relative to base case assumptions, and increase the share of fixed costs paid by each customer, while a lower opt -out rate would have the opposite effect.

3' PG &E Advice Letter AL- 4696 -E.

Section 6: Sensitivity Analyses ' • • - •

Item IX.B. Silicon Valley Clean Energy Authority 214 Draft Silicon Valley Community Choice Energy Technical Study Community Participation ( Small JPA) While the base case includes all municipalities as participants in the JPA, a sensitivity was run to examine the impacts of a much smaller program being formed in the region. For purposes of this sensitivity, it was assumed that 25% of the total potential customers are offered service in the CCE and that 15% of these customers elect to opt -out. Adjustments were made to assumed staffing costs to reflect the smaller scale of operations. The long term renewable contract portfolio was adjusted downward on a pro rata basis to reflect the reduced energy requirements. The results of this sensitivity indicate that a viable program could be operated with significantly less than 100% participation of the prospective communities. While not explicitly modeled, a program serving only the four sponsoring partner agencies ( representing 68% of the total potential load) would have sufficient scale and be expected to have similar rates as presented in the base

case projections.

Perfect Storm

This sensitivity examines the cumulative effects of adverse changes to all of the key variables to present what could be considered a worst case. The likelihood that all of these variables change in unison is remote; many of the key variables are negatively correlated meaning that increases in one variable would normally be associated with decreases in another. For example, increases in market prices for power should result in decreases in the PG &E surcharges, but for purposes of this sensitivity it was assumed that the PG &E surcharges would also increase. This sensitivity was constructed with the following assumptions: high natural gas / power prices, high renewable energy and low carbon energy costs, high PG &E surcharges, high customer opt -out rates, and low PG &E rates.

Sensitivity Results The sensitivity analysis produced a range of levelized electric rates for the CCE program and PG &E as shown in the Figure 25. 32 When reviewing this figure, the base case outcomes associated with each scenario are represented by the " arrowheads" that are positioned along each vertical line — to the extent each line extends above ( or below) the arrowhead, this represents the potential for customer rates to be higher ( or lower) than the base case outcomes. It should be noted that there is considerable overlap in the range of estimated rates, and while base case estimates show higher rates for the CCE program, any of the CCE Scenarios could potentially result in lower ratepayer costs than under the status quo. The sensitivity analysis for the Community Participation ( Small JPA) and Perfect Storm conditions are discussed above but not included in Figure 25 as they are very unlikely to occur and would distort the results presented in the figure. Rate outcomes for all conditions analyzed are included in Table 28 and Figures 26 and 27.

32 The ranges shown in Figure 25 do not include the Small JPA and Perfect Storm sensitivities.

Section 6: Sensitivity Analyses

Item IX.B. Silicon Valley Clean Energy Authority 215 Draft Silicon Valley Community Choice Energy Technical Stud

Figure 25: Sensitivity Analysis Range of Levelized Electric Rates

The sensitivity to each tested variable is shown in the following table. Natural Gas / Power prices and PG & E Surcharges had the greatest impact on SVCCE rates in Scenarios 1 and 2, while renewable energy costs were an increasingly important driver of SVCCE rates in Scenarios I Table 28 provides additional detail regarding potential impacts to SVCCE and PG &E rates that could result under each sensitivity variable.

Table 28: Sensitivity Analysis - Levelized Ratepayer Costs ( Cents Per KWh)

High H Lorv' Higfi LoN High Lory Low Rt7te High: High 1 Corbon+ Small P.erFect 7 Gas' Gas/ R: E R. E. PG &E PG &E; . Opt Opt g PCIA Free 1PA Sform Case Scenario iG Power. Power Costs Costs Rafes Rates., ECIA ? Out Oaf I Cost

I

The sensitivity results for each SVCCE supply scenario are depicted graphically in the following figures.

Section b: Sensitivity Analyses ' • • - •

Item IX.B. Silicon Valley Clean Energy Authority 216 Draft Silicon Valley Community Choice Energy Technical

Figure 26: Scenario 1 Sensitivity Impacts on Levelized Electric Rates

Perfect Storm

Small PA 1

High Carbon Free Cost 1 1

LOW Opt Out

High Opt Out

Low PCIA

High PCIA I 1 i Low PG &E Rates CCA Scenario 1 t 1 I 1 I High PG &E Rates PG& E Bundled Low R. E. Costs

High R. E. Costs

Low Gas /Power

High Gas /Power

Base Case

18.0 19.0 20. 0 21. 0 22. 0 23. 0 24. 0 25. 0

Levelized Total Electric Rate (Cents Per KWh)

Figure 27: Scenario 2 Sensitivity Impacts on Levelized Electric Rates

Perfect Storm I Small IPA I High Carbon Free Cost I I I I Low Opt Out I I High Opt Out

I I I I Low PCIA

High PCIA

Low PG & E Rates CCA Scenario 2 1 I 1 I High PG & E Rates I I I I i PG& E Bundled Low R. E. Costs I 1 High R. E. Costs i 1 1 Low Gas /Powe r I I I I High Gas /Power

Base Case

18.0 19. 0 20. 0 21. 0 22. 0 23. 0 24. 0 25. 0

Levelized Total Electric Rate (Cents Per KWh)

Section 6: Sensitivity Analyses

Item IX.B. Silicon Valley Clean Energy Authority 217 Draft Silicon Vallev Communitv Choice Technical Study

Figure 28: Scenario 3 Sensitivity Impacts on Levelized Electric Rates

Perfect Storm

SmaIIJPA

High Carbon Free Cost

Low Opt Out

High Opt Out

Low PCIA

High PCIA ,

Low PG &E Rates CCA Scenario 3 High PG & E Rates PG& E Bundled Low R. E. Costs i High R. E. Costs

Low Gas /Powe r

High Gas/ Power

Base Case

18.0 19.0 20.0 21. 0 22. 0 23. 0 24. 0 25. 0 26. 0

Levelized Total Electric Rate (Cents Per KWh)

Section 6: Sensitivity Analyses '

Item IX.B. Silicon Valley Clean Energy Authority 218 Draft Silicon Valley Community Choice- Energy Technical Study

SECTION 7: RISK ANALYSIS

CCE formation is not without risk, and a key element of this Study is highlighting risks that may be faced by the CCE program as well as related risk -mitigation measures. Several of the quantitative impacts associated with key risks have been addressed in Section b, Sensitivity Analyses. However, there are additional risk elements of which any aspiring CCE program should be aware as well as associated mitigation measures for such risks. In particular, these additional risks include, but are not limited to, the following:

Financial risks to SVCCE'. rr,=: e: r , r:;, c,;); i * ies in the unlikely event of CCE failure; Financial risks that may exist in the event that procured energy volumes fall short of or exceed actual

customer energy use; Reasonably foreseen legislative and regulatory changes, which may limit a CCE' s cbiiity to emain competitive with the incumbent utility; Availability of renewable and carbon -free energy supplies required to meet compliance mandates, SVCCE program goals, and customer commitments; and General market volatility and price risk.

Financial Risks to SVCCE Members

In general terms, the prospective financial risks to SVCCE members will be limited to the extent that the JPA ag, eevlent creates sep;ora'' o -, _; ; o - feY _ d '.; c +'- ;- ar' Clal asSefi; and obligations of the JPA and those of its individual members. This approach has been effectively employed by both MCE and SCP at the time that each JPA was created, insulating the respective members of each organization from the financial liabilities independently incurred by the JPA ( e. g., power purchase agreements, debt, letters of credit and other operating expenditures). For example, if the JPA was to default on a contract obligation, any termination payments would be owed by the JPA and not the individual members, as individual JPA members would not be responsible for the financial commitments of the JPA. From a practical perspective, each member of the JPA would have a relatively small financial exposure, which would be limited to any early -stage contributions and / or expenditures related to the CCE initiative before joining the JPA. After joining the JPA, each participating municipality would be financially insulated via the JPA agreement, and it is anticipated that the JPA would be financially independent during ongoing CCE operations, meaning that the JPA would be responsible for independently demonstrating creditworthiness when entering into power purchase agreements and financial covenants a LEA' s uncle!; cw . ing, cluaffied Legal counsel was engaged during the formation of each operating, multi -jurisdiction CCE to ensure that the associated JPA agreement created the desired financial protections for its members.

Other than relatively small upfront costs / contributions that may be incurred by the JPA members during CCE evaluation and JPA formation and any guarantees that may be offered to support startup, financial obligations of the participating communities would be limited to individual customer impacts in the event of outright CCE failure. In such a scenario, the S 100,000 CCE bond is intended to cover the costs of returning customers to PG &E service. However, following an involuntary return to bundled service, CCE customers would be individually required to pay the PG & E Transitional Bundled Commodity Cost ( TBCC), which imposes a market -based rate on customers who fail to provide PG &E with six -month advance notice prior to reestablishing PG &E electric service. 33 In recent years, the TBCC rate has likely benefited participating customers due to historically low market prices ( and the favorable relationship of such prices to PG &E' s generation rates). However, inherent price volatility within the electric power sector could result in relatively high customer costs in the short -term, following an involuntary return to bundled service at a time when market

Section, 7: Risk Analysis

Item IX.B. Silicon Valley Clean Energy Authority 219 rl Draft Silicon Valley Community Choice Energy Technical Stud prices are higher than PG &E' s prevailing generation rates. Depending on future market conditions during a time of involuntary customer return to PG &E service, cost impacts during the six -month transition period could be +/ - 25% ( or more, depending on actual market prices) relative to otherwise applicable PG &E rate schedules. In practical terms, the likelihood of this risk materially impacting a SVCCE customer appears to be quite low.

In addition to the aforementioned financial risks to the JPA and its respective members, it is also noteworthy that a subset of the CCE Study Partners, including the cities of Sunnyvale, Cupertino and Mountain View as well as Santa Clara. County, have entered into a project funding agreement to facilitate CCE program evaluation, formation and implementation — these communities have made certain financial expenditures to provide for the evaluation of prospective CCE formation. PEA also understands that this subset of the CCE Study Partners, as well as other project participants, may choose to make additional contributions for purposes of completing SVCCE' s formative and start -up activities. At the time of JPA formation, , PEA understands that certain CCE Study Partners may request repayment of the noted initial expenditures following successful launch of the SVCCE program and a yet- to -be- defined period of successful operations. Clearly, the repayment of such funding is dependent upon the successful launch and operation of the SVCCE program.

For example, if SVCCE fails to launch or discontinues business operations prior to repaying initial funding contributed by certain of the CCE Study Partners, then such Partners run the risk of financial losses equivalent to any amounts expended in advance of such circumstances. With regard to the risk of the CCE Study Partners losing its initial investment in CCE evaluation and formation, failure to launch the SVCCE program represents the primary risk in this regard. Once SVCCE has launched and is serving customers, it is reasonable to assume that the financial contributions that were previously made by certain CCE Study Partners would be paid back within the first five years of SVCCE operation. Based on recent discussions and general enthusiasm related to the SVCCE initiative, it seems reasonable to assume that the SVCCE program will Launch as planned, unless market conditions significantly change such that initial SVCCE rates are projected to exceed similar rates charged by PG &E. Under Scenario 2, for example, sensitivity analyses suggest that power costs could increase by 14% or PG &E rates could decrease by 11 % ( or a related combination of such impacts) before projected SVCCE rates would exceed PG &E' s projected rates. From a practical perspective, this observation suggests that current operating projections provide considerable safety margins for SVCCE, allowing for a range of market conditions and / or rate changes before rate competitiveness would be compromised. it is noteworthy that PG &E' s 2016 rates will remain unknown until January, and power costs won' t be known until SVCCE issues a related solicitation for such products, which is expected to occur in early 2016. In the event that actual PG &E rate changes and / or proposed power prices fall outside of the aforementioned safety margins, SVCCE would likely defer program launch and cease incurring startup expenses until projected operations improve, potentially jeopardizing or delaying the reimbursement of funding initially provided by certain of the CCE Study Partners.

Deviations between Actual Energy Use and Contracted Purchases Deviations between actual customer energy use and contracted energy purchases are inevitable. For example, weather variation may impose meaningful day -to -day variances in expected customer energy use, which results in the potential for ongoing imbalances between procured energy volumes and actual electric energy consumption by SVCCE' s customer base. To the extent that such imbalances exist, the CCE may be required to make market purchases during unexpected price spikes and / or sell off excess energy volumes at times when prices are relatively low ( when compared to the price paid for such energy), which could impose adverse financial impacts on the CCE program. Again, this is an inevitable risk that is assumed by all energy market participants, but prudent planning and procurement practices can be utilized by the CCE to manage

Section 7: Risk Analysis ' • • -

Item IX.B. Silicon Valley Clean Energy Authority 220 Draft Silicon Valley Community Choice Energy Technical Study such risk to acceptable levels. In particular, " laddered" procurement strategies can be highly effective in mitigating such risks — this procurement strategy is designed to promote increased cost / rate certainty during the upcoming 12 -month operating period by securing 90 -100% of the CCE' s projected energy requirements during this period of time. Beyond the 12 -month operating horizon, an increasing proportion of the CCE' s anticipated energy requirements are left " open" ( i. e., are not addressed via contractual commitments) to avoid financial commitments based on reduced planning certainty. For example, the CCE program may decide that it is acceptable to take on market price risk associated with 5% of its expected energy requirements over the upcoming 1 2 -month operating period — this strategy would create cost certainty for a significant portion of the CCE' s expected energy requirements, allowing the CCE to set rates in consideration of such costs with minimal financial / budgetary risk. For months 13 -24, the CCE would reduce forward supply commitments to a level approximating 80 -90% of expectations; for months 25 -36, the CCE would further reduce forward supply commitments to a level approximating 70 -80% of expectations. Forward procurement commitments would continue to " fall down the ladder" in subsequent months, but such open positions are ultimately filled with time. It is also noteworthy that such percentages could always be adjusted in consideration of prevailing market prices and the CCE' s overall risk tolerance.

This procurement strategy avoids the prospect of over -procurement and minimizes the prospect of surplus energy sales while also allowing the CCE program to take advantage of favorable procurement opportunities that may come about with time. During early -stage CCE operations, this strategy is particularly useful since the CCE is unlikely to know exact customer participation levels. Over time, as the CCE' s customer base becomes more stable / predictable, it will become less challenging to predict customer usage patterns. Furthermore; a laddered procurement strategy allows the CCE' s portfolio composition to evolve over time as opposed to committing to a specific resource mix that would only be minimally adjustable ( subject to potential adverse economic consequences) until related power supply agreements had expired.

Legislative and Regulatory Risk

California' s operating CCEs can attest to the challenges presented by anti -CCE legislation — a range of tactics have been employed over time, pre- dating MCE' s launch in May, 2010 and resurfacing thereafter in various forms. Ongoing issues continue to arise with regard to proposed legislation designed to assign / shift costs for purposes of competitively disadvantaging CCE programs and / or limit the autonomy of CCE programs, so that such programs appear more similar to their investor -owned counterparts. Recently, SB 350 and AB 1110 presented such issues. However, California' s operating CCEs were able to address many of the potentially detrimental changes included within these bills through effective lobbying and technical support. California' s IOUs regularly rely on professional lobbyists to promote their respective interests within the California legislature, and CCEs have successfully employed similar tactics to represent their own interests, which often differ from those of their investor -owned counterparts. Use of lobbyists within proximity to the State Capitol also mitigates logistical challenges that may be encountered when addressing time -sensitive issues that require on -site meeting participation and collaboration.

CCEs have also enjoyed similar success in California' s regulatory arena by utilizing the expertise of specialized regulatory support, including qualified regulatory counsel and analysts, who have deep and long- standing familiarity with a broad range of regulatory proceedings, assigned commissioners, judges and support staff within jurisdictional agencies. Because certain proceedings have the potential to directly affect the formation and ongoing operation of CCE programs, it is critically important to 'retain such expertise for purposes of representing the CCEs interests, particularly if the CCE has not yet hired internal regulatory counsel and / or staff. Over time, the CCE program may choose to scale its internal regulatory staffing in consideration of the level of work required to achieve successful regulatory representation and desired outcomes.

Section 7: Risk Analysis

Item IX.B. Silicon Valley Clean Energy Authority 221 Draft Silicon Valley Community Choice Energy Technical Study

Regarding recent legislation, on October 7, 2015, Governor Brown signed Senate Bill 350, the Clean Energy and Pollution Reduction Act of 2015, enacting pertinent clean energy mandates reflected in this legislation. In particular, SB 350 increases Califo_rnia' s PP'-- tc 50' 1 by 2030 amongst other clean- energy initiatives. Many details regarding implementation of SB 350 will be developed over time with oversight by applicable regulatory agencies. With regard to other relevant changes that have been created by SB 350, CCEs should be aware of the following:

Costs associated with the integration of new renewable infrastructure may be off -set by a CCE if it can demonstrate to the CPUC that it has already provided equivalent resources [ Sections 454.51( d) and 454.52(c)];

CCEs will be required to submit Integrated Resource Plans to the CPUC for certification while retaining the governing authority and procurement autonomy administered by their respective governing boards [ Section 454.52( b)( 3)];

The CPUC is now responsible for ensuring that: ( 1) IOU bundled customers do not incur any cost increases as a result of customers participating in CCE service options, and ( 2) CCE customers do not experience any cost increases as a result of IOU cost allocation that is not directly related to such CCE customers ( Sections 365. 2 and 366. 3);

Beginning in 2021, CCEs must have at least 65% of their RPS procurement under long -term contracts

of 10 years or more [ Section 399. 1 3( b)]; and

CCE energy efficiency programs will be able to count towards statewide energy efficiency targets Sections 25310(d)( 6) and 25310(d)( 8)].

In aggregate, the CCE- specific changes reflected in SB 350 are generally positive, providing for ongoing autonomy with regard to resource planning and procurement. CCEs must be aware, however, of the long- term contracting requirement associated with renewable energy procurement. This is not expected to present issues for SVCCE, but planning and procurement efforts will need to consider this requirement during ongoing operation of the CCE program.

AB 1110, which is now a two -year bill, was primarily focused on the addition of GHG emission disclosures within the Power Content Label. During discussion in the recent legislative session, CCE interests were generally concerned that the emissions methodology reflected in the bill was designed in a manner that was not necessarily consistent with retail -level emissions reporting conventions used throughout the electric utility industry and also appeared to diminish the environmental value of certain clean energy products. On September 8, 2015, AB 11 10 was ordered to the inactive file at the request of Senator Wolk. 34 With this direction in mind, AB 11 10 is no longer an issue in the current legislative session. However, PEA recommends that the CCE Study Partners should con': nue to monitor the legislature' s interest in promoting certain reporting changes reflected in AB 1110, as such changes could narrow the potential field of cost -effective supply options that could be pursued by SVCCE at some point in the future. The AB 1 1 10 GHG emissions reporting methodology may also present methodological conflicts with other programs, such as The Climate Registry, which may be of interest to SVCCE at some point in the future.

Another piece of pending legislation that could pose direct and indirect impacts on CCE programs is SB 286 Hertzberg). SB 286 was originally introduced during the 2015 legislative session ( has now been converted into a two -year bill) with the goal of increasing the direct access participatory cap by approximately 33 %. In its current form, SB 286 suggests that new direct access customers would be required to contract for 100%

1. 31 AB 1 1 10 bill history:. : _,. . : - rpry

Section 7: Risk Analysis ' • • -

Item IX.B. Silicon Valley Clean Energy Authority 222 Draft Silicon Valley Community Choice Energy Technical Study renewable energy. If passed during the 2016 legislative session, SB 286 could either spark additional renewable development, which could keep prices stable, or push renewable prices upward due to the increased demand. Additionally, raising the direct access cap could put more pressure on CCE programs to offer even more price competitive products to retain large commercial and industrial customers.

Regulatory risks include the potential for utility generation costs to be shifted to non- bypassable and delivery charges. Examples include: 1 ) the Cost Allocation Mechanism (" CAM ' , under which the costs of certain generation commitments made by the investor owned utilities deemed necessary for grid reliability or to support other state policy, are allocated to non - bundled ( CCE and direct access) customers; and 2) the PCIA as previously discussed.

CAM is a mechanism that allows investor owned utilities to impose a portion of the costs associated with their power purchases onto CCE customers, even though these purchases are for fossil fuel resources with prices that are often above current market levels. In theory, the goal of CAM is to promote grid reliability and should only be applied to resources that contribute in that regard; in practical terms, the investor owned utilities have obtained CPUC- approved CAM treatment for many types of generating resources. Bundled, CCE, and direct access cvsrorrrer> pr,y f:Dr CAM in the form of the Ne, System Generat?or Charge ( " NSGC ; The NSGC imposes costs on CCE customers that often seem to be duplicative in light of long -term capacity commitments that have already been made by CCEs in the form of various power purchase agreements ( which can include capacity attributes as an element of the purchased product). In other words, the present CAM methodology does not appear to adequately reflect the contribution being made by CCEs in terms of promoting capacity buildout within California "s el- erc y market and generally undermines CCE procurement autonomy through the imposition of costs that are not associated with contracts voluntarily entered into by the CCE.

One of the only tangible benefits realized by CCE s under the current CAM rules is an offsetting capacity allocation, which slightly reduces monthly resource adequacy requirements of the CCE entity. As previously noted, the passage of SB 350 requires that CCEs have at least 65% of applicable RPS procurement under long -term contracts, and existing CCEs have already demonstrated a track record of long term contracting notwithstanding the pending requirements of SB 350. Such contracts typically confer capacity benefits associated with the contracted resources, which could result in diminished value of CAM capacity allocations, as many CCEs would have already procured a significant portion of applicable capacity requirements through requisite renewable energy contracting efforts — stated somewhat differently, the CAM charges imposed on CCE customers would result in little capacity value for CCE customers due to the fact that many CCEs would have already arranged for such capacity under requisite long -term contract arrangements.

Another significant regulatory risk relates to changes that may occur with regard to the CCE Bond amount. Currently, the $ 100,000 bond amount is quite manageable for aspiring CCE initiatives, but this could change dramatically in the event that a larger bond amount, based on market conditions at the time of an involuntary return of customers to bundled service, is established at some point in the future. PEA recommends that the CCE Study Partners actively monitor and participate in, as necessary, related regulatory proceedings to ensure that this item does not become a barrier for CCE formation or ongoing operation. As previously noted, retention of an experienced lobbyist and qualified regulatory expertise will serve to manage and mitigate the aforementioned risks.

Availability of Requisite Renewable and Carbon -Free Energy Supplies California' s recut adoption of a 50% RPS has prompted various questions regarding the sufficiency of renewable generating capacity that may be available to support compliance with such mandates. In particular, both new and existing CCEs, which will be subject to prevailing RPS procurement mandates, represent a gro,,/ ing fool of renewable energy buyers that will be " competing" for requisite in - state resources. While this is certainly a legitimate concern, particularly when considering that the potential for CCE

Section 7: Risk Analysis

Item IX.B. Silicon Valley Clean Energy Authority 223 Draft Silicon Valley Community Choice Energy Technical Study

expansion throughout California seems quite significant, it is highly unlikely that any CCE buyer would be unable to meet applicable procurement mandates during the ten -year planning horizon. To date, renewable energy contracting opportunities within California have been abundant, providing interested buyers with cost - competitive procurement opportunities well in excess of compliance mandates and voluntary renewable energy procurement targets that have been established by certain CCEs. Furthermore, to the extent that additional CCE programs continue to form, California' s largest buyers of renewable energy, represented by the three investor -owned utilities, will have diminished renewable energy procurement obligations as a result of decreasing retail sales. Certainly, the potential exists for increased supply costs as additional CCE buyers compete for available renewable projects, but the general availability of such projects does not seem to be a significant issue that will face SVCCE over the ten -year planning horizon. It is also reasonable to assume that California -based project developers will be competing for buyers in the sense that prospective renewable development opportunities ( i. e., potential renewable generating capacity) may actually exceed statewide demand. This circumstance has occurred in the past, particularly when California' s largest renewable energy buyers, the IOUs, have met applicable renewable energy procurement targets — in these instances, project developers are forced to " compete" for other buyers, including CCEs, which have benefited from very favorable pricing for both short- and long -term transactions.

Additionally, as the operational and future CCE' s strive to meet high carbon -free energy targets, there is some uncertainty around the availability of hydroelectric generation resources within California and throughout the Pacific Northwest to meet such goals. Outside of renewable energy resources, hydroelectric generation is the lowest cost means of meeting carbon -free objectives ( keeping in mind that nuclear generation will be excluded from SVCCE' s supply portfolio) but also comes with certain variability in supply. Given the variability of such resources ( i. e., wet versus dry year) and unpredictability of the day -to -day energy deliveries, there is risk in achieving carbon content goals. There is also a cost risk associated with the transmission of out -of -state hydroelectric generation into California during certain times of the year when California energy buyers are seeking to import peak hydro season production — this congestion risk could add significant costs to contracted hydroelectric power. To the extent that necessary hydroelectric power supply is not available, the CCE program may choose to incorporate additional renewable energy supply, likely at an increased cost, to ensure that emission reduction commitments can be satisfied.

Market Volatility and Price Risk Wholesale energy markets are subject to sudden and significant volatility, resulting from myriad factors, including but not limited to the following: weather, natural disasters, infrastructure outages, legislation and implementing regulations, and natural gas storage levels. Over the past 24 months ( or longer), wholesale energy prices have fallen to near -historic lows, providing a favorable environment for buyers of electric energy. An abundance of domestic natural gas supply, particularly shale gas, and strong storage levels have also suppressed electric energy pricing, which will likely promote the continued trend of relatively low prices for the foreseeable future. However, unexpected circumstances can impose abrupt changes to available pricing, which necessitates a thoughtful, disciplined approach to managing such risk. The following figure, provided by the CAISO, illustrates historic volatility in the wholesale electricity market, including a nearly 40% reduction in such prices over the past 24 months. 35

35 California ISO Q2 2015 Report on Market Issues and Performance, August 17, 2015.

Section 7: Risk Analysis ' • • -

Item IX.B. Silicon Valley Clean Energy Authority 224 Draft Silicon Valley Community Choice Energy Technical Study

Figure 29: Historical Wholesale Electricity Price Curve

80 , I $ Day -ahead X15-Minute 70 f 60

3 $ 50

40

u a $ 30

20

10

0 Apr May Jun Jul ! Aug Sep Oct I Nov I Dec tan Feb Mar Apr May Jun

2014 2015

As previously described, a laddered procurement strategy will serve to mitigate wholesale pricing impacts at any single point in time. Much like dollar cost averaging in the financial sector, laddered procurement strategies serve to mask the impacts of periodic price spikes and troughs by blending the financial impacts associated with such changes through a temporally diversified supply portfolio. For example, Table 29 reflects typical guidelines associated with a laddered procurement strategy — such- strategies generally attempt to balance the interests of near -term planning and budgetary certainty while moderating market price risks at any single point in time. Based on the declining percentages reflected in Table 29, this balance could be reasonably achieved while allowing for the inclusion of other, future contracting opportunities as well as planned efficiency and demand -side impacts. Such strategies have been successfully implemented by other CCE programs and are generally recognized as a prudent planning / procurement strategy. Note that the percentages reflected in Table 29 may vary in consideration of the buyer' s unique preferences and tolerance for risk.

Table 29: Indicative Contracting Guidelines under a Laddered Procurement Strategy

Current Year 80% to 100% Year 2 70% to 100% Year 3 60% to 95% Year 4 and Beyond Up to 70%

This procurement strategy should also create a certain level of symmetry with market impacts that would also affect incremental procurement completed by the incumbent utility. Ultimately, there is no mitigation tactic that could completely insulate the CCE from market price risk, but a diversified supply portfolio, in terms of transaction timing, fuel sources and contract term lengths, will minimize such risks over time.

Section 7: Risk Analysis

Item IX.B. Silicon Valley Clean Energy Authority 225 Draft Silicon Valley Community Choice Enemy Technical Stu

SECTION 8: CCE FORMATION ACTIVITIES

This section provides a high level summary of the main steps involved in forming a CCE program that culminates in the provision of service to enrolled customers. Key implementation activities include those related to 1) CCE entity formation; 2) regulatory requirements; 3) procurement; 4) financing; 5) organization; and b) customer noticing. Completion of these activities is reflected in the Study' s startup cost estimates.

CCE Entity Formation Unless the municipal organization that will legally register as the CCE entity already exists, it must be legally established. Municipalities electing to offer or allow others to offer CCE service within their jurisdiction must do so by ordinance. As anticipated for SVCCE, a joint power authority ( "JPA "), the members of which will include certain or all municipal jurisdictions currently represented amongst the CCE Study Partners, will be formed via a related agreement amongst the participating municipalities. Specific examples of applicable JPA agreements are available for currently operating CCE programs, including MCE and SCP, which were formed under this joint structure. Based on PEA' S understanding, specific details related to SVCCE' s JPA agreement are being developed.

Regulatory Requirements Before aggregating customers, the CCE program must meet certain requirements set forth by the CPUC. In the case of SVCCE, an Implementation Plan must be adopted by the joint powers authority, and that Implementation Plan must be submitted to the CPUC. The Implementation Plan must include the following:

An organizational structure of the program, its operations, and its funding; Ratesetting and other costs to participants; Provisions for disclosure and due process in setting rates and allocating costs among participants; The methods for entering and terminating agreements with other entities; The rights and responsibilities of program participants, including, but not limited to, consumer protection procedures, credit issues, and shutoff procedures;

Termination of the program; and A description of the third parties that will be supplying electricity under the program, including, but not limited to, information about financial, technical, and operational capabilities.

A Statement of Intent must be included with the Implementation Plan that provides for:

Universal access Reliability Equitable treatment of all classes of customers Any requirements established by law or the CPUC concerning aggregated service.

The CPUC has ninety days to complete a review and certify the Implementation Plan though previous Implementation Plan reviews completed on behalf of other California CCE programs have required far less time. Following certification of the Implementation Plan, the CCE entity must submit a registration packet to the CPUC, which includes:

An executed service agreement with PG &E, which may require a security deposit; and

Section 8: CCE Formation Activities ' • •

Item IX.B. Silicon Valley Clean Energy Authority 226 Draft Silicon Valley Community Choice Energy Technical Study

s A bond or evidence of sufficient insurance to cover any reentry fees that may be imposed against it by the CPUC for involuntarily returning customers to PG &E service. As previously noted, the current CCE bond amount is $ 100, 000.

The CCE program would be required to participate in the CPUC' s resource adequacy program before commencing service to customers by providing load forecasts and advance demonstration of resource adequacy compliance. More specifically, a start -up CCE program would be required to file a formal load forecast with the CEC upon execution of a primary supply contract, which triggers a 100% commitment to program Launch.

Procurement

Power supplies must be secured several months in advance of commencing service. Power purchase agreements with one or more power suppliers would be negotiated, typically following a competitive selection process. Services that are required include provision of energy, capacity, renewable energy and scheduling coordination. Once a firm commitment to offering CCE service is made, typically through execution of power supply contracts, the CCE should provide its inaugural load forecast to the California Energy Commission to initiate determination of the applicable resource adequacy requirements ( i. e., capacity) for the first year of operation.

Financing Funding must be obtained to cover start -up activities and working capital needs. Start -up funding would be secured early in the implementation process as these funds would be needed to conduct the critical activities leading up to service commencement. Working capital lender commitments should be secured well in advance, but actual funding need not occur until near the time that service begins.

Organization

Initial staff positions would be filled several months in advance of service commencement to conduct the implementation process. Initially, internal staff of the CCE program may be relatively small but this would likely change in the event that the CCE determines to insource various administrative and operational responsibilities and/ or develops and administers new programs for its customers. Contracts with other service providers, such as for data management services, would be negotiated and put into effect well in advance of service commencement.

Customer Notices

Customers must be provided notices regarding their pending enrollment in the CCE program. Such notices must contain program terms and conditions as well as opt -out instructions and must be sent to prospective customers at least twice within the sixty -day period immediately preceding automatic enrollment. These notices are referred to as " pre -enrollment" notices. Two additional " post -enrollment" notices must be provided within the sixty -day period following customer enrollment during the statutory opt -out period.

Ratesetting and Preliminary Program Development As a California CCE, SVCCE would have independent ratesetting authority with regard to the electric generation charges imposed on its customers. Prior to service commencement, SVCCE would need to establish initial customer generation rates for each of the customer groups represented in its first operating phase or for all prospective customers within the CCE' s prospective service territory. SVCCE may decide to create a schedule of customer generation rates that generally resembles the current rate options offered by PG &E.

Section 8: CCE Formation Activities

Item IX.B. Silicon Valley Clean Energy Authority 227 Draft Silicon Valley Community Choice Energy Technical Study

This practice would facilitate customer rate comparisons and should avoid confusion that may occur if customers were to be transitioned to dissimilar tariff options. SVCCE would need to establish a schedule for ongoing rate -updates / changes for future customer phases and ongoing operations.

SVCCE may also choose to offer certain customer- focused programs, such as Net Energy Metering ( "NEM "); voluntary green pricing and / or FIT programs, at the time of service commencement. To the extent that SVCCE intends to offer such programs, specific terms and conditions of service would need to be developed in advance of service commencement.

Section 8: CCE Formation Activities ° • • - °

Item IX.B. Silicon Valley Clean Energy Authority 228 Draft Silicon Valley Community Choice Energy Technical Study

SECTION 9: EVALUATION AND RECOMMENDATIONS

This section provides an overall assessment of the feasibility for forming a CCE program serving communities of the CCE Study Partners and provides PEA' S recommendations in the event a decision is made to proceed with development of the SVCCE program.

PEA' S analysis suggests that SVCCE could provide significant benefits — both economic and environmental — which could be accomplished under certain prospective operating scenarios with customer rates that are competitive, if not lower than, current rate projections for PG &E. Under a reasonable range of sensitivity assumptions, the analysis shows that customer rates are projected to range from approximately 21 to 23 cents per kWh, on a ten -year levelized cost basis, while PG &E rates are projected to range from 22 to 24 cents per kWh on a levelized basis over this same period of time.

Under base case assumptions, CCE program rates are projected to range from 21. 5 cents per kWh to 22. 3 cents per kWh, depending upon the ultimate CCE program resource mix. PG &E' s generation rate is projected to be 22. 3 cents per kWh, creating the potential for customer savings under two of the three supply scenarios. Table 30 shows projected levelized electric rates and typical residential monthly electric bills under the base

case assumptions.

Table 30: Summary of Ratepayer Impacts

Ratepayer Impact Scenario 1 11 Scenario 2 L_evelized Electric Rate ( Cents /KWh) 1 21. 5 21. 8 22. 3 1 22. 3 Typical Residential Bill ($ /Month) 36 1 $ 112 1 $ 114 116 1 $ 116

It should be noted that there is considerable overlap in the range of estimated rates under the various sensitivity scenarios described in this Study, and while base case estimates generally show highly competitive rates for the CCE program, it is anticipated that Scenarios 1 and 2 are most likely to generate customer rate savings while Scenario 3 is most likely to result in general cost equivalency over time.

With regard to GHG emissions impacts, the ultimate resource mix identified by the CCE program will dictate actual GHG emissions impacts created by SVCCE operation. Depending upon resource choices made by the CCE program, potential GHG emissions may vary widely relative to PG &E. For example, under Scenario 1, SVCCE should assume zero electric power sector GHG emissions impacts within communities of the CCE Study Partners. Scenarios 2 and 3 are both expected to create significant GHG emissions reductions through the procurement of significant quantities of renewable and additional carbon -free energy. Table 31 summarizes projected GHG emissions impacts for each of the modeled supply scenarios.

36 Average monthly residential electricity consumption within communities of the CCE Study Partners is approximately 510 kWh.

o Section 9: Evaluation and Recommendations

Item IX.B. Silicon Valley Clean Energy Authority 229 Draft Silicon Valley Community Choice Energy Technical Study

Table 31: GHG Emissions Impacts ( Ten Year Average)

GHG Impact Scenario I Scenario 2 Scenario 3 Annual Change in GHG Emissions ( Tons Zero 82, 659 310,504 CO2 /Year) Change in Electric Sector CO2 Emissions within Communities of the CCE Study Zero 20% 73% Partners ( %) Projected SVCCE Portfolio Emissions 0. 128 0. 103 0. 034 Factor ( metric tons /MWh) Projected PG &E Portfolio Emissions 0. 128 0. 128 0. 128 Factor ( metric tons /MWh)

Figure 30 illustrate projected GHG emissions from CCE program customer under the status quo as well as each of the prospective SVCCE supply scenarios. When reviewing Figure 30, note that the sharp increase in emissions between year one and year three is directly related to SVCCE' s phased customer enrollment schedule — during this three -year period, total emissions are expected to increase as customers are added to the SVCCE program. Following full enrollment in year three, SVCCE portfolio emissions gradually decline over time as increased quantities of carbon -free energy sources are increasingly reflected in the overall SVCCE resource mix. Note that the projected GHG emissions trend associated with Scenario 1 coincides with the PG &E reference line, as there are zero assumed GHG emissions reductions under this planning scenario.

Figure 30: Projected GHG Emissions

PG &E / SVCCE Scenario 1 SVCCE Scenario 2 SVCCE Scenario 3

600,000 ------

C500,000 ------o --

400,000 ------

300,000 ------0 y 200,000 ______-

W N u 100, 000 ------

1 2 3 4 5 6 7 8 9 10

Year

The potential for local generation investment arising from the CCE program appears to offer significant benefits to the local economy. Again, resource decisions will impact the degree to which generation investments yield local benefits as indicated through the analysis of local economic impact associated with the representative supply scenarios. Compared to some other areas in the state, communities of the CCE Study Partners are not the best resource areas for solar and wind production, and local projects of this type will tend to have higher costs than projects sited in prime resource areas. Tradeoffs also exist between minimizing ratepayer costs in the short run and expanding use of renewable energy due to the cost premiums that currently exist for renewable energy. Decisions made during the implementation process and during the life

Section 9: Evaluation and Recommendations '..-

Item IX.B. Silicon Valley Clean Energy Authority 230 Draft Silicon Valley Community Choice Energy Technical Study of the CCE program will determine how these considerations are balanced. PEA recommends that considerable thought be given upfront to the ultimate goals of the CCE program so that clear objectives are established, giving those responsible for administering the CCE program the opportunity to develop and execute resource management and procurement plans that meet objectives of the CCE Study Partners.

In summary, it is PEA' s opinion that, based on currently observed wholesale market conditions, anticipated PG &E electric rates and certain of the supply scenarios evaluated in this Study, amongst various other considerations, a CCE program serving customers within communities of the CCE Study Partners could offer both economic ( i. e., positive economic development impacts and overall cost savings for customers of the CCE program) and environmental benefits during initial program operations and, potentially, throughout the ten - year study period. As previously noted, due to the dynamic nature of California' s energy markets, particularly market prices which are subject to frequent changes, the SVCCE Partnership should confirm that the assumptions reflected in this Study generally align with future market conditions ( observed at the time of any decision by the SVCCE Partnership to move forward) to promote the achievement of early -stage SVCCE operations that generally align with the operating projections reflected in this Study — to the extent that future market price benchmarks materially differ from any of the assumptions noted in this Study, PEA recommends updating pertinent operating projections to ensure well- informed decision making and prudent action related to SVCCE program formation.

Section 9: Evaluation and Recommendations

Item IX.B. Silicon Valley Clean Energy Authority 231 Draft Silicon Valley Community Choice Energy Technical Study APPENDIX A: SVCCE PRO FORMA ANALYSES

Appendix A: SVCCE Pro Forma Analyses ' • . - ti

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Item IX.B. Silicon Valley Clean Energy Authority 235 ORDINANCE NO. 2016 -XX

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF GILROY AUTHORIZING THE IMPLEMENTATION OF A COMMUNITY CHOICE AGGREGATION ( CCA) PROGRAM

The City Council of the City of Gilroy does ordain as follows:

SECTION 1. FINDINGS. The City Council finds as follows:

The Cities of Cupertino, Mountain View and Sunnyvale and the County of Santa Clara formed and sponsored the Silicon Valley Community Choice Energy Partnership SVCCEP) to investigate options to provide electric service to customers within the City of Gilroy and surrounding municipalities with the intent of achieving greater local control and involvement over the provision of electric services, competitive electric rates, the development of local renewable energy projects, reduced greenhouse gas emissions, and the implementation of energy conservation and efficiency projects and programs.

2. The City of Gilroy, through its participation in SVCCEP; has prepared a Technical . Feasibility Study for a Community Choice Aggregation ( "CCA ") program under the provisions of Public Utilities Code Section 366.2. The Technical Feasibility Study shows that implementing a community choice aggregation program would likely provide multiple benefits, including the following: a. Providing customers a choice ofpower providers; b. Increasing local control over energy rates and other energy- related matters; c. Providing electric rates that are competitive with those provided by the incumbent utility; d. Reducing greenhouse gas emissions arising from electricity use in the City; e. Increasing local and regional renewable generation capacity; f. Increasing energy conservation and efficiency projects and programs; g. Increasing regional energy self -sufficiency; and h. Improving the local economy by implementing new local renewable and energy conservation and efficiency projects.

3. The Joint Powers Agreement creating the Silicon Valley Clean Energy Authority Authority ") will govern and operate the CCA program on behalf of its member jurisdictions. The Initial Participants within the County of Santa Clara, as defined by the Joint Powers Agreement, may participate in the Authority by adoption of a resolution approving the execution of the Joint Powers Agreement and adoption ofthe CCA ordinance required by Public Utilities Code Section 366.2( c)( 12) by March 31, 2016.. Municipalities choosing to participate in the Authority will have membership on the Board of Directors of the Authority as provided in the Joint Powers Agreement.

ORDINANCE NO. 2016 -XX

Item IX.B. Silicon Valley Clean Energy Authority 236 4. The Authority will enter into agreements with electric power suppliers and other service providers and, based upon those agreements, the Authority plans to provide electrical power to residents and businesses at rates that are competitive with those of the incumbent utility. Once the California Public Utilities Commission approves the implementation plan prepared by the Authority, the Authority may provide service to customers within the City of Gilroy and those cities that choose to participate in the Silicon Valley Clean Energy Authority; and

5. Under Public Utilities Code Section 366.2, customers have the right to opt -out of a CCA 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 at any time; and

6. On February 22, 2016, the Gilroy City Council held a public hearing at which time interested persons had an opportunity to testify either in support or in opposition to implementation of the Silicon Valley Clean Energy CCA program in the City of Gilroy.

7. This ordinance is exempt from the requirements of the California Environmental Quality Act (CEQA) pursuant to the State CEQA Guidelines, as it is not a " project" and has no potential to result in a direct or reasonably foreseeable indirect physical change to the environment. ( 14 Cal. Code Regs. § 15378( a).) 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).) The ordinance is also categorically exempt because it is an action taken by a regulatory agency to assure the maintenance, restoration, enhancement or protection of the environment. ( 14 Cal. Code Regs. § 15308.) The Director of Community Development shall cause a Notice of Exemption to be filed as authorized by CEQA and the State CEQA Guidelines.

SECTION 2. The above findings are true and correct.

SECTION 3. AUTHORIZATION TO IMPLEMENT A COMMUNITY CHOICE AGGREGATION PROGRAM. Based upon the foregoing, and in order to provide businesses and residents within the City of Gilroy with a choice of power providers, the City of Gilroy hereby elects to implement a community choice aggregation program within the jurisdiction of the City by participating in the Community Choice Aggregation program of the Silicon Valley Clean Energy Authority, as described in its Joint Powers Agreement.

SECTION 4. This Ordinance shall be in full force and effect 30 days after its adoption, and shall be published and posted as required by law. This Ordinance was introduced by the City Council of the City of Gilroy on February 22, 2016 and was adopted on March 7, 2016 by the following roll call vote:

ORDINANCE NO. 2016 -XX

Item IX.B. Silicon Valley Clean Energy Authority 237 PASSED AND ADOPTED this _ day of , 2016, by the following roll call vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

APPROVED:

Perry Woodward, Mayor

ATTEST:

Shawna Freels, City Clerk

ORDINANCE NO. 2016 -XX

Item IX.B. Silicon Valley Clean Energy Authority 238 RESOLUTION NO. 2016 -XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GILROY APPROVING THE JOINT POWERS AGREEMENT ESTABLISHING THE VALLEY CLEAN ENERGY AUTHORITY

WHEREAS, the Cities of Cupertino, Mountain View and Sunnyvale and the County of Santa Clara formed and sponsored the Silicon Valley Community Choice Energy Partnership SVCCEP) to investigate options to provide electric service to customers within the City of Gilroy and surrounding municipalities with the intent of achieving greater local control and involvement over the provision of electric services, competitive electric rates, the development of local, renewable energy projects, reduced greenhouse gas emissions, and the implementation of energy conservation and efficiency projects and programs; and

WHEREAS, the City of Gilroy through its participation in SVCCEP has participated in the preparation of a Technical Feasibility Study for a community choice aggregation ( "CCA ") program under the provisions of Public Utilities Code Section 366.2, with the Technical Feasibility Study concluding that implementing a community choice aggregation program would likely achieve the goals and benefits described above; and

WHEREAS, the City of Gilroy desires to enter into the Joint Powers Agreement establishing the Silicon Valley Clean Energy Authority in order to implement a community choice aggregation program pursuant to Public Utilities Code Section 366.2( c)( 12) within the jurisdiction of the City along with the other municipalities that become a member of the Authority;

NOW, THEREFORE, THE COUNCIL OF THE CITY OF GILROY HEREBY RESOLVES:

Section 1. The Silicon Valley Clean Energy Authority Joint Powers Agreement, attached hereto, is herby approved and the Mayor is authorized to execute this Agreement upon the effective date of this resolution.

Section 2. This resolution and the establishment ofthe Silicon Valley Clean 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 resolution is exempt from CEQA as there is no possibility that the resolution or its implementation would have a significant negative effect on the environment. ( 1.4 Cal. Code Regs.§ 15061( b)( 3)). A Notice of Exemption shall be filed as authorized by CEQA and the State CEQA guidelines.

Section 3. This resolution shall be effective upon the adoption of Ordinance No. 2016- _, AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF GILROY AUTHORIZING THE IMPLEMENTATION OF A COMMUNITY CHOICE AGGREGATION (CCA) PROGRAM.

RESOLUTION NO. 2016 -XX

Item IX.B. Silicon Valley Clean Energy Authority 239 KA

PASSED AND ADOPTED this 7th day of March, 2016, by the following roll call vote:

AYES: COUNCILMEMBERS :

NOES: COUNCILMEMBERS :

ABSENT: COUNCILMEMBERS:

Perry Woodward, Mayor

ATTEST:

Shawna Freels, City Clerk

RESOLUTION NO.. 2016-XX

Item IX.B. Silicon Valley Clean Energy Authority 240 Final Draft (11/ 25/ 15)

Silicon Valley Clean Energy Authority

Joint Powers Agreement —

Effective

Among The Following Parties:

City of Campbell

City of Cupertino

City of Gilroy

City of Los Altos

Town of Los Altos Hills

Town of Los Gatos

City of Monte Sereno

City of Morgan Hill

City of Mountain View

County of Santa Clara (Unincorporated Area)

City of Saratoga

City of Sunnyvale

Item IX.B. Silicon Valley Clean Energy Authority 241 SILICON VALLEY CLEAN. ENERGY AUTHORITY

JOINT POWERS AGREEMENT

This Joint Powers Agreement ( "Agreement "), effective as of is made 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 relating to the joint exercise of powers among the parties set forth in Exhibit B ( "Parties "). The term " Parties" shall also include an incorporated municipality or county added to this Agreement in accordance with Section 3. 1.

RECITALS

1. The Parties are either incorporated municipalities or counties sharing various powers under California law, including but not limited to the power to purchase, supply, and aggregate electricity for themselves and their inhabitants.

2. The purposes for the Initial Participants (as such term is defined in Section 2. 2 below) entering into this Agreement include addressing climate change by reducing energy related greenhouse gas emissions and securing energy supply and price stability, energy efficiencies and local economic benefits. 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 and wind energy production.

3. The Parties desire to establish a separate public agency, known as the Silicon Valley Clean Energy Authority ( "Authority "), 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.

4. The Initial Participants have each adopted an ordinance electing to implement through the Authority a Community Choice Aggregation program pursuant to California Public Utilities Code Section 366.2 ( " CCA Program "). The first priority of the Authority will be the consideration of those actions necessary to implement the CCA Program.

Item IX.B. Silicon Valley Clean Energy Authority 242 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 CONTRACT DOCUMENTS

1. 1 Definitions. Capitalized terms used in the 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: Funding of Initial Costs

1. 3 Revision of Exhibits. The Parties agree that Exhibits B, C and D to this Agreement describe certain administrative matters that may be revised upon the approval of the Board, without such revision constituting an amendment to this Agreement, as described in Section 8. 4. The Authority shall provide written notice to the Parties of the revision of any such exhibit.

ARTICLE 2 FORMATION OF SILICON VALLEY CLEAN ENERGY AUTHORITY

2. 1 Effective Date and Term. This Agreement shall become effective and Silicon Valley Clean Energy Authority shall exist as a separate public agency on March 31, 2016 provided that this Agreement is executed on or prior to such date by at least three Initial Participants after the adoption of the ordinances required by Public Utilities Code Section 366. 2( c)( 12). The Authority shall provide notice to the Parties of the Effective Date. The Authority shall continue to exist, and this Agreement shall be effective, until this Agreement is terminated in accordance with Section 7. 4, subject to the rights of the Parties to withdraw from the Authority.

2.2 Initial Participants. Until March 31, 2016, all other Initial Participants may become a Party 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) to the Authority. Additional conditions, described in Section 11, may apply (i) to either an incorporated municipality or county desiring to become a Party that is not an Initial Participant

Item IX.B. Silicon Valley Clean Energy Authority 243 and ( ii) to Initial Participants that have not executed and delivered this Agreement within the time period described above.

2. 3 Formation. There is formed as ofthe Effective Date a public agency named the Silicon Valley Clean Energy Authority. Pursuant to Sections 6506 and 6507 of the Act, the Authority is a public agency separate from the Parties. The debts, liabilities or obligations of the Authority shall not be debts, liabilities or obligations of the individual Parties unless the governing board of a Party agrees in writing to assume any of the debts, liabilities or obligations of the Authority, A Party who has not agreed to assume an Authority 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 the Authority. Notwithstanding Section 8. 4 of this Agreement, this Section 2. 3 may not be amended unless such amendment is approved by the governing boards of all Parties.

2. 4 Purpose. The purpose of this Agreement is to establish an independent public agency in order to exercise powers common to each Party and any other powers granted to the Authority under state law to study, promote, develop, conduct; operate, and manage energy and energy- related climate change 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 as a group in the CCA Program pursuant to Public Utilities Code Section 366. 2( c)( 12). The Parties intend that subsequent agreements shall define the terms and conditions associated with the actual implementation of the CCA Program.

2. 5 , Powers. The Authority shall have all powers common to the Parties and such additional powers accorded to it by law. The Authority is authorized, in its own name, to exercise all powers and do all acts necessary and proper to carry out the provisions ofthis Agreement and fulfill its purposes, including, but not limited to, each of the following:

2.5. 1 make and enter into contracts;

2. 5. 2 employ agents and employees, including but not limited to an Executive Director;

2. 5.3 acquire, contract, manage, maintain, and operate any buildings, works or improvements;

2. 5.4 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. 5. 5 lease any property;

2. 5.6 sue and be sued in its own name;

2. 5. 7 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. and authority under the Act;

Item IX.B. Silicon Valley Clean Energy Authority 244 2. 5. 8 issue revenue bonds and other forms of indebtedness;

2. 5.9 apply for, accept, and receive all licenses, permits, grants, loans or other assistance from any federal, state or local public agency;

2. 5. 10 submit documentation and notices, register, and comply with orders, tariffs and agreements for the establishment and implementation of the CCA Program and other energy programs;

2. 5. 11 adopt rules, regulations, policies, bylaws and procedures governing the operation of the Authority ( "Operating Rules and Regulations "); and

2. 5. 12 make and enter into service, energy and any other agreements necessary to plan, implement, operate and administer the CCA Program and other energy programs, including the acquisition of electric power supply and the provision of retail and regulatory support services.

2.6 Limitation on Powers. As required by Government Code Section 6509, the power of the Authority is subject to the restrictions upon the manner of exercising power possessed by the City of Cupertino and any other restrictions on exercising the powers of the Authority that may be adopted by the Board.

2.7 Compliance with Local Zoning and Building Laws. Notwithstanding any other provisions ofthis Agreement or state law, any facilities, buildings or structures located, constructed or caused to be constructed by the Authority within the territory of the Authority shall comply with the General Plan, zoning and building laws of the local jurisdiction within which the facilities, buildings or structures are constructed.

ARTICLE 3 AUTHORITY PARTICIPATION

3. 1 Addition of Parties. Subject to Section 2.2, relating to certain rights of Initial Participants, other incorporated municipalities and counties may become Parties upon (a) the adoption of a resolution by the governing body of such incorporated municipality or county requesting that the incorporated municipality or county, as the case may be, become a member of the Authority, (b) the adoption by a two- thirds affirmative vote of the entire Board satisfying the requirements described in Section 4. 9, of a resolution authorizing membership of the additional incorporated municipality or county, specifying the membership payment, if any, to be made by the additional incorporated municipality or county to reflect its pro rata share of organizational, planning and other pre- existing expenditures, and describing additional conditions, if any, associated with membership, ( c) the adoption of an ordinance required by Public Utilities Code Section 366.2( c)( 12) and execution ofthis Agreement and other necessary program agreements by the incorporated municipality or county, (d) payment of the membership fee, if any, and ( e) satisfaction of any conditions established by the Board.

3.2 Continuing Participation. The Parties acknowledge that membership in the Authority may change by the addition and/ or withdrawal or termination of Parties. The Parties agree to participate with such other Parties as may later be added, as described in Section 3. 1.

Item IX.B. Silicon Valley Clean Energy Authority 245 The Parties also agree that the withdrawal or termination of a Party shall not affect this Agreement or the remaining Parties' continuing obligations under this Agreement.

ARTICLE 4 GOVERNANCE AND INTERNAL ORGANIZATION

4. 1 Board of Directors. The governing body of the Authority shall be a Board of Directors ( "Board ") consisting of one director for each Party appointed in accordance with Section 4.2.

4. 2 Appointment and Removal of Directors. The Directors shall be appointed and may be removed as follows:

4.2. 1_ The governing body of each Party shall appoint and designate in writing one regular Director who shall be authorized to act for and on behalf of the Party on matters within the powers of the Authority. The governing body of each Party also shall appoint and designate in writing one alternate Director who may vote on matters when the regular Director is absent from a Board meeting. The person appointed and designated as the Director shall be a member of the governing body ofthe Party. The person appointed and designated as the alternate Director may be a member of the governing body of the Party, a staff member ofthe Party, or a member of the public.

4. 2.2 The Operating Rules and Regulations, to be developed and approved by the Board in accordance with Section 2. 5. 11, shall specify the reasons for and process associated with the removal of an individual Director for cause. Notwithstanding the foregoing, no Party shall be deprived of its right to seat a Director on the Board and any such Party for which its Director and /or alternate Director has been removed may appoint a replacement.

4.3 Terms of Office. Each regular and alternate Director shall serve at the pleasure of the governing body of the Party that the Director represents, and may be removed as Director by such governing body at any time. If at any time a vacancy occurs on the Board, a replacement shall be appointed to fill the position of the previous Director in accordance with the provisions of Section 4.2 within 90 days of the date that such position becomes vacant.

4. 4 Quorum. A majority of the Directors of the entire Board shall constitute a quorum.

4.5 Powers and Function of the Board. The Board shall conduct or authorize to be conducted all business and activities of the Authority, consistent with this Agreement, the Authority Documents, the Operating Rules and Regulations, and applicable law.

4. 6 Executive Committee. The Board may establish an executive committee consisting of a smaller number of Directors. The Board may delegate to the executive committee such authority as the Board might otherwise exercise, subject to limitations placed on the

Item IX.B. Silicon Valley Clean Energy Authority 246 Board' s authority to delegate certain essential functions, as described in the Operating Rules and Regulations. The Board may not delegate to the Executive Committee or any other committee its authority under Section 2. 5. 11 to adopt and amend the Operating Rules and Regulations.

4. 7 Commissions, Boards and Committees. The Board may establish any advisory commissions, boards and committees as the Board deems appropriate to assist the Board in carrying out its functions and implementing the CCA Program, other energy programs and the provisions of this Agreement.

4. 8 Director Comaensation. Compensation for work performed by Directors on behalf of the Authority shall be borne by the Party that appointed the Director. The Board, however, may adopt by resolution a policy relating to the reimbursement of expenses incurred by Directors.

4. 9 Board Voting.

4.9. 1 Percentage Vote. Except when a supermajority vote is expressly required by this Agreement or the Operating Rules and Regulations, action ofthe Board on all matters shall require an affirmative vote of a majority of all Directors on the entire Board. A supermajority vote is required by this Agreement for the matters addressed by Sections 3. 1, 6.4, 7. 1. 1, 7. 1. 2, .7.2, and 8.4. When a supermajority vote is required by this Agreement or the Operating Rules and Regulations, action of the Board shall require an affirmative vote of the specified supermajority of all Directors on the entire Board All votes taken pursuant to this Section 4. 9. 1 shall be referred to as a percentage vote. No action can be taken by the Board without an affin-native percentage vote.

4.9.2 Voting Shares Vote. In addition to and immediately after an affirmative percentage vote, two or more Directors may request that, a vote of the voting shares shall be held. In such event, the corresponding voting shares as described in Section 4.9.2 and Exhibit D) of all Directors voting in the affirmative shall exceed 50 %, or such other higher voting shares percentage expressly required by this Agreement or the Operating Rules and Regulations, of all Directors on the entire Board. All votes taken pursuant to this Section 4.9.2 shall be referred to as a voting shares vote. In the event that any one Director 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 Director shall be required to vote in the negative in order to disapprove such matter. When a voting shares vote is held, action by the Board requires both an affirmative percentage vote and an affirmative voting shares vote.

4.9.3 Voting Shares Formula. When a voting shares vote is requested by two or more Directors, voting shares of the Directors shall be determined by the following formula;

Item IX.B. Silicon Valley Clean Energy Authority 247 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, expressed in kWh, of accounts within a Party' s respective jurisdiction that are served by the Authority and (b) Total Annual Energy" means the sum of all Parties' Annual Energy Use. The initial values for Annual Energy use are designated in Exhibit C and the initial voting shares are designated in Exhibit D. Both Exhibits. C and D shall be adjusted annually as soon as reasonably practicable after January 1, but no later than March 1 of each year subject to the approval of the Board.

4. 10 Meetings and Special Meetings of the Board. The Board shall hold at least four regular meetings per year, but the Board may provide for the holding of regular meetings at more frequent intervals. The date, hour and place of each regular meeting shall be fixed by resolution or ordinance of the Board. Regular meetings may be adjourned to another meeting time. Special meetings of the Board may be called in accordance with the provisions of California Government Code Section 54956. Directors may participate in meetings telephonically, with. full voting rights, only to the extent permitted by law. All meetings of the Board shall be conducted in accordance with the provisions of the Ralph M. Brown Act (California Government Code Section 54950 et seq.).

4. 11 Selection of Board Officers.

4. 11. 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 term of office of the Chair and Vice Chair shall continue for one year, but 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 that the person represents removes the person as its representative on the Board or (b) the Party that he or she represents withdraws from the Authority pursuant to the provisions of this Agreement.

4. 11. 2 Secretary. The Board shall appoint a Secretary, who need not be a member of the Board, who shall be responsible for keeping the minutes of all meetings of the Board and all other official records of the Authority.

4. 11. 3 Treasurer and Auditor. The Board shall appoint a qualified person to act as the Treasurer and a qualified person to act as the Auditor, neither of whom needs to be a member of the Board. If the Board so designates, and in accordance with the provisions, of applicable law, a qualified person may hold both the office of Treasurer and the office of Auditor of the

Item IX.B. Silicon Valley Clean Energy Authority 248 Authority. Unless otherwise exempted from such requirement, the Authority shall cause an independent audit to be made by a certified public accountant, or public accountant, in compliance with Section 6505 of the Act. The Treasurer shall act as the depositary of the Authority and have custody of all the money of the Authority, from whatever source, and as such, shall have all of the duties and responsibilities specified in Section 6505.5 of the Act. The Board may require the Treasurer and /or Auditor to file with the Authority an official bond in an amount to be fixed by the Board, and if so requested, the Authority shall pay the cost of premiums associated with the bond. The Treasurer shall report directly to the Board and shall comply with the requirements of treasurers of incorporated municipalities. The Board may transferthe responsibilities of Treasurer to any person or entity as the law may provide at the time. The duties and obligations ofthe Treasurer are further specified in Article 6.

ARTICLE 5 IMPLEMENTATION ACTION AND AUTHORITY DOCUMENTS

5. 1 Preliminary Implementation of the CCA Program.

5. 1. 1 Enabling Ordinance. Prior to the execution of this Agreement, each Party shall adopt an ordinance in accordance with Public Utilities Code Section 366.2(c)( 12) for the purpose of specifying that the Party intends to implement a CCA Program by and through its participation in the Authority.

5. 1. 2 Implementation Plan. The Authority 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 in the manner provided by Section 4. 9.

5. 1. 3 Termination of CCA Program. Nothing contained in this Article or this Agreement shall be construed to limit the discretion ofthe Authority to terminate the implementation or operation of the CCA Program at any time in accordance with any applicable requirements of state law.

5. 2 Authority Documents. The Parties acknowledge and agree that the affairs of the Authority will be implemented through various documents duly adopted by the Board through Board resolution or minute action, including but not necessarily limited to the Operating Rules and Regulations, the annual budget, and specified plans and policies defined as the Authority Documents by this Agreement. The Parties agree to abide by and comply with the terms and conditions ofall such Authority Documents that may be adopted by the Board, subject to the Parties' right to withdraw from the Authority as described in Article 7.

Item IX.B. Silicon Valley Clean Energy Authority 249 ARTICLE 6 FINANCIAL PROVISIONS

6. 1 Fiscal Year. The Authority' s fiscal year shall be 12 months commencing July 1 and ending June 30. The fiscal year may be changed by Board resolution.

6.2 Depository.

6.2. 1 All funds of the Authority shall be held in separate accounts in the name of the Authority and not commingled with funds of any Party or any other person or entity.

6.2. 2 All funds ofthe Authority 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 the Authority shall be open to inspection by the Parties at all reasonable times. The Board shall contract with a certified public accountant or public accountant to make an annual audit of the accounts and records of the Authority, which shall be conducted in accordance with the requirements of Section 6505 of the Act.

6.2.3 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 Operating 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.

6.3 Budget and Recovery Costs.

6.3. 1 Budget. The initial budget shall be approved by the Board. The Board . may revise the budget from time to time through an Authority Document as may be reasonably necessary to address contingencies and unexpected expenses. All subsequent budgets of the Authority shall be prepared and approved by the Board in accordance with the Operating Rules and Regulations.

6.3. 2 Funding of Initial Costs. The Initial' Participants shall fund the Initial Costs of the Authority in establishing the Authority and implementing the CCA Program as described in Exhibit E to this Agreement. The In Participants shall remit to the Authority their respective shares of Phase 2 and 3 Initial Costs as described in Exhibit E within 30 days 'after the Effective Date. In the event that the CCA Program becomes operational, these Initial Costs paid by the Initial Participants shall be included in the customer charges for electric services as provided by Section 6.3. 3 to the extent permitted by law, and the Initial Participants shall be reimbursed by the Authority within four years of the Effective Date. The Authority may establish a reasonable time period over which such costs are recovered. In

Item IX.B. Silicon Valley Clean Energy Authority 250 the event that the CCA Program does not become operational, the Initial Participants shall not be entitled to any reimbursement of the Initial Costs they have paid from the Authority or any Party.

6.3.3 CCA Program Costs. The Parties desire that, to the extent reasonably practicable, all costs incurred by the Authority that are directly or indirectly attributable to the provision of electric, conservation and energy efficiency services under the CCA Program shall be recovered through charges to CCA customers receiving such electric services or from revenues received from grants or other third -party sources.

6.3.4 Additional Contributions and Advances. Pursuant to Government Code Section 6504, the Parties may in their discretion make fnancial contributions, loans or advances to the Authority for the purposes of the Authority set forth in this Agreement. The repayment ofsuch contributions, loans or advances will be on the written terms agreed to by the Party making the contribution, loan or advance and the Authority.

6.4 Debt. The Authority shall not incur any debts, including but not limited to loans and the issuance of bonds, unless approved by a two- thirds affirmative vote of the entire Board satisfying the requirements described in Section 4.9.

ARTICLE 7 WITHDRAWAL AND TERMINATION

7. 1 Withdrawal.

7. 1. 1 General Right to Withdraw. A Party may withdraw its membership in the Authority, effective as of the beginning of the Authority' s fiscal year, by giving no less than 180 days advance written notice of its election to do so, which notice shall be given to the Authority and each Party. By a two - thirds affirmative vote of the entire Board satisfying the requirements described in Section 4.9, the Board may shorten the 180 day period fora withdrawal under, this Section 7. 1. 1 to become effective.

7. 1. 2 Amendment. Notwithstanding Section 7. 1. 1, a Party may withdraw its membership in the Authority following an amendment to this Agreement provided that the requirements of this Section 7. 1. 2 are strictly followed. A Party shall be deemed to have withdrawn its membership in the Authority effective 180 days after the Board approves an amendment to this Agreement if the Director representing such Party has provided notice to the other Directors immediately preceding the Board' s vote of the Party' s intention to withdraw its membership in the Authority should the amendment be approved by the Board. By a two -thirds affirmative vote of the entire Board satisfying the requirements described in Section 4.9, the Board may shorten the 180 day period for a withdrawal under this Section 7. 1. 2 to become effective.

Item IX.B. Silicon Valley Clean Energy Authority 251 7. 1. 3 Liabilities; Further Assurances. A Party that withdraws its membership in the Authority under either Section 7. 1. 1 or 7. 1. 2 may be subject to certain liabilities, as described in Section 7.3. The withdrawing Party and the Authority 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 membership in the Authority. The Operating Rules and Regulations shall prescribe the rights, if any; of a withdrawn Party to continue to participate in those Board discussions and decisions affecting customers of the CCA Program that reside or do business within the jurisdiction of the Party.

7.2 Involuntary Termination of a Party. This Agreement maybe terminated with respect.to a Party for material non -compliance with provisions of this Agreement or the Authority Documents upon a two- thirds affirmative vote ofthe entire Board satisfying the requirements described in Section 4.9, including the vote and voting shares ofthe Party subject to possible termination. Prior to any vote to terminate this Agreement 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 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 the Authority Documents 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 membership in the Authority terminated may be subject to certain liabilities, as described in Section 7. 3.

7.3 Continuing Liability; Refund. Subject to the provisions of Section 2. 3, upon a withdrawal or involuntary termination of a Party pursuant to Sections 7. 1 or 7.2, the Party shall remain responsible for any claims, demands, damages, or liabilities arising from the Party' s membership in the Authority through the date of its withdrawal or involuntary termination. Notwithstanding Section 2.3, thereafter, the withdrawing or terminated Party shall be responsible for any damages, losses or costs incurred by the Authority "resulting from the Party' s withdrawal, including but not limited to losses from the resale of power contracted for by the Authority to serve the Party' s load. In addition, such Party' also shall be responsible for any costs or obligations associated with the Party' s participation in any program in accordance with the provisions of any agreements relating to such program provided such costs or obligations were incurred prior to the withdrawal of the Party. The Authority may withhold funds otherwise owing to the Party or may require the Party to deposit sufficient funds with the Authority, as reasonably determined by the Authority, to cover the Party' s liability for the costs described above. Any amount of the Party' s funds held on deposit with the Authority above that which is required to pay any liabilities or obligations shall be returned to the Party.

7. 4 The Right to Withdraw Prior to Program Launch. After receiving bids from power suppliers for the CCA Program, the Authority must provide to the Parties a report from the electrical utility consultant retained by the Authority comparing the Authority' s total estimated electrical rates, the estimated greenhouse gas emissions rate and the amount of

Item IX.B. Silicon Valley Clean Energy Authority 252 estimated renewable energy to be used with that of the incumbent utility. Within 15 days after receiving this report, any Party may immediately withdraw its membership in the Authority by providing written notice of withdrawal to the Authority if the report determines that any one of the following conditions exists: ( 1) the Authority is unable to provide total electrical rates; as part of its baseline offering to customers, that are equal to or lower than the incumbent utility, (2) the Authority is unable to provide electricity in a manner that has a lower greenhouse gas emissions rate than the incumbent utility, or (3) the Authority will use less renewable energy than the incumbent utility. Any Party who withdraws from the Authority pursuant to this Section 7. 4 shall not be entitled to any refund of the Initial Costs it has paid to the Authority prior to the date of withdrawal unless the Authority is later terminated pursuant to Section 7.5. In such event, any Initial Costs not expended by the Authority 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 who withdraws pursuant to this section shall not be responsible for any liabilities or obligations of the Authority after the date of withdrawal, including without limitation any liability arising from power purchase agreements entered into by the Authority.

7. 5 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 membership in the Authority, and thus terminate this Agreement with respect to such withdrawing Party, as described in Section 7. 1.

7.6 Disposition of Property upon Termination of Authority. Upon termination of this Agreement as to all Parties, any surplus money or assets in possession of the Authority for use under this Agreement, after payment of all liabilities, costs, expenses, and charges incurred under this Agreement and under any Authority Documents, shall be returned to the then -existing Parties in proportion to the contributions made by each.

ARTICLE 8 MISCELLANEOUS PROVISIONS

8. 1 Dispute Resolution. The Parties and the Authority shall make reasonable efforts to settle all disputes arising out of or in connection with this Agreement. Before exercising any remedy provided by law, a Party or the Parties and the Authority shall engage in nonbinding mediation or arbitration in the manner agreed upon by the Party or Parties and the Authority. In the event that nonbinding mediation or arbitration is not initiated or does not result in the settlement of a dispute within 120 days after the demand for mediation or arbitration is made, any Party and the Authority may pursue any remedies provided by law.

8.2 Liability ofDirectors, Officers, and Employees. The Directors, officers, and employees of the Authority 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. The Authority 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

Item IX.B. Silicon Valley Clean Energy Authority 253 seq. Nothing in this section shall be construed to limit the defenses available under the law, to the Parties, the Authority, or its Directors, officers, or employees.

8.3 Indemnification -of Parties. The Authority shall acquire such insurance coverage as the Board deems necessary to protect the interests of the Authority, the Parties and the public but shall obtain no less than $2 million dollars in coverage. Such insurance coverage shall name the Parties and their respective Board or Council members, officers, agents and employees as additional insureds. The Authority shall defend, indemnify and hold harmless the Parties and each of their respective Board or Council members, officers, agents and employees, from any and all claims, losses, damages, costs, injuries and liabilities of every kind arising directly or indirectly from the conduct, activities, operations, acts, and omissions of the Authority under this Agreement.

8.4 Amendment of this Agreement. This Agreement may be amended in writing by a two -thirds affirmative vote of the entire Board satisfying the requirements described in Section 4.9. The Authority shall provide written notice to the Parties at least 30 days in advance of any proposed amendment being considered by the Board. Ifthe proposed amendment is adopted by the Board, the Authority shall provide prompt written notice to all Parties ofthe effective date of such amendment along with a copy of the amendment.

8. 5 Assignment. 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 8. 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 8. 5 does not prohibit a Party from entering into an independent agreement with another agency, person, or entity regarding the financing ofthat Party' s contributions to the Authority, 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 ofthe Authority or the Parties under this Agreement.

8.6 Severability. If one or more clauses, sentences, paragraphs or provisions of this Agreement shall be held to be unlawful, invalid or unenforceable, it is hereby agreed by the Parties, that the remainder of the 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.

8. 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.

8. 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

Item IX.B. Silicon Valley Clean Energy Authority 254 counterpart of this Agreement identical in form hereto but having attached to it one or more signature pages.

8.9 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 72 hours after the deposit thereof (excluding Saturdays, Sundays and holidays) if the sender receives the return receipt. All notices shall be addressed to the office of the clerk or secretary ofthe Authority or Party, as the case may be, or such other person designated in writing by the Authority or Party. In addition, a duplicate copy ofall notices provided pursuant to this section shall be provided to the Director and Alternate Director for each Party. Notices given to one Party shall be copied to all other Parties. Notices given to the Authority shall be copied to all Parties.

ARTICLE 9 SIGNATURE

IN WITNESS WHEREOF, the Parties hereto have executed this Joint Powers Agreement establishing the Silicon Valley Clean Energy Authority.

By:

Name:

Title:

Date:

Party:

Item IX.B. Silicon Valley Clean Energy Authority 255 EXHIBIT A

DEFINITIONS

AB 11 T' means Assembly Bill 117 ( Stat. 2002, ch. 838, codified at Public Utilities Code Section 3661), which created CCA.

Act" means the Joint Exercise of Powers Act of the State of California ( Government Code Section 6500 et seq.)

Agreement" means this Joint Powers Agreement.

Annual Energy Use" has the meaning given in Section 4.9.2.

Authority" means the Silicon Valley Clean Energy Authority.

Authority Document(s)" means document(s) duly adopted by the Board by resolution or motion implementing the powers, functions and activities of the Authority, including but not limited to the Operating Rules and Regulations, the annual budget, and plans and policies.

Board" means the Board of Directors of the Authority.

CCA" or " Community Choice Aggregation" means an electric service option available to cities and counties pursuant to Public Utilities Code Section 366. 2.

CCA Program" means the Authority' s program relating to CCA that is principally described in Sections 2.4 and 5. 1.

Days" shall mean calendar days unless otherwise specified by this Agreement.

Director" means a member of the Board of Directors representing a Party.

Effective Date" means the date on which this Agreement shall become effective and the Silicon Valley Clean Energy Authority shall exist as a separate public agency, as further described in Section 2. 1.

Implementation Plan" means the plan generally described in Section 5. 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 CCA Program.

Initial Costs" means all costs incurred by the Authority relating to the establishment and initial operation ofthe Authority, such as the hiring of an Executive Director and any administrative staff, any required accounting, administrative, technical and legal services in support of the Authority' s initial activities or in support of the negotiation, preparation and approval of power purchase agreements. The Board shall determine the termination date for Initial Costs.

Initial Participants" means, for the purpose of this Agreement the County of Santa Clara, the Cities of Campbell, Cupertino, Gilroy, Los Altos, Monte. Sereno, Morgan Hill, Mountain View, Saratoga, and Sunnyvale, and the Towns of Los Altos Hills and Los Gatos.

Item IX.B. Silicon Valley Clean Energy Authority 256 Operating Rules and Regulations" means the rules, regulations, policies, bylaws and procedures governing the operation of the Authority.

Parties" means, collectively, the signatories to this Agreement that have satisfied the conditions in Sections 2.2 or 3. 1 such that it is considered a member of the Authority.

Party" means, singularly, a signatory to this Agreement that has satisfied the conditions in Sections 2.2 or 3. 1 such that it is considered a member of the Authority.

Percentage vote" means a vote taken by the Board pursuant to Section 4.9. 1 that is based on each Party having one equal vote.

Total Annual Energy" has the meaning given in Section 4.9.2.

Voting shares vote" means a vote taken by the Board pursuant to Section 4.9. 2 that is based on the voting shares of each Party described in Section 4.9.3 and set forth in Exhibit D to this Agreement. A voting shares vote cannot take place on a. matter unless the matter first receives an affrmative percentage vote in the manner required by Section 4.9. 1 and two or more Directors immediately thereafter request such vote.

Item IX.B. Silicon Valley Clean Energy Authority 257 DRAFT EXHIBIT_B

LIST OF THE PARTIES

This draft exhibit is based on the assumption that all of the Initial Participants will become Parties. On the Effective Date, this exhibit will be revised to reflect the Parties to this Agreement at that time.)

City of Campbell

City of Cupertino

City of Gilroy

City of Los Altos

Town of Los Altos Hills

Town of Los Gatos

City of Monte Sereno

City of Morgan Hill

City of Mountain View

County of Santa Clara (Unincorporated Area)

City of Saratoga

City of Sunnyvale

Item IX.B. Silicon Valley Clean Energy Authority 258 DRAFT EXHIBIT C

ANNUAL ENERGY USE

This draft exhibit is based on the assumption that all of the Initial Participants will become Parties. On the Effective Date, this exhibit will be revised to reflect the Parties to this Agreement at that time.)

This Exhibit C is effective as of March 31, 2016.

Party kWh (2014 *)

Campbell 208, 827,224

Cupertino 243, 359, 722

Gilroy 296, 992, 863

Los Altos 142, 219, 276

Los Altos Hills 42,576, 999

Los Gatos 196, 007,285

Monte Sereno 7, 939, 338

Morgan Hill 232, 520, 509

Mountain View 664,209,464

Santa Clara County 397, 902, 304 Unincorporated)

Saratoga 131, 604,010

Sunnyvale 1, 407, 826, 241

Data provided by PG &E

Item IX.B. Silicon Valley Clean Energy Authority 259 DRAFT EXHIBIT D

VOTING SHARES

This draft exhibit is based on the assumption that all of the Initial Participants will become Parties. On the Effective Date, this exhibit will be revised to reflect the Parties to this Agreement at that time.)

This Exhibit D is effective as of March 31, 2016.

Voting Share Party kWh (2014 *) Section 4.9.2

Campbell 208, 827,224 5. 3%

Cupertino 243, 359, 722 6. 1%

Gilroy 296,992, 863 7. 5%

Los Altos 142, 219,276 3. 6%

Los Altos Hills 42, 576,999 1. 10/0

Los Gatos 196, 007,285 4. 9%

Monte Sereno 7, 939, 338 0.2%

Morgan Hill 232, 520, 509 5. 9%

Mountain View 664, 209, 464 16. 7%

Santa Clara County 397, 902, 304 10. 0% Unincorporated)

Saratoga 131, 604, 010 3. 3%

Sunnyvale 1, 407, 826,241 35. 4%

Total 3, 971, 985,235 100. 0%

Data provided by PG &E

Item IX.B. Silicon Valley Clean Energy Authority 260 DRAFT EXHIBIT E

FUNDING OF INITIAL COSTS

This draft exhibit is based on the assumption that all of the Initial Participants will become Parties. On the Effective Date, this exhibit will be revised to reflect the Parties to this Agreement at that time.)

Phase 2 & 3 Phase 1( *) Phase 2 and 3 ( * *) Party w /Contingency ( )

Campbell 100, 000 150, 000

Cupertino 170, 000 350, 000 450, 000

Gilroy 100, 000 150; 000

Los Altos 100, 000 150, 000

Los Altos Hills 25, 000 25, 000

Los Gatos 100, 000 150, 000

Monte Sereno 25, 000 25, 000

Morgan Hill 100, 000 150, 000

Mountain View 170, 000 350, 000 450,000

Santa Clara County 170, 000 350,000 450,000 Unincorporated)

Saratoga 100, 000 150, 000

Sunnyvale 170, 000 350, 000 450,000

Total 680,000 2, 050,000 N/A

Certain Parties have contributed funding prior to the Effective Date of this Agreement, as shown above under Phase 1, to conduct initial legal, technical, and administrative activities in support of the establishment of the Authority. Such activities are part of the Initial Costs described in Section 6. 3 of this Agreement.

Additional costs associated with program launch will be financed and thus are not covered by the Initial Cost Contributions shown here.

Initial Participants are required to commit up to this amount at the time of executing the Agreement; this amount includes contingency funding should multiple Initial Participants

Item IX.B. Silicon Valley Clean Energy Authority 261 not execute the Agreement by 3/ 31/ 16, so that the final Parties are providing sufficient contribution for Initial Costs. The Parties will be notified promptly after the Effective Date of the final Parties and contribution to Initial Costs.

Item IX.B. Silicon Valley Clean Energy Authority 262 Silicon Valley Community Choice Energy Partnership (SVCCEP) Answers to Questions Compiled from the January 25, 2016 Gilroy City Council Study Session

February 22, 2016

1. What is the PCIA? How much does it add to the consumer bill?

The California Public Utilities Code allows PG &E to collect exit fees from CCE customers ( and other customers that have departed for alternative service options) in an effort to avoid the imposition of extra costs on PG &E' s remaining customers —this concept is generically referred to as "cost shifting." The primary component of exit fees is the Power Charge Indifference Adjustment, or PCIA, which is intended to capture the above -market costs associated with PG &E' s supply portfolio that would otherwise be imposed on PG &E customers following CCE formation. As you can likely imagine, PG &E has a variety of power supply contracts some with comparatively high prices relative to current market conditions — that were entered into with the understanding that a certain amount of energy would be needed for its customers. When the amount of required energy decreases as a result of CCE formation (as customers leave PG &E service in favor of CCE);, PG &E' s would be required to cover these relatively high costs if not for a mechanism that was intended to promote " indifference." This is the general purpose of the PCIA, which is set annually by the CPUC based on certain aspects of PG &E supply portfolio and a market price benchmark. To the extent that market prices and /or the PG &E supply portfolio change over time, the PCIA will also change. With this in mind, it is difficult to determine the exact impact that the PCIA will have on consumers over time. Under current market conditions, the PCIA is estimated to represent approximately 10% of a typical residential customer's_monthly electricity charges.

2. How will a consumer know the sources of renewable energy that are being delivered by the JPA?

The State of California' s Power Source Disclosure Program ( "PSDP ") is intended to provide consumers with detailed information regarding the various power sources that are procured on their behalf. Under this program, two "reports" are prepared and submitted by all retail sellers of electricity, such as CCAs /CCEs, investor -owned utilities ( like PG &E), publicly -owned utilities ( like Silicon Valley Power) and independent energy services providers. The reports include: 1) a detailed accounting of all energy purchases that are transacted during each calendar year (this report is submitted annually by each retail seller to the California Energy Commission, which administers the PSDP, and is available to the public upon request); and 2) the Power Content Label ( "PCL "), which is the annual communication submitted to all California consumers by their respective energy suppliers. The latter communication, the PCL, provides summary level information regarding the fuel sources ( e. g., solar, wind, geothermal, natural gas, etc.) that comprise each customer's electric energy mix — PCL data is presented as percentages, informing the reader regarding the proportionate use of each fuel source by their respective energy supplier.

3. How was the polling performed? Were people polled well informed and how many people were involved with the polling?

The polling results shared during the January presentation to the City Council were from the first round of community meetings ( six in total). More than 100 attendees were polled in aggregate. The polling results used were from the close of the meeting after an introductory presentation and robust opportunity for questions and discussion. Polling was performed using a combination of the following techniques depending on the size of the attendee group, technology available at the host location, and attendee preference: ( 1) response via phone /text -based polling software, (2) manual response (via hand raising) and ( 3) written response via hard copy survey forms.

Results of the second round of meetings are being compiled; this group included a significant number of new attendees and a broader interest base than the first round.

Item IX.B. Silicon Valley Clean Energy Authority 263 4. What is the risk of not meeting the March 31st deadline? The JPA agreement allows for Initial Participants (the 12 communities that participated in the Technical Study) to decide on joining SVCEA until 3/ 31/ 16 under the terms outlined in the agreement. After 3/ 31/ 16, it will be up to the Board of Directors whether, when, and under what terms to consider expanding to additional communities. The advantages of joining now include being part of the formative decision making and ensuring a jurisdiction' s access to the program benefits.

5. How will the rate structure be determined? When? The CCE would have independent rate setting authority with regard to the electric generation charges set for its customers. The rate structure will be decided by the Board of Directors prior to commencement of service, guided by JPA staff and technical consultants selected for their expertise in relevant areas such as rate setting. The existing programs have generally mirrored the rate structure of PG &E to facilitate easy rate comparison for customers.

6. Please explain the consumer " opt in /opt out" process.

By law, CCE customers are automatically enrolled into a CCE program at scheduled times. Operationally, this is done during an enrollment month and individual customers are "cut over" to the CCE on their regular meter reading date. Customers may "opt out" to stay with PG &E for "bundled service" at any time. By law, customers receive at least two notifications of their enrollment and their choices to opt out during the 60 days prior to enrollment, and another two notices during the 60 days following enrollment. During these windows, there is no cost to opt out. Even after these periods, CCE customers can still opt out at any time; CCEs may charge a fee for such a transaction at that time. The Marin and Sonoma programs both have a $ 5 fee for residential accounts included in their implementation plan but it is not clear that they actually charge those fees. In addition, customers opting out after the initial enrol I ment/notification windows may be subject to a PG &E market rate based charge for electricity should they provide PG &E with less than six months notice of the transition back to PG &E. CCE customers that opt out may also return back to the CCE after a required period of 12 months. Such customers, having returned to the CCE after opting out, still retain the ongoing option to again "opt out" with no required waiting period.

7. How will opt in /opt out options be communicated to consumers who pay online or do not receive a paper utility bill? As per the statutory requirement, SVCEA will send, via US post, at least four enrollment notices over a period of 120 days, 60 days prior to customer enrollment and 60 days post enrollment. These formal notices take the form of a letter, self -mailers, and /or postcards and will likely be supplemented by marketing and push - communications efforts such as mass a -mails and notifications on SVCEA's website to help get the word out. Customers are envisioned to be able to opt -out by phone, visiting the SVCEA website, or sending a letter. This multi- faceted notification process mirrors that used by the existing CCE programs.

8. What are the risks of the CCA approach: to the City government? To consumers? Risks of CCE formation are defined, at length, in Section 7: Risk Analysis of the Technical Study (pg. 70 — 76) which include:

Financial risks to SVCCE's member municipalities in the unlikely event of CCE failure; Financial risks that may exist in the event that procured energy volumes fall short of or exceed actual customer energy use; Reasonably foreseen legislative and regulatory changes, which may limit a CCE's ability to remain competitive with the incumbent utility;

Item IX.B. Silicon Valley Clean Energy Authority 264 Availability of renewable and carbon -free energy supplies required to meet compliance mandates, SVCCE program goals, and customer commitments; and General market volatility and price risk. This section also defines mitigations, where clear, to insulate the CCE from these risks over time (e. g. diversified supply portfolio, transaction timing, fuel sources, and contract term lengths) that will guide SVCEA start-up activities including procurement, financing, hiring, consulting, etc. efforts. The JPA structure provides for a " firewall" protecting the assets of member agencies from the ongoing financial liabilities of the JPA. The initial cost contribution ( up to $ 150,000 for Gilroy for Phase 2 and 3) generally falls outside this firewall as the contribution has been made under specific terms; if the JPA does not successfully launch and implement a program long enough to reimburse those initial costs, they would be lost.

Additionally, from the consumer perspective, customers always retain the option to elect to return to PG &E for full "bundled" service, "opting out" of the CCE program. In the event that the CCE ceases operation, a required bond posting is used to support the return of all a CCE program' s customers back to PG &E.

9. What is the impact of CCA on the potential to reduce GHG? And for cities to achieve their Climate Action Plans?

The Technical Study evaluated prospective scenarios and concluded that a range of GHG reductions could be achieved. Scenario 2 concluded that a GHG reduction of 20% compared to PG &E performance could be achieved at a 3% potential costs savings for electricity charges. Scenario 3 was designed to demonstrate maximum environmental benefit while maintaining rate parity with PG &E; this scenario concluded a GHG reduction of 60% GHG reduction could be achieved at rate parity with PG &E. The Board of Directors will determine the final program goals.

The Draft Gilroy 2040 General Plan includes an Implementation Program to partner with other jurisdictions in the County to study the benefits of a regional CCA/CCE program and, if viable, to pursue it. The Admin Draft CAP funded by a County grant and prepared by AECOM for Gilroy that we are using as background for the GP EIR identified a CCA program as one of the most effective measures to reduce GHG emissions. In the AD CAP, of the approximately 15, 500 metric tons ( MT) of estimated GHG emission reduction capacity recommended, a CCA was projected to reduce 3, 600 MT, or 23 %, a significant contribution. Adopting a Climate Action Plan in which the city commits to implementing measures to achieve established GHG reduction targets would enhance the city's ability to qualify for state and federal transportation funding, A CCA program will be a valuable component of the Gilroy CAP.

10. What would be the source of funds for the City of Gilroy to pay its share of initial formation costs? The source of funds for the City of Gilroy's initial cost contribution ( up to $ 150,000) would be the City's General Fund reserves.

11. What is PGE' s strategy for increasing renewables in its portfolio of electric generation sources? What is PGE' s likely competitive response to CCA?

With regard to PG &E' s strategy for increasing renewables in its supply portfolio, it seems reasonable to assume that future increases will be substantially driven by statutory procurement mandates, specifically California' s Renewables Portfolio Standard ( "RPS "), which recently increased from 33 % renewable energy by 2020) to 50% renewable energy ( by 2030). Specific details related to the 50% RPS mandate, as reflected in SB 350, have yet to be developed, but we expect that pertinent details (and related regulations) will become clearer over the next 24 -36 months. It is also reasonable to assume that future CCA/CCE formations will incrementally increase PG &E' s reported renewable energy content as a result of PG &E' s retail sales decreasing following CCA/CCE formation.

Item IX.B. Silicon Valley Clean Energy Authority 265 While it' s difficult to provide definitive commentary regarding PG &E' s competitive response to CCA, it's worth noting that the incumbent utility's behavior has varied over time. For example, prior to (and immediately following) the commencement of MCE service in mid -2010, PG &E was rather aggressive in opposing MCE formation, including sponsoring legislation that was intended to interrupt the formation of CCA programs. Over time, PG &E response to CCA exploration and formation has evolved, and the utility has become cooperative with regard to operational details. Within the legislative and regulatory environments, CCAs must continue to remain vigilant in representing their respective interests to ensure equitable treatment and continued autonomy with regards to power resource planning and procurement.

12. Under what circumstances would CCA customers pay more than under PG &E?

In short, any circumstance where the CCE generation charges ( inclusive of energy purchases and all operating costs) plus the PG &E exit fees exceed PG &E' s generation charges would result CCE customers paying more than if under PG &E. The Technical Study, Section 6: Sensitivity Analysis, conducts a sensitivity analysis comparing more extreme factors to the base case Scenarios and PG &E Bundled cost projections. That analysis shows that high renewable energy costs and high exit fees are the most significant circumstances that could impact the cost competitiveness of the CCE.

13. Where will the JPA establish its administrative headquarters? Where will the Board meet?

Administrative planning for the JPA is in progress. More information regarding the logistics of JPA launch are being developed by the current SVCCEP team and will be provided at a March 9 Partner Forum to which City and County Managers have been invited.

14. The initial formation costs include $730,000 to reimburse partners for " internal staff' costs? Please provide additional detail.

The Phase 1 is being conducted presently under SVCCEP with funding from the four funding agencies; that includes staff time and consultant costs. Phase 1 costs total $ 680,000 and are not being reimbursed by the broader partnership agencies. They are included in the total " initial costs" for the JPA slated for reimbursement through program revenue within four years of the JPA's formation.

The $730, 000 is an estimate of internal staff costs to the JPA during Phases 2 and 3. The initial staff for the JPA will either be direct hire by the Board, provided by a member agency (or agencies) via a separate administrative services agreement, or a combination. The four sponsoring agencies are aiming to support the JPA Board hiring an interim Chief Executive Officer for a period of approximately six months. This early work regarding the first hiring is being led by the City of Cupertino as part of the existing SVCCEP partnership ( and funding). The sponsoring agencies are also aiming to provide other administrative services from among the four sponsoring agencies. More information on the logistics of JPA launch will be provided at a March 9 Partner Forum to which City and County Managers have been invited.

15. What were the factors considered by the organizing partners in setting up the JPA voting structure as it has?

The Partnership looked carefully at the existing JPA Agreements from the Marin and Sonoma programs and involved representatives from all 12 participating agencies in the discussions around key agreement provisions. Additionally, participating agencies were provided with a comprehensive draft of the agreement for executive and legal review. The voting structure proposed by SVCEEP uses a combination of a percentage" vote and a " voting shares" vote. Both the Marin and Sonoma programs employ both kinds of votes in some form. The key factors considered were to provide for an inclusive decision making model that does not compel action based on limited group support. The percentage vote ensures that at least a majority of the Directors support an action. It was considered but not adopted to have the voting shares vote be able to compel action. The voting shares vote, if called, ensures that at least a majority of the rate -payer base,

Item IX.B. Silicon Valley Clean Energy Authority 266 represented by electric consumption, is represented by an affirmative vote. The voting shares vote is called only if an affirmative percentage vote has already been taken.

16. How can the JPA terms be revised in the future?

The JPA agreement allows the Board to make amendments to the agreement in writing with a two -thirds affirmative vote of the entire Board. Notice of a proposed amendment must be given to all Parties ( member agencies) at least 30 days in advance of the Board' s consideration of the amendment (JPA Agreement, Provision 8. 4)

17. What is Gilroy' s proportionate share of the voting? How many partner agencies would be sufficient to receive a majority of the proportionate shares? Any party's share of voting will depend on the final parties to the JPA and the respective electricity consumption in their jurisdictions. Exhibit D of the JPA Agreement includes the voting shares.assuming all 12 initial participants join the JPA and uses 2014 data from PG &E as the baseline consumption data. This exhibit shows Gilroy with 7.5% of the "voting shares" vote. Based on exhibit D, it would require at least two parties the two largest— Sunnyvale and Mountain View) to have a majority of "voting shares." All votes of the Board first require an affirmative vote using the " percentage vote" based on the number of Directors. Assuming the JPA has 12 Board members, Gilroy's proportionate share of " percentage vote" voting would be 8.3% and at least seven Directors would need to vote in the affirmative for a vote to be considered affirmative.

18. What will be the impact of CCA on the business community?

Business customers are anticipated to have access to the same program choices as residents, including the choice to "opt out" to remain with PG &E for bundled service and the prospective choice to "opt up" to a 100% renewable energy program option for a price premium. Note again that the Board of Directors will set rates and the structure is likely, based on other operating programs, to mirror that of PG &E.

19. What is the effect on the CCA' s assumptions if a significant percentage of customers opt out? Say, 30 %?

Such an opt -out rate is not expected to significantly affect the program' s viability and can be managed. The Technical Study (Section 6) evaluated the sensitivity of program viability to various factors including opt -out rates and smaller- than -expected JPA membership. For purposes of the Technical Study, a 25% opt out sensitivity was analyzed ( relative to the base case 15% opt -out assumption) to test the impacts of projected CCE operations under lower- than -expected participation rates - such analysis concluded that there would be no demonstrable impact to CCE program viability. The Technical Study also concluded that the program would remain viable in the event that a much smaller portion of prospective member communities elect to join the JPA. For example, if the overall load of the program were reduced to only the sponsoring agencies representing a 32% reduction in load), the study results were not expected to be substantially affected. Adjustments to customer phase -in and prudent contracting /procurement practices help a CCE program manage costs in response to different -than -expected customer participation rates ( within the aforementioned

range).

20. What is the impact on general fund revenues such as the UUT and the franchise fee?

The total electricity bill is subject to the City' s Utility Users Tax ( UUT) just as in today's circumstances. The City's UUT Ordinance applies to "aggregators" such as the JPA. The amount of UUT collected is minimally impacted in that the tax is calculated as a percentage of energy charges, so to the extent that the CCE program reduces customer costs for electricity generation charges, the UUT collected would also be reduced. Note that UUT collected for gas charges and electricity distribution charges are not affected by implementation of a CCE program.

Item IX.B. Silicon Valley Clean Energy Authority 267 The franchise fee is not affected by implementation of a CCE program. PG &E includes a surcharge to CCE customers to ensure that it collects sufficient funds to remit back to local municipalities. For non -CCE customers, this charge is nested in other PG &E fees.

21. If the degree of consumer savings depends on the " portfolio" of energy generation sources, what are the voting rules for such decisions? These decisions are linked to power procurement decisions and are subject to the voting rules of the Board of Director as outlined in JPA Section 4.9. It would not require a super- majority vote.

22. How often can the JPA change consumer rates? The JPA has discretion when setting CCE customer rates and may change such rates as frequently as it desires, subject to agreed upon customer notification policies and general rate -setting practices (which will also be established by the JPA). To the extent that the JPA determines that customers ought to receive advanced notification of rate changes with opportunity for public review and comment, the ability of a CCE to frequently change rates may be affected. Existing CCE programs within the PG &E service territory currently set rates once a year in consideration of the general objective of rate stability.

Item IX.B. Silicon Valley Clean Energy Authority 268 Telephone ( 408) 846 -0400 of FAX: ( 408) 846 -0500 City Gilroy http: / www./ ci. gilroy.ca. us 7351 Rosanna Street GILROY, CALIFORNIA Perry Woodward 95020 MAYOR

March 1, 2016

To: Gilroy City Council

From: City Administrator Recruitment Sub -Committee (Terri Aulman, Daniel Harney, Perry Woodward)

Subject: Appoint Gabriel Gonzalez as City Administrator and Approve Employment Agreement

The full recruitment process for the City Administrator has now been completed. As you know, given the critical nature of this executive management position, a detailed background check was completed on applicant Gabriel Gonzalez. This included a site visit to the City of Rohnert Park by the sub -committee as well as a full background check conducted by Peckham & McKenney, the city's executive search firm. Therefore, it is with great pride and confidence that we recommend that Gabriel Gonzalez be appointed as Gilroy's next City Administrator and that his employment agreement be approved by the City Council. The plan is for him to begin work with the City of Gilroy on March 22, 2016. The details regarding the salary, benefits and employment terms can be found in the attached agreement and are consistent with the authority granted to the sub -committee for negotiating the employment agreement.

Gabriel comes to Gilroy with excellent experience and skills as a strong leader, most notably related experience with the cities of Rohnert Park and Mendota. Gabriel served as Rohnert Park' s City Manager for over three years which included budget stabilization efforts to include a zero -based budget model, a cost allocation system, and performance measures. He also developed and implemented a 10 -year Fiscal Recovery Plan for the city as well as the city' s first long -range Strategic Plan and Implementation Action Plan. Gabriel placed a top priority on customer service to residents, transparency, and use of technology to gain efficiency and improved service delivery. During Gabriel' s six years in Mendota he re- established the Mendota Police Department as an independent law enforcement agency, developed and implemented a plan for a strong General Fund Reserve, and negotiated the location of a 5- megawatt solar energy plant, a project that received an Award of Excellence from the California Association for Local Economic Development. Gabriel has a Bachelor of Science degree in Business Administration from National University and a Masters of Public Administration from California State University, Fresno.

As you know, an extensive process has led up to this recommendation. The search and recruitment process, which began last September, resulted in twenty -nine applicants, of which the top six were invited to participate in an extensive interview process. Five of the six candidates attended the interview process which included interviews with the City Council as well as a community panel. From the panel interview process, two top candidates were identified and were interviewed again by

Item X.A. City Administrator Appointment 269 the full Council. From this process, Gabriel was selected as the finalist and began the background process.

Gabriel is excited about this opportunity to serve the Gilroy community and the professional challenges this position will bring. He looks forward to moving to Gilroy, getting to know the community, and working with the City staff and City Council. This is an exciting and challenging time for the City of Gilroy and a strong leader is needed to move Gilroy forward to be an even greater organization poised to serve the community in to the future.

Recommended Action: Appoint Gabriel Gonzalez to the position of City Administrator and approve the attached Employment Agreement. &_,"

X

Perry L rd, a r /City Administrator Recruitment Sub -Committee Member

Terri Aulman, Council Member /City Administrator Recruitment Sub -Committee Member

Daniel Harney, Council Member /City Administrator Recruitment Sub -Committee Member

Item X.A. City Administrator Appointment 270 FINAL AGREEMENT

Employment Agreement

This Employment Agreement is made and entered into this 7th day of March, 2016, by and between the CITY OF GILROY, California, a municipal corporation, ( hereinafter called " Employer") and GABRIEL GONZALEZ, ( hereinafter called " Employee "), both of whom agree as follows:

Section 1 : Term

This agreement shall remain in full force and effect from March 22, 2016 until terminated as provided in Sections 8, 9 or 10 of this agreement.

Section 2: Duties and Authority

Employer employs Gabriel Gonzalez as City Administrator to perform the functions and duties specified in the City of Gilroy charter and to perform other legally permissible and proper duties and functions.

Section 3: Compensation

A. Base Salary: Employer agrees to pay Employee an annual base salary of $ 210, 000. 00 payable in monthly installments on the last business day of the month.

B. Consideration shall be given on an annual basis to increase compensation, however, there is no guarantee or promise of any increase or the amount thereof.

Section 4: Benefits, Vacation and Leaves of Absence

A. Except as specifically provided herein, Employer agrees to provide Employee the same level of health insurance, disability and life insurance, retirement, sick leave (accrue 8 hours per month /12 days per year) and other benefits provided to department head employees of the City of Gilroy.

B. Upon commencing employment, the Employee shall begin to accrue vacation at the rate of 10 days per working year (accrued at rate of 0. 833 days per month). Employee shall accrue vacation . at the same rate and schedule as other department head employees of the City of Gilroy.

C. Upon commencing employment, the Employee shall have a bank of 44 hours paid personal leave benefits, which shall be replenished to the extent it has been used as of the first day of each fiscal year.

C. Upon commencing employment, the Employee shall have a bank of 56 hours of paid . administrative leave benefits, which shall be replenished to the extent it has been used as of the first day of each fiscal year.

D. Upon termination of Employee's employment for whatever reason, Employee or his estate, shall be compensated for all accrued, but unused vacation time, paid holidays and other benefits, including, without limitation, unused personal leave days and administrative leave days, to the fullest extent provided by state law and City of Gilroy policy. Upon termination, unused sick. leave ( if any) is not compensated, but is reported to California Public Employees Retirement System CaIPERS ") for service credit if Employee retires from the City of Gilroy consistent with CalPERS regulations.

Item X.A. City Administrator Appointment 271 FINAL AGREEMENT

Section 5: Monthly Vehicle Allowance

Employer agrees to pay to Employee, during the term of this Agreement and in addition to other salary and benefits herein provided, the sum of $4,200.00 per year, payable monthly, as a vehicle allowance to be used to purchase, lease, or own, operate and maintain a vehicle. Employee shall be responsible for paying for liability, property damage, and comprehensive insurance coverage upon such vehicle and shall further be responsible for all expenses attendant to the purchase, operation, maintenance, repair, and regular replacement of said vehicle. The Employer shall reimburse the Employee at the IRS standard mileage rate for any business use of the vehicle beyond the greater Gilroy area. For purposes of this Section, use of the 'car within the greater Gilroy area is defined as travel to locations within a 50 mile radius of Gilroy City Hall.

Section 6 Retirement

The Employer agrees to enroll the Employee into the California Public Employee Retirement System ( CaIPERS) retirement plan for which the Employee qualifies on employment start date in accordance with the Public Employee Pension Reform Act. Based on Employee's work history, it has been determined that Employee qualifies as a " New" member of CaIPERS and will, therefore, be enrolled in the CaIPERS 2 % at 62 plan. The Employer will pay the CaIPERS employer contribution and the Employee will pay the employee contribution as required. The current CaIPERS employee rate for "New" members is 6.25% and is a pre -tax payroll deduction from the Employee's payroll in accordance with IRC 4102. An the future, CaIPERS may adjust the employee rate to conform to the Public Employee Pension Reform Act requirement that " New" members contribute at least 50 % of the total normal cost of the CaIPERS benefit.

In addition to the Employer's payment to the state or local retirement system referenced above, Employer agrees to execute all necessary agreements provided by ICMA Retirement Corporation ICMA -RC) or other Section 457 deferred compensation plan for Employee's continued participation in said supplementary retirement plan.

Section 7: General Business Expenses

Employer agrees to budget for and to pay for professional dues and subscriptions, of the Employee necessary for continuation and full participation in the League of California Cities and ICMA. Subject to budgeting approved by the City Council, Employer will also pay for professional dues and subscriptions of the Employee necessay for his membership and participation in other similar national, regional, state, and local associations, and organizations necessary and desirable for the Employee' s continued professional participation, growth, and advancement, and for the good of the Employer.

Employer agrees to budget for and to pay for travel and subsistence expenses of Employee for professional and official travel, meetings, and occasions to adequately continue the professional development of Employee and to pursue necessary official functions for Employer, through the League of California Cities, and the ICMA, and committees of the League of California Cities and ICMA in which Employee serves as a member. Subject to budgeting approved by the City Council, Employer will also pay for travel and subsistence expenses of Employee for professional and official travel, meetings and occasions of other similar national, regional, state, and local governmental groups and committees in which Employee serves as a member.

C. Subject to budgeting approved by the City Council, Employer also agrees to budget for and to pay for travel and subsistence expenses of Employee for short courses,. institutes, and seminars

Item X.A. City Administrator Appointment 272 FINAL AGREEMENT

that are necessary for the Employee's professional development and for the good of the Employer: At least annually, the Employee will provide Employer with a written report of such professional development activities.

D. Employer recognizes that certain expenses of a non -personal but job related nature are incurred by Employee, and agrees to reimburse or to pay said general expenses. Subject to appropriation, the finance director is authorized to disburse such moneys upon receipt of duly executed expense or petty cash vouchers, receipts, statements or personal affidavits.

Section 8: Involuntary Termination

For the purpose of this agreement, involuntary termination of employment shall occur: A. Upon the death or continued inability of Employee to perform the essential functions and duties of the job for a period greater than twelve -work weeks in any twelve -month period, whether such inability results from Employee's physical or mental disability, or a serious health condition, unless a longer disability period is agreed to by the City Council. B. Following a vote by a majority of the City Council to terminate the Employee or to suspend Employee without pay for a period of greater than thirty ( 30) days, which vote occurs at a duly authorized public meeting.

C. If the Charter is amended to eliminate the position of City Administrator, eliminate fifty percent 50 %) or more of the City Administrator's duties or re- assigns fifty percent ( 50 %) or more of the City Administrator's duties to other job positions. Termination shall be deemed to occur upon the effective date of such amendment; provided, however, that a Charter Amendment that simply retitles the City Administrator position to City Manager does not constitute involuntary termination. D. If without the agreement of Employee, the Employer reduces the base salary, compensation or Any other financial benefit of the Employee, unless such reduction is applied in no greater percentage than the average reduction of all department heads. Termination shall be deemed to occur upon the effective date of such reduction.

E. if the Employee resigns following an offer made by a majority of the City Council to accept resignation.

F. If Employee resigns following a breach by Employer of any material provision of this Agreement, which breach is not cured within 30 days after written notice being given of such breach. Written notice of a breach of contract shall be provided in accordance with the provisions of Section 17 of this Agreement.

Section 9: Severance

A. If after the commencement of the Term of this Agreement set forth in Section 1 above, employment under this Agreement is involuntarily terminated as defined in Section 8 above, for reasons other than death or disability as provided in Section 8A above„ and for reasons that do not constitute " Cause" as defined below, provided that Employee signs a release of claims for the benefit of Employer, and its officers, agents and representatives, Employer shall pay to Employee in addition to any other amounts that may be due to Employee for salary earned as of the date of termination, or accrued but unused vacation' or leaves), as consideration for such release, a lump sum cash payment as severance in an amount equal to six months base salary in effect at the time

Item X.A. City Administrator Appointment 273 FINAL AGREEMENT of termination. In addition, and provided that Employee is eligible to and elects to continue his health insurance and life insurance benefits, Employer will pay on Employee's behalf the premiums for such benefits for the same six month period. At Employee's option, payment of such funds may be made ( i) by lump sum payment upon the eighth ( 8t') day after Employee signs the release of claims; ( ii) by lump sum payment upon the later of the eighth ( 8"') day after Employee signs the release of claims or the first ( 1s) business day of January thereafter, or ( iii) in six (6) equal monthly installments starting the last day of the month after Employee signs the release of claims. Employer shall make all required employment and tax withholdings and deductions prior to making any payments to Employee pursuant to the provisions of this Section 9A.

B. Concurrently with Employee' s execution of the release identified in Section 9.A above, and so long as Employee represents and warrants, in writing, to Employer that Employee is unaware of any facts which support Employee's involuntarily termination for reasons that may or in fact constitute or lead to a finding of " Cause" as defined below, and there are no facts known to Employer which may or in fact constitute or lead to a finding of " Cause" as defined below, Employer shall execute a release of claims for the benefit of Employee and his heirs, estate, administrators and executors, consistent in scope to the release of claims signed by Employee.

C. If Employee is involuntarily terminated as defined in Section 8 for reasons constituting " Cause ", then Employer is not obligated to pay severance under this section. " Cause" constitutes the conviction ( including entry of guilty plea or plea of nolo contendere) of any misdemeanor or felony criminal act committed in the course of employment, a crime of moral turpitude, or crime which resulted in personal gain to the Employee; material violation of any City Rule or Regulation; gross neglect or willful failure to perform the duties of the City Administrator, which neglect or failure persists for thirty (30) days after the date of receipt of written notice from City to Employee.

D. Employee agrees that the payment of severance payments by the City under this section shall constitute his sole remedy for any claim based upon the termination of his employment with City.

Section 10: Resignation

In the event that Employee voluntarily resigns his position with Employer, he shall provide a minimum of 30 days notice unless the parties agree otherwise. In the event of resignation, Employer shall owe Employee nothing other than amounts that may be due to Employee for salary earned as of the date of termination, and accrued but unused vacation or leaves. Upon notice of resignation, Employer shall have the option of relieving Employee of his duties and responsibilities prior to the effective date of resignation, provided that Employer continues to pay all amounts due to Employee for salary and benefits through and including the date of resignation

Section 11: Performance Evaluation

Employer shall provide a written performance appraisal to Employee not less than annually. The appraisal process shall be in accordance with specific job criteria to be developed jointly by Employer and Employee. Job criteria may be added, modified or deleted by the Employer, in consultation with Employee. At a minimum the appraisal process shall include the opportunity for both parties to: ( 1) prepare a written evaluation, ( 2) meet and discuss the evaluation, and ( 3) present a written summary of the evaluation results. The final written evaluation should be completed and delivered to the Employee within 30 days after the evaluation meeting. Receipt of a performance appraisal does not guarantee an increase in compensation.

Item X.A. City Administrator Appointment 274 FINAL AGREEMENT

Section 12: Hours of Work

It is recognized that the Employee must devote a great deal of time outside the normal hours of business for the City, and to that end Employee shall be allowed to establish an appropriate work schedule.

Section 13: Outside Activities

The employment provided for by this Agreement shall be the Employee's sole employment. Recognizing that certain outside consulting or teaching opportunities provide indirect benefits to Employer and the community, subject to prior approval by the City Council, Employee may elect to accept limited teaching, consulting or other business opportunities which do not interfere with nor create a conflict of interest (or the appearance of a conflict of interest) with the performance of his duties or obligations under this Agreement, or place the City, the City Council or the Employee in an unfavorable light.

Section 14: Moving and Relocation Expenses A. Employee agrees to establish residence within the corporate boundaries of the City of Gilroy within six (6) months of commencing employment, and thereafter to maintain residence within the corporate boundaries of the City of Gilroy. B. Employer shall reimburse Employee for the expenses of moving his personal property from Los Banos, California to Gilroy, California in an amount not to exceed $ 1, 000.00 and upon presentation_ of expense receipts. Reimbursable moving expenses include packing, moving, storage costs, . unpacking, and insurance charges.

C. Employer shall pay Employee an interim housing supplement/reimbursement in a total maximum amount of $ 12,000.00 to provide temporary housing in the City of Gilroy for a period commencing on the start date of employment, and continuing for a maximum of five (5) months. Reimbursement shall occur on presentation of interim housing cost receipts.

Section 15: Indemnification

D. A. To the fullest extent permitted by law, Employer shall defend, save harmless and indemnify Employee against any and all claims, losses, damages, judgments, interest, settlements, fines, court costs and other reasonable costs and expenses of legal proceedings including attorneys fees, and any other liabilities incurred by, imposed upon, or suffered by Employee in connection With or resulting from any claim, action, suit, or proceeding, actual or threatened, arising out of or in connection with the performance of his duties. Said duty to defend, indemnify and save harmless shall include, without limitation, any tort, professional liability claim ordemand or other legal action, whether groundless or otherwise, that is asserted by a third -party other than the Employer and arises out of an alleged actor omission occurring in the performance of Employee's duties or resulting from his exercise of judgment or discretion in connection with the performance of his duties or responsibilities, unless the act or omission `involved Employee's criminal act, or willful or wanton. misconduct. The Employee shall promptly give written notice of any claim, threatened claim or litigation. Provided that prompt written notice is given, Employee may request and the Employer shall not unreasonably refuse to provide independent legal representation with legal counsel selected by Employer at Employer's expense and subject to Employee's approval of the choice of legal counsel, which approval shall not be unreasonably withheld. Legal representation, provided by Employer for Employee, shall extend until a final determination of the legal action including all

Item X.A. City Administrator Appointment 275 FINAL AGREEMENT appeals brought by either party, and will be provided under a reservation of rights to not pay any judgment, compromise or settlement if it is established by a judicial decision or jury verdict after completion of all appeals that the claim arose out of an act that fell outside the scope of Employee's duties and employment or was the result of a criminal act, or willful or wanton misconduct of the Employee.

E. Any settlement or compromise of any claim must be made with prior approval of Employer, which approval shall not be unreasonably withheld or delayed in order for indemnification, as provided in this Section, to be available.

F. The duty of defense shall include reimbursement of any out -of- pocket expenses incurred by Employee in connection with his service as a witness, party or other participant in litigation, whether such service occurs during or after the termination of Employment.

G. Any duty of Employer to defend or indemnify Employee is contingent upon Employee's full, open and honest cooperation with defense counsel for Employer and Employee. Said duties of defense, indemnity and cooperation shall survive the termination of employment under this Agreement.

B. Employer may elect, at its expense, to obtain policies of insurance that provide coverage for liabilities that are the subject to the foregoing indemnification and defense provisions. The contractual indemnity and defense provisions set forth above are in addition to any defense or indemnity that may be provided to Employee under any contract of insurance, and are not intended to in any way limit, waive or relinquish any right to defense or coverage from a third -party insurer.

Section 16 Bonding

Employer shall bear the full cost of any fidelity or other bonds required of the Employee under any law or ordinance.

Section 17: Notices

Notice pursuant to this Agreement shall be given by depositing in the custody of the United States Postal Service, postage prepaid, addressed as follows:

1) EMPLOYER: City of Gilroy, Attention: Mayor, 7351 Rosanna Street, Gilroy, CA 95020

2) EMPLOYEE: Gabriel Gonzalez, 760 Sandhill Crane Drive, Los Banos, 93635

Alternatively, notice required pursuant to this Agreement may be personally given by hand -delivery to the designated person. Notice shall be deemed given as of the date of personal service or as the date of deposit of such written notice in the course of transmission in the United States Postal Service.

Section 18: General Provisions

A. Integration. This Agreement sets forth and establishes the entire understanding and agreement between the Employer and the Employee relating to the employment of the Employee by the Employer. Any prior discussions or representations by or between the parties are merged into and rendered null and void by this Agreement. The parties by mutual written

Item X.A. City Administrator Appointment 276 FNI AL, AGREEMENT agreement may amend any provision of this agreement during the life of the agreement_ Such amendments shall be incorporated and made a part of this agreement.

B. Binding Effect. This Agreement shall be binding on the Employer and the Employee as well as their heirs, assigns, executors, personal representatives and successors in interest.

C. Severability. The invalidity or partial invalidity of any portion of this Agreement will not affect the validity of any other provision. In the event that any provision of this Agreement is held to be invalid, the remaining provisions shall be deemed to be in full force and effect as if they have been executed by both parties subsequent to the expungement or judicial modification of the invalid provision.

D. This agreement was the subject of negotiation in which each side was advised by professional advisors of his /its own choosing. Accordingly, any presumption that any provision of this agreement should be construed for or against one side or the other is expressly disclaimed.

E. This Agreement is entered into under the laws of the State of California, and venue for any action concerning this Agreement shall be limited to the Superior Court of the County of Santa Clara. The required provisions of California Government Code 53243- 53243.4, which are hereby agreed to and expressly made a part of this Agreement.

Executed at Gilroy, California, on the date and year first above written.

EMPLOYEE: EMPLOYER:

GABRIEL GONZALEZ PERRY WOODWARD, MAYOR

BY- Y

Approved as to Form: ATTEST:

City Attorney City Clerk

Item X.A. City Administrator Appointment 277 City of Gilroy STAFF REPORT

DATE: 2/ 24/2016

TO: Honorable Mayor and City Council Members

FROM: Ed Tewes, Interim City Adminis

SUBJECT: Consensus of Arts Stakeholders for Gilroy Center for the Arts

Recommendation

Consider the report from the Arts Center stakeholders, and establish a schedule for future decisions on the scope and financing of the Arts Center project.

Background

At Council' s direction, City staff convened a group of stakeholders for the purpose of developing a consensus on the scope of the project to be included in updates to the Development Impact Fee Nexus Study. Their feedback is included in the attached report for your review.

In August 2015, Council had considered a staff report on various locations and scope options for the Gilroy Center for the Arts and requested that the arts community first develop a consensus before moving to subsequent steps.

It is clear that the project first identified in 2004 cannot be constructed for the then estimate of 12. 3 million. The consensus from the arts stakeholders is that the Gilroy Center for the Arts should be planned in phases at the current location of the Interim Gilroy Center for the Arts at 7th and Monterey Streets. Arts advocates continue to support the full range of purposes to be served by the project but believe that it need not require razing the existing building and constructing a single large multi -purpose facility. They prefer to make phased improvements to the site which would allow for additional improvements later on.

Item X.B. Community Arts Forum Report 278 The arts stakeholders have requested some additional time to develop consensus on the phases which would allow the City to match expenditures with future revenues, and identify the extent to which the project should be jointly funded by sources other than solely Development Impact Fees.

The schedule for Council decision making would be as follows:

1. By June 2016, receive final report from arts stakeholders on their vision for phasing the project. 2. Summer 2016, Council adopts the revised General Plan and directs city stafffor updates to the infrastructure master plans and the Development Impact Fee Nexus Study. 3. Early 2017, Council imposes revised fees reflecting the number and scope of Public Facilities Projects to be financed from such fees. 4. . Spring.2017, Council adopts next two year budget and long range Capital Improvement Budget requiring a forecast of cash flow to the Public Facilities Fund(PFF) and identifying the portion of the project to be financed from sources other than the PFF. 5. Spring 2017, Council determines the priority of the Arts Center project among all public facilities fee projects, and, if feasible, includes the Gilroy Center for the Arts in the Six Year CIP.

This schedule is highly ambitious and is dependent on the completion of the General Plan 2040 update and expeditious preparation of the subsequent Master Plans. The General Plan establishes the location, amount and timing of growth, which are key factors in determining the projects that can be financed by development impact fees. The more changes proposed by the adopted General Plan, the more changes to the list of projects to be included in the Master Plans. In the light of a possible citizen initiative establishing an Urban Growth Boundary, the Council may need to revisit assumptions about the amount of growth and the amount of development impact fee revenue that can be applied to the Arts Center project.

Item X.B. Community Arts Forum Report 279 POSSIBLE SCENARIOS:

1. Money is the most important criterion. The permanent arts center should be affordable. Since development impact fee money can only be used for a portion of the costs, the fiscal burden borne by the existing community should be the minimal amount necessary to achieve a permanent arts center that is functional, but may be less than ideal. It should be located at a site that is convenient to the public, but cost is the key factor. The Civic Center site provides lower cost land and site preparation costs, and provides an opportunity to benefit from the 5. 4 million available for Civic Center parking_to support the Library. ( New name: " Civic and Cultural Center")

2. Maximizing the potential of downtown is the critical criterion. If the Seventh /Monterey site can provide for a more impactful private project, then the Gilroy Center for the Arts should be prepared to move. The City' s investment in the Seventh /Monterey site ($4.7 million) is an asset of the Arts Center Project and can be liquidated to help pay for a new Arts Center at the Civic Center site. The project scope should be " sized" to fit the site available at the Civic Center or another site yet to be determined. Acquiring that new site may increase the costs of the project, but that is the " price" of maximizing the potential for downtown revitalization.

3. We should not shortchange our vision for a permanent arts center that can distinguish Gilroy in the South County area and maximize the community benefit of a venue for performing and . visual arts. Recognizing that the existing community will have to contribute at least. half the cost, we need to be prepared to go to the voters, make the case, and get approval for a bond -

measure or new tax measure to support the arts. No half measures. If there is not support initially, we need to be prepared to go out a second time. The Center should be' located at a prominent site that is not only convenient to the public, but where there is synergy with other public policy goals such as revitalizing the Downtown. Private donations should be sought in order to establish an endowment for operating funds or for enhancements to the Center that are clearly beyond the means of a public agency.

4. The Arts Center should be built and operated in a way to meet multiple objectives that may not be strictly " arts" related. For example, there is a need for large event space with a full commercial kitchen. The 2004 concept for the Arts Center included the potential for events and conferences, but realistically, art performances, set building, rehearsals, move -ins and move -outs, will limit the usability of the " event" space. Instead, we should build an " Arts and Events" Center that is designed to be fully functional for each use. This might provide an opportunity for private partnerships both for operation and construction of the events space. It might mean a smaller performance space than envisioned in 2004.

5. We should build on the success of the current interim Arts Center and lower our expectations to that which is financially feasible and likely to lead to improved space sooner. The new project should be limited to bringing the current building up to code for expanded occupancy and to building a modest addition with a goal of increasing the useable multipurpose space available for performances and events. This option would lower the required investment from the existing community, but may still need time for the City to set aside sufficient General Fund resources or to seek voter support for a new revenue source.

Item X.B. Community Arts Forum Report 280 Paying for the Gilroy Arts Center

Q: What is the scope and cost of the project for which Development_Impact_ Fees_ are beine collected?

A: 28,000 sq. ft. multi -purpose facility estimated in 2004 to cost $ 12.3 million including land

Q: What is the current estimate of the cost to construct a new 28.000 sq. ft multipurpose facility?

A: A rough estimate provided by AMS Planning and Research is that today' s construction costs would be about $750 /sq. ft. including soft costs, furniture, fixtures and equipment. The parking lot shown in the 2004 concept would cost about $1. 2 million today. If the project was constructed on a new site, additional costs for land acquisition and site clearance would be

incurred.

Today' s cost: Construction costs ( including A &E and FF & E) $ 21, 000,000

Parking (80 spaces) + 1, 200,000

TOTAL = $ 22, 200,000

Q: How much money has been collected in development impact fees for the Arts Center?

A: The Arts Center is one of many projects included in the " Public Facilities impact fee. The Arts Center comprises about 5% of the aggregate Public Facilities program. To date, the amount collected that is attributable to the Arts Center is about $1. 4 million.

Q: How much has been spent on the Arts Center Proiect so far?

A: The City has spent about $4.7 million on site acquisition and clearance, minor improvements,

and studies.

Q: Can development impact fees alone pay for the new Arts Center?

A: No. New development can only pay its fair share of projects needed to mitigate the impacts of growth. The need for an Arts Center is not attributable to new development only. Taken together, all the projects in the Public Facilities Fee category will require that about 1/ 3 of project costs be identified from other sources.

Q: How does the new General Plan affect the Arts Center?

A: Following adoption of the. new General Plan 2040, the City will update the Development Impact Fees to reflect: 1) the planned new growth 2) the impacts to be mitigated by new growth, and 3) updated cost estimates for projects such as the Arts Center. The results of the Arts Roundtable will be used by the City Council to establish the scope and cost of the Arts Center for both the Development Impact Fees and the long range Capital Improvement Budget.

Item X.B. Community Arts Forum Report 281 March 7, 2016

Mayor and City Council

Dear Mayor Woodward and Councilmembers:

In August of 2015, the Council requested that a community meeting be convened to develop consensus on:

The Gilroy Center for the Arts project to be included in any updates to the Development Impact Fee program and Capital Improvement Budget

The Gilroy Center for the Arts project to be evaluated in a business plan for operations and maintenance prior to the actual construction \

On February 10, 2016 the City' s Arts and Culture Commission hosted a forum for community arts stakeholders in lieu of its annual Arts Roundtable event. Although more people were invited and had initially hoped to participate, the meeting was attended by 21 very enthusiastic and creative arts advocates who were indeed able to reach consensus on some initial positions that are intended to be helpful to the Council. In addition, the arts stakeholders have expressed interest in the opportunity to continue working on further details including the possibility of phasing the Gilroy Center for the Arts project. This additional work can be completed in time for the Council' s consideration of the new Development Impact Fee program which will follow the adoption of the General Plan. The stakeholders appreciate that both the current and proposed draft General Plan call for the Center for the Arts to be constructed in the Downtown.

The stakeholders are pleased to report to the Council that there is consensus on the following points:

e The Gilroy Center for the Arts should continue to be planned for the site acquired by the City at Monterey and 7th Street. The Center for the Arts need not wait for one brand new large facility. The Project can be built in phases on the current site.

Y The Gilroy Center for the Arts will be an asset for the benefit of the entire community and will positively contribute to the ongoing revitalization of downtown Gilroy. The retrofitting of the existing Gilroy Center for the Arts in the near term is supported in order to increase occupancy, ensure long range stability, upgrade restrooms and remodel for greater efficiency and accommodate the increasing demand for arts programs, activities and special events. This retrofitted building would then be phased into the total Project. d Subject to more detailed design work, the Gilroy Center for the Arts should be planned and constructed to meet the same objectives agreed to in 2004: namely, to provide a large -scale multi-

Item X.B. Community Arts Forum Report 282 purpose cultural arts facility that can host performing arts, exhibitions, special events, classroom instruction and rehearsals. Initial phases of implementation of this vision should begin as soon as possible, even though it may take longer to assemble both public and private funds for the complete vision to be achieved.

In reaching this consensus the arts stakeholders were mindful of the following:

The cost estimates used in 2002 ($ 12.3 million) are incomplete and out of date. City staff and the art stakeholders realize that to achieve the vision, the project will cost at least $ 20.0 million. The stakeholders would like to meet again to refine the vision and to prepare a sequencing plan which will be helpful in developing a better estimate for purposes of the Development Impact Fee. A business plan must be prepared by the Gilroy Arts Alliance for operations and maintenance of the Gilroy Center for the Arts prior to any retrofitting, upgrades or tenant improvements to ensure continuing sustainability. The Development Impact Fee program alone cannot pay for the entire cost of the Gilroy Center for the Arts project. Other sources of revenue must be identified. As currently established, the impact fee program for Public Facilities requires that, in aggregate, approximately 2/ 3 can be financed by impact fees paid by new private residential and commercial development. And, further we recognize that the cash flow for the Arts Center is dependent on the pace of continued growth. Because the Gilroy Center for the Arts is just one component of the Public Facilities program, Council must forecast future private development activity to estimate revenues, and balance many priorities for such funds.

With Council' s concurrence, arts stakeholders meetings will be scheduled to continue work on the vision regarding the phasing and sequencing of improvements in order to more closely align them . with the cash flow and the City' s Capital Improvement Budget.

Process:

We want to thank the Arts and Culture Commission for allowing the annual Arts Roundtable to be dedicated to this specific assignment from the Council. The Gilroy Foundation supported the effort by providing an outside facilitator for both small table and larger group discussions, and hosting refreshments for the three hour session. The participants were given background on the history of the project, the financial options and the success and limitations of the " interim" Arts Center managed by the Gilroy Arts Alliance. Participants were then asked to critique five different " provocative" scenarios in order to stimulate conversation and creative problem solving. The process led to lively discussion and to the consensus described above.

Attached to our report are the materials /hand -outs available to the participants at the Arts Roundtable to include:

A.program agenda

5 individual scenarios Background on Paying for the Arts Center

Item X.B. Community Arts Forum Report 283 Next Steps:

City staff and arts stakeholders understand that the Development Impact Fee program will not be updated until City Council has first adopted the new General Plan 2040; and further, the next Capital Improvement Budget will not be adopted until the spring of 2017. The stakeholders will continue to work to refine the consensus so that the City Council can use it in making any determinations.

Thank you for soliciting community input. The arts stakeholders are anxious to begin implementation as soon as possible, and are committed to working with City Council to achieve the vision.

Sincerely,

On behalf of the Arts Stakeholders:

Donna Pray, Gilroy Fou

Item X.B. Community Arts Forum Report 284 City of Gilroy STAFF REPORT

DATE: 3/ 1/ 2016

TO: Honorable Mayor and City Council Members

FROM: Ed Tewes, Interim City Admin'

SUBJECT: Impacts of possible citizen initiative to establish a revised Urban Growth Boundary

Recommendation

It is recommended that the Council discuss whether to order the preparation of a report analyzing the possible initiative. If Council supports such an approach, then it should discuss the timing and cost of such a report.

Based on the Council' s deliberations, it may be appropriate to authorize the City Administrator to contract for the preparation of such a report within an established cost parameter.

Background

Three citizens have submitted a Notice of Intent to Circulate a Petition proposing an initiative to amend the City of Gilroy General Plan by revising the current 20 year Planning Boundary and establishing an Urban Growth Boundary which would be in effect until December 31, 2040. With limited exceptions, no development could occur outside the UGB without a separate vote of the people.

It had been anticipated that the initiative proponents would have been authorized to begin signature gathering by the date of tonight' s meeting, March 7; however, the initial Notice was withdrawn and a new one filed on February 26, 2016. The City Attorney has fifteen days from

Item X.C. Citizen Initiative 285 then to prepare a title and summary of the initiative which must then be published before signature gathering can begin.

Section 9212 of the Elections Code ( attached) provides the Council the opportunity to order the preparation of a public report analyzing ,the impacts of the proposal on the City' s finances, consistency with planning and housing goals, and other issues as requested by the Council. On its face, the possible initiative would significantly modify the existing General Plan necessitating revisions to the various infrastructure master plans and the development impact fees which pay for infrastructure required to serve new growth. Similarly, the possible initiative would significantly change the assumptions embodied in the draft General Plan 2040 update; and, if it qualifies for the ballot, it may lead the Council to delay adoption of the General Plan update. Certainly, the General Plan Advisory Committee would have recommended a different General Plan had it known that a hard and fast UGB line was to be implemented.

Because the possible initiative was drafted by its proponents without benefit of open public meetings, environmental or fiscal analysis, a 9212 report is the best vehicle for identifying the potential impacts of the proposal, and making those findings available to the community during the circulation period.

Staff has contacted planning firms who might be interested in contracting to prepare such a report. Their availability and costs depend in part on the expected schedule for filing the completed or interim reports.

Financial Impact

To provide for a comprehensive, objective, and timely analysis of the impacts of the possible initiative, it is suggested that the report be prepared by qualified consultants. The cost could be as much as $ 50,000.

The City Council has previously authorized and appropriated sufficient funds to complete the General Plan update, and it would be possible to use those funds to complete the 9212 report since the initiative would so fundamentally alter the draft General Plan. If the initiative does not qualify for the ballot, or is defeated at an election, the Council may need to provide an additional appropriation to complete the General Plan update.

Item X.C. Citizen Initiative 286 California Elections Code

Excerpt

Section 9212

a) During the circulation of the petition, or before taking either action described in subdivisions ( a) and ( b) of Section 9214, or Section 9215, the legislative body may refer the proposed initiative measure to any city agency or agencies for a report on any or all of the following:

1) Its fiscal impact.

2) Its effect on the internal consistency of the city' s general and specific plans, including the housing element, the consistency between planning and zoning, and the limitations on city actions under Section 65008 of the Government Code and Chapters 4. 2 ( commencing with Section 65913) and 4. 3 ( commencing with Section 65915) of Division 1 of Title 7 of the Government Code.

3) Its effect on the use of land, the impact on the availability and location of housing, and the ability of the city to meet its regional housing needs.

4) Its impact on funding for infrastructure of all types, including, but not limited to, transportation, schools, parks, and open space. The report may also discuss whether the measure would be likely to result in increased infrastructure costs or savings, including the costs of infrastructure maintenance, to current residents and businesses.

5) Its impact on the community' s ability to attract and retain business and employment.

6) Its impact on the uses of vacant parcels of land..

7) Its impact on agricultural lands, open space, traffic congestion, existing business districts, and developed areas designated for revitalization.

8) Any other matters the legislative body requests to be in the report.

b) The report shall be presented to the legislative body within the time prescribed by the legislative body, but no later than 30 days after the elections official certifies to the legislative body the sufficiency of the petition.

Item X.C. Citizen Initiative 287