Categories for Matters Subject to Governance Committee Action. Matters for consideration, consultation, decision, or recommendation by the Governance Committee shall be divided among the following three categories as follows: 1) This matter concerns the “GWR Recommendation,” which specifically is whether Cal-Am shall: (i) pursue a water purchase agreement with the MRWPCA for the purchase of water from the GWR Project, and consequently Cal-Am shall develop a smaller desalination facility with a capacity of approximately 6.4 MGD; or (ii) forgo the pursuit of a water purchase agreement with MRWPCA for the GWR Project, and consequently Cal-Am shall develop a larger desalination facility with a capacity of approximately 9.6 MGD. If the GWR Recommendation becomes ripe for decision before a CPCN is issued upon Application A.00-00-000, the Governance Committee shall not issue any binding decision concerning the GWR Recommendation. If the GWR Recommendation becomes ripe for decision after a CPCN is issued upon Application A.12-04- 019, the Governance Committee shall decide whether Cal-Am shall adopt the GWR Project or not, which decision shall then be subject to CPUC approval or rejection pursuant the procedure specified herein. The Governance Committee shall make this decision based upon the criteria attached hereto as Exhibit A. The decision shall be made within sixty (60) calendar days from the Cal-Am Notification concerning this matter. The decision issued by the Governance Committee shall be submitted by Cal-Am to the CPUC for approval or rejection pursuant to a Tier 2 Advice Letter (or at the direction of the CPUC, an alternate form of submission) within ten (10) calendar days of the decision’s issuance by the Governance Committee for the CPUC’s review and approval. 2) Select a Certified Value Engineer (to facilitate and report on the proposed value engineering for the Desalination Project), with consideration given to any recommended engineer submitted by any member of the Governance Committee; 3) Subsequent to the issuance of the CPCN and subsequent to the selection of the design-build contractor for the Desalination Project, issue decisions concerning the Desalination Project’s aesthetics consistent with community values, if the decision would in the opinion of the design- build contractor, have no adverse financial impact on the cost of the Desalination Project; and 4) Subsequent to the issuance of the CPCN and subsequent to the selection of the design-build contractor for the Desalination Project, issue decisions concerning procurement of alternative (non-PG&E) energy supplies for the Desalination Project, including waste-to-energy, so long as such decisions result in lowering the Desalination Project’s estimated unit price for power. 1) Recommend qualifications and selection criteria for the Contracts not previously executed for the Project; 2) Recommend which professionals to be retained under the Contracts after review and evaluation of proposals from qualified contractors for the Contracts. The Governance Committee and its members shall maintain the confidentiality of all proposals, bids, [and other documents] [Need to address confidentiality concers]]; 3) Review and issue recommendations concerning significant changes to the Project at key stages of the design process, including: • Basis of Design • 30% Design • 60% Design • Value Engineering • 90% Design, and • Final Design As used in this paragraph, significant changes to the Project shall include 4) Establish a community outreach program, including a plan and budget for community outreach to be included within the CPCN, and issue decisions concerning the same; 5) Recommend the Desalination Project’s aesthetic attributes and design consistent with community values if not covered by Section A(3) above; 6) Coordinate with Cal-Am with respect to resolution of issues concerning the use of the MRWPCA’s ocean outfall and issue recommendations concerning the same; 7) Review and recommend whether to adopt any value engineering recommendations issued by the Value Engineer; 8) Review and recommend whether to approve any major change order pertaining to any component or components of the Desalination Project, if the change order exceeds $1 million; and 1) Cal-Am shall monitor the design, engineering, and permitting of all elements of the Desalination Project, and report on such monitoring to the Governance Committee on a quarterly basis. The Governance Committee shall discuss Cal-Am’s quarterly report and issue recommendations to Cal-Am pertaining to the Desalination Project; 2) Review contract terms relating to the Contracts. [Cal-Am deletes “financial contracts”. Cal-Am limits to construction contracts – Cal Am recommends that if there are terms the public agencies believe should be in the financial contracts then the public agencies should recommend such terms in their CPUC testimony, but Cal-Am does not intend to negotiate terms for financial contracts, which it states are largely preset by CPUC, SRF terms, or American Water for American Water debt. Requires further discussion.]; 3) Preparation and quarterly update of an overall construction budget for the Desalination Project; 4) Review and acceptance of a detailed plan for acceptance testing, including follow-up reporting; 5) Annually review the Desalination Project operations and maintenance budget and rate impacts; and 6) Coordinate with Cal-Am with respect to local and regional permit requirements. 7) [Cal-AM adds “Provide the Governance Committee with quarterly progress reports during major design milestones (i.e., 30% design, 60% design, 90% design, and final design) and information on any material challenges to the Project Design.”]
Appears in 1 contract
Samples: Governance Committee Agreement
Categories for Matters Subject to Governance Committee Action. Matters for consideration, consultation, decision, or recommendation by the Governance Committee shall be divided among the following three categories as follows:
1) . This matter concerns the “GWR Recommendation,” which specifically is whether Cal-Am shall:
: (i) pursue a water purchase agreement with the MRWPCA agreement, acceptable to Cal-Am, for the purchase of water from the GWR Project, and consequently Cal-Am shall develop a smaller desalination facility Desalination Infrastructure with a capacity of approximately 6.4 MGDMGD (or as specified in the CPCN); or (ii) forgo the pursuit of a water purchase agreement with MRWPCA for the GWR Project, and consequently Cal-Am shall develop a larger desalination facility Desalination Infrastructure with a capacity of approximately 9.6 MGDMGD (or as specified in the CPCN). If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, before a CPCN is issued upon Application A.00-00-000, the Governance Committee shall not issue any binding decision recommendation concerning the GWR Recommendation. If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, after a CPCN is issued upon Application A.12-04- A.12 -04- 019, the Governance Committee shall decide whether to recommend that Cal-Am shall adopt pursue the GWR Project or notnot (as set forth above), which decision recommendation shall then be subject to CPUC approval or rejection pursuant to the procedure specified herein. The Governance Committee shall make this decision recommendation based upon criteria to be mutually-agreed to by the criteria attached hereto Parties, negotiating in good-faith, after the execution of this Agreement. The GWR Recommendation shall become ripe for a recommendation to be made by the Governance Committee (i) no earlier than the date Cal-Am accepts the 30% Design from the contractor retained for the design of the Desalination Infrastructure, (ii) no later than that date upon which Cal-Am is prepared to issue a notice to proceed to a contractor to commence construction of the Desalination Infrastructure, (iii) after the CEQA lead agency has certified the environmental impact report for the GWR Project and approved the GWR Project (approval conditioned on the execution of a water purchase agreement, acceptable to the CEQA lead agency, and approval of the GWR Project by the CPUC and the Governance Committee, shall satisfy this provision), and (iv) while there is sufficient time for the GWR Recommendation to be made and for the CPUC to review and approve that recommendation, without otherwise delaying the Project. Notwithstanding the provisions of subsection (i) of this paragraph, if the 30% Design from the contractor retained for the design of the Desalination Infrastructure has not been accepted by Cal-Am at such time as Exhibit A. the CEQA lead agency has certified the environmental impact report for the GWR Project and approved the GWR Project (approval conditioned on the execution of a water purchase agreement, acceptable to the CEQA lead agency, and approval of the GWR Project by the CPUC and the Governance Committee, shall satisfy this provision), subsection (i) shall be deemed satisfied for purposes of ripeness of the GWR Recommendation if the Governance Committee issues to Cal-Am a written notice that it is prepared to proceed with the GWR recommendation. For the purposes of this paragraph, the CEQA lead agency may be deemed to have “approved the GWR Project” even if such approval requires the following conditions to be fulfilled subsequent to adopting a resolution approving the GWR Project but prior to CEQA lead agency issuing a notice to proceed to a contractor to construct the GWR Project: (a) execution of a water purchase agreement that is acceptable to all parties thereto; (b) the Governance Committee has issued the GWR Recommendation in favor of inclusion of the GWR Project as a component of the Project, (bc) Cal-Am receivinghas received all necessary approvals from the CPUC to purchase water from the GWR Project; (c) the Governance Committee approving the GWR Project, or (d) any combination of (a) through (c). The decision GWR Recommendation shall be made by the Governance Committee, in writing with an explanation of the reasons for its decision, within sixty (60) calendar days from following receipt of the Cal-Am Notification concerning this matter. The decision recommendation issued by the Governance Committee shall be submitted by Cal-Am to the CPUC for approval or rejection pursuant to a Tier 2 Advice Letter (or at the direction of the CPUC, an alternate form of submission) within ten (10) calendar days following issuance of the decision’s issuance GWR Recommendation by the Governance Committee for the CPUC’s review and approval. To avoid undue delay of the Project, and notwithstanding the ripeness of the GWR Recommendation as described above, if on the date that is ninety (90) days prior to the date upon which Cal-Am anticipates being prepared to issue a notice to proceed to a contractor to commence construction of the Desalination Infrastructure, no public agency has issued a resolution or order that declares that it is prepared to issue a notice to proceed to a contractor to commence construction of the GWR Project (a declaration of preparedness to proceed conditioned on the execution of a water purchase agreement, acceptable to the CEQA lead agency, and approval of the GWR Project by the CPUC and the Governance Committee, shall satisfy this provision), then Cal-Am may make the decision with respect to the GWR Recommendation, in its sole discretion, without soliciting or obtaining the GWR Recommendation from the Governance Committee. A resolution or order by a public agency stating that it is prepared to issue a notice to proceed may be deemed to be effective even if such resolution or order requires the following conditions to be satisfied after adopting the resolution or order but prior to the public agency issuing a notice to proceed to a contractor to construct the GWR Project: (a) execution of a water purchase agreement that is acceptable to all parties thereto; (b) the Governance Committee has issued the GWR Recommendation in favor of inclusion of the GWR Project as a component of the Project, (c) Cal-Am has received all necessary approvals from the CPUC to purchase water from the GWR Project(b) Cal-Am receiving all necessary approvals from the CPUC to purchase water from the GWR Project; (c) the Governance Committee approving the GWR Project,; or (d) any combination of (a) through (c).
2. The Governance Committee shall select a Value Engineer(s) Select a Certified Value Engineer (to facilitate and report on the proposed value engineering for the Desalination Project), with consideration given to any recommended engineer submitted by any member of the Governance Committee;. Cal-Am shall conduct the procurement for the Value Engineer and, consistent with the processes set forth in Categories B(1), B(2) and C(2) relating to Contracts, seek recommendations from the Governance Committee for the contract between Cal-Am and the Value Engineer. After reviewing the results of the procurement process, the Governance Committee shall decide which engineer is to be retained by Cal-Am as the Value Engineer for the Desalination Project. This matter shall be ripe for decision before Cal-Am accepts the 30% Design from the contractor retained for the design of the Desalination Infrastructure, or at any other time that Cal-Am intends to retain a Value Engineer for any other infrastructure constructed as a component of the Desalination Project.
3) . Subsequent to the issuance of the CPCN and subsequent to the selection of the any design-build contractor contractor(s) for the Desalination Infrastructure, the Governance Committee may issue decisions concerning architectural renderings for the Desalination Project. The Governance Committee shall be presented with architectural renderings for decisions regarding the same when such architectural renderings are complete and upon any subsequent modifications thereto. The Governance Committee may also, issue decisions concerning in its discretion, appoint a representative to consult with Cal -Am regarding other external features or aesthetics of the Desalination Project. Upon a determination of the Governance Committee or its representative, the Governance Committee’s representative and Cal-Am shall present to the Governance Committee options pertaining to the Desalination Project’s aesthetics consistent with community valuesexternal feature or aesthetics, upon which the Governance Committee may decide which option to pursue. Notwithstanding any provision of this paragraph, the Governance Committee may not issue a binding decision concerning the Desalination Infrastructure’s architectural renderings, or the Desalination Project’s external features or aesthetics, if the decision would in the opinion of the design- design-build contractor, have no adverse financial impact on increase the capital or operational cost of the Desalination Project; andInfrastructure.
4) . Subsequent to the issuance of the CPCN and subsequent to CPCN, the selection of the design-build contractor for the Desalination Project, Governance Committee may issue decisions concerning procurement of alternative (non-PG&EPacific Gas & Electric) energy supplies for the Desalination ProjectInfrastructure, including but not limited to waste-to-energy, so long as such decisions result in lowering the Desalination ProjectInfrastructure’s estimated unit price for power. This matter shall be ripe for decision at any time a formal written proposal concerning alternative power is presented by one or more of the Parties for consideration.
1) Recommend . Prior to the issuance of a request for qualifications, request for proposals, or request for bids, as applicable, relating to the procurement of a Contract, the Governance Committee may recommend qualifications and selection criteria for the Contracts not previously executed for the Project;such Contract.
2. Prior to the execution of any Contract not executed on or before the date that is thirty (30) Recommend calendar days after the effective date of this Agreement, and upon presentation and recommendation by Cal-Am to the Governance Committee after Cal-Am has reviewed and evaluated proposals or bids, as applicable, and negotiated with the contractor a Contract that, in the opinion of Cal- Am, is ready for execution by and between Cal-Am and the contractor, the Governance Committee may recommend which professionals to contractor should be retained under the Contracts after review Contract, and evaluation issue any recommendations concerning the terms of the final Contract. When presenting a Contract to the Governance Committee for its consideration and recommendation, Cal-Am shall provide to the Governance Committee a copy of all responsive proposals from qualified contractors or bids received for the Contractspertinent work, except for any proprietary information provided by contractors submitting responsive proposals or bids, together with a written description of the process Cal-Am undertook to select a recommended Contractor, a summary of the considerations that Cal-Am deems pertinent to support its recommendation, and any other information that Cal-Am believes will assist the Governance Committee in its review of the recommended Contract and contractor.
3. The Governance Committee and its members shall maintain the confidentiality of all proposals, bids, [and other documents] [Need to address confidentiality concers]];
3) Review may review and issue recommendations concerning significant major changes to the Desalination Project at key stages of the design process, including: • Basis of Design • 30% Design • 60% Design • Value Engineering • 90% Design, and • Final Design As used in this paragraph, significant major changes to the Project shall includeinclude changes causing an increase or decrease in costs of the Desalination Project that exceed $1 million.
4) Establish . The Governance Committee may issue recommendations concerning the establishment of a community outreach program, including a plan and budget for community outreach to be included within the CPCN, and issue decisions concerning the same;.
5) Recommend . The Governance Committee may recommend the Desalination Project’s aesthetic attributes and design consistent with community values if not covered by Section Category A(3) above;
6) Coordinate . The Governance Committee may coordinate with Cal-Am with respect and recommend solutions to resolution of issues concerning the use of the MRWPCA’s ocean outfall and issue recommendations concerning the sameBrine Discharge Infrastructure;
7) Review . The Governance Committee may review and recommend whether to adopt any value engineering recommendations issued by the Value Engineer;
8) Review 8. The Governance Committee may review and recommend whether to approve any major change order pertaining to any component or components of the Desalination Project, if the change order exceeds $1 million; and
1) Cal-Am shall monitor the design, engineering, and permitting of all elements of the Desalination Project, and report on such monitoring to the Governance Committee on a quarterly basis. The Governance Committee shall discuss Cal-Am’s quarterly report and issue recommendations to Cal-Am pertaining to the Desalination Project;
2) Review contract terms relating to the Contracts. [Cal-Am deletes “financial contracts”. Cal-Am limits to construction contracts – Cal Am recommends that if there are terms the public agencies believe should be in the financial contracts then the public agencies should recommend such terms in their CPUC testimony, but Cal-Am does not intend to negotiate terms for financial contracts, which it states are largely preset by CPUC, SRF terms, or American Water for American Water debt. Requires further discussion.];
3) Preparation and quarterly update of an overall construction budget for the Desalination Project;
4) Review and acceptance of a detailed plan for acceptance testing, including follow-up reporting;
5) Annually review the Desalination Project operations and maintenance budget and rate impacts; and
6) Coordinate with Cal-Am with respect to local and regional permit requirements.
7) [Cal-AM adds “Provide the Governance Committee with quarterly progress reports during major design milestones (i.e., 30% design, 60% design, 90% design, and final design) and information on any material challenges to the Project Design.”]
Appears in 1 contract
Samples: Governance Committee Agreement
Categories for Matters Subject to Governance Committee Action. Matters for consideration, consultation, decision, or recommendation by the Governance Committee shall be divided among the following three categories as follows:
1) . This matter concerns the “GWR Recommendation,” which specifically is whether Cal-Am shall:
: (i) pursue a water purchase agreement with the MRWPCA agreement, acceptable to Cal-Am, for the purchase of water from the GWR Project, and consequently Cal-Am shall develop a smaller desalination facility Desalination Infrastructure with a capacity of approximately 6.4 MGDMGD (or as specified in the CPCN); or (ii) forgo the pursuit of a water purchase agreement with MRWPCA for the GWR Project, and consequently Cal-Am shall develop a larger desalination facility Desalination Infrastructure with a capacity of approximately 9.6 MGDMGD (or as specified in the CPCN). If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, before a CPCN is issued upon Application A.00-00-000, the Governance Committee shall not issue any binding decision recommendation concerning the GWR Recommendation. If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, after a CPCN is issued upon Application A.12-04- 019, the Governance Committee shall decide whether to recommend that Cal-Am shall adopt pursue the GWR Project or notnot (as set forth above), which decision recommendation shall then be subject to CPUC approval or rejection pursuant to the procedure specified herein. The Governance Committee shall make this decision recommendation based upon criteria to be mutually-agreed to by the criteria attached hereto as Exhibit A. Parties, negotiating in good-faith, after the execution of this Agreement. The decision GWR Recommendation shall become ripe for a recommendation to be made by the Governance Committee (i) no earlier than the date Cal-Am accepts the 30% Design from the contractor retained for the design of the Desalination Infrastructure, (ii) no later than that date upon which Cal-Am is prepared to issue a notice to proceed to a contractor to commence construction of the Desalination Infrastructure, (iii) after the CEQA lead agency has certified the environmental impact report for the GWR Project and approved the GWR Project, and (iv) while there is sufficient time for the GWR Recommendation to be made and for the CPUC to review and approve that recommendation, without otherwise delaying the Project. The GWR Recommendation shall be made by the Governance Committee, in writing with an explanation of the reasons for its decision, within sixty (60) calendar days from following receipt of the Cal-Am Notification concerning this matter. The decision recommendation issued by the Governance Committee shall be submitted by Cal-Am to the CPUC for approval or rejection pursuant to a Tier 2 Advice Letter (or at the direction of the CPUC, an alternate form of submission) within ten (10) calendar days following issuance of the decision’s issuance GWR Recommendation by the Governance Committee for the CPUC’s review and approval. To avoid undue delay of the Project, and notwithstanding the ripeness of the GWR Recommendation as described above, if on the date that is ninety (90) days prior to the date upon which Cal-Am anticipates being prepared to issue a notice to proceed to a contractor to commence construction of the Desalination Infrastructure, no public agency has issued a resolution or order that declares that it is prepared to issue a notice to proceed to a contractor to commence construction of the GWR Project, then Cal-Am may make the decision with respect to the GWR Recommendation, in its sole discretion, without soliciting or obtaining the GWR Recommendation from the Governance Committee.
2. The Governance Committee shall select a Value Engineer(s) Select a Certified Value Engineer (to facilitate and report on the proposed value engineering for the Desalination Project), with consideration given to any recommended engineer submitted by any member of the Governance Committee;. Cal-Am shall conduct the procurement for the Value Engineer and, consistent with the processes set forth in Categories B(1), B(2) and C(2) relating to Contracts, seek recommendations from the Governance Committee for the contract between Cal-Am and the Value Engineer. After reviewing the results of the procurement process, the Governance Committee shall decide which engineer is to be retained by Cal-Am as the Value Engineer for the Desalination Project. This matter shall be ripe for decision before Cal-Am accepts the 30% Design from the contractor retained for the design of the Desalination Infrastructure, or at any other time that Cal-Am intends to retain a Value Engineer for any other infrastructure constructed as a component of the Desalination Project.
3) . Subsequent to the issuance of the CPCN and subsequent to the selection of the any design-build contractor contractor(s) for the Desalination Infrastructure, the Governance Committee may issue decisions concerning architectural renderings for the Desalination Project. The Governance Committee shall be presented with architectural renderings for decisions regarding the same when such architectural renderings are complete and upon any subsequent modifications thereto. The Governance Committee may also, issue decisions concerning in its discretion, appoint a representative to consult with Cal-Am regarding other external features or aesthetics of the Desalination Project. Upon a determination of the Governance Committee or its representative, the Governance Committee’s representative and Cal-Am shall present to the Governance Committee options pertaining to the Desalination Project’s aesthetics consistent with community valuesexternal feature or aesthetics, upon which the Governance Committee may decide which option to pursue. Notwithstanding any provision of this paragraph, the Governance Committee may not issue a binding decision concerning the Desalination Infrastructure’s architectural renderings, or the Desalination Project’s external features or aesthetics, if the decision would in the opinion of the design- design-build contractor, have no adverse financial impact on increase the capital or operational cost of the Desalination Project; andInfrastructure.
4) . Subsequent to the issuance of the CPCN and subsequent to CPCN, the selection of the design-build contractor for the Desalination Project, Governance Committee may issue decisions concerning procurement of alternative (non-PG&EPacific Gas & Electric) energy supplies for the Desalination ProjectInfrastructure, including but not limited to waste-to-energy, so long as such decisions result in lowering the Desalination ProjectInfrastructure’s estimated unit price for power. This matter shall be ripe for decision at any time a formal written proposal concerning alternative power is presented by one or more of the Parties for consideration.
1) Recommend . Prior to the issuance of a request for qualifications, request for proposals, or request for bids, as applicable, relating to the procurement of a Contract, the Governance Committee may recommend qualifications and selection criteria for the Contracts not previously executed for the Project;such Contract.
2. Prior to the execution of any Contract not executed on or before the date that is thirty (30) Recommend calendar days after the effective date of this Agreement, and upon presentation and recommendation by Cal-Am to the Governance Committee after Cal-Am has reviewed and evaluated proposals or bids, as applicable, and negotiated with the contractor a Contract that, in the opinion of Cal- Am, is ready for execution by and between Cal-Am and the contractor, the Governance Committee may recommend which professionals to contractor should be retained under the Contracts after review Contract, and evaluation issue any recommendations concerning the terms of the final Contract. When presenting a Contract to the Governance Committee for its consideration and recommendation, Cal-Am shall provide to the Governance Committee a copy of all responsive proposals from qualified contractors or bids received for the Contractspertinent work, except for any proprietary information provided by contractors submitting responsive proposals or bids, together with a written description of the process Cal-Am undertook to select a recommended Contractor, a summary of the considerations that Cal-Am deems pertinent to support its recommendation, and any other information that Cal-Am believes will assist the Governance Committee in its review of the recommended Contract and contractor.
3. The Governance Committee and its members shall maintain the confidentiality of all proposals, bids, [and other documents] [Need to address confidentiality concers]];
3) Review may review and issue recommendations concerning significant major changes to the Desalination Project at key stages of the design process, including: • Basis of Design • 30% Design • 60% Design • Value Engineering • 90% Design, and • Final Design As used in this paragraph, significant major changes to the Project shall includeinclude changes causing an increase or decrease in costs of the Desalination Project that exceed $1 million.
4) Establish . The Governance Committee may issue recommendations concerning the establishment of a community outreach program, including a plan and budget for community outreach to be included within the CPCN, and issue decisions concerning the same;.
5) Recommend . The Governance Committee may recommend the Desalination Project’s aesthetic attributes and design consistent with community values if not covered by Section Category A(3) above;
6) Coordinate . The Governance Committee may coordinate with Cal-Am with respect and recommend solutions to resolution of issues concerning the use of the MRWPCA’s ocean outfall and issue recommendations concerning the sameBrine Discharge Infrastructure;
7) Review . The Governance Committee may review and recommend whether to adopt any value engineering recommendations issued by the Value Engineer;
8) Review 8. The Governance Committee may review and recommend whether to approve any major change order pertaining to any component or components of the Desalination Project, if the change order exceeds $1 million; and
1) Cal-Am shall monitor the design, engineering, and permitting of all elements of the Desalination Project, and report on such monitoring to the Governance Committee on a quarterly basis. The Governance Committee shall discuss Cal-Am’s quarterly report and issue recommendations to Cal-Am pertaining to the Desalination Project;
2) Review contract terms relating to the Contracts. [Cal-Am deletes “financial contracts”. Cal-Am limits to construction contracts – Cal Am recommends that if there are terms the public agencies believe should be in the financial contracts then the public agencies should recommend such terms in their CPUC testimony, but Cal-Am does not intend to negotiate terms for financial contracts, which it states are largely preset by CPUC, SRF terms, or American Water for American Water debt. Requires further discussion.];
3) Preparation and quarterly update of an overall construction budget for the Desalination Project;
4) Review and acceptance of a detailed plan for acceptance testing, including follow-up reporting;
5) Annually review the Desalination Project operations and maintenance budget and rate impacts; and
6) Coordinate with Cal-Am with respect to local and regional permit requirements.
7) [Cal-AM adds “Provide the Governance Committee with quarterly progress reports during major design milestones (i.e., 30% design, 60% design, 90% design, and final design) and information on any material challenges to the Project Design.”]
Appears in 1 contract
Samples: Governance Committee Agreement
Categories for Matters Subject to Governance Committee Action. Matters for consideration, consultation, decision, or recommendation by the Governance Committee shall be divided among the following three categories as follows:
1) . This matter concerns the “GWR Recommendation,” which specifically is whether Cal-Am shall:
: (i) pursue a water purchase agreement with the MRWPCA agreement, acceptable to Cal-Am, for the purchase of water from the GWR Project, and consequently Cal-Am shall develop a smaller desalination facility Desalination Infrastructure with a capacity of approximately 6.4 MGDMGD (or as specified in the CPCN); or (ii) forgo the pursuit of a water purchase agreement with MRWPCA for the GWR Project, and consequently Cal-Am shall develop a larger desalination facility Desalination Infrastructure with a capacity of approximately 9.6 MGDMGD (or as specified in the CPCN). If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, before a CPCN is issued upon Application A.00-00-000, the Governance Committee shall not issue any binding decision recommendation concerning the GWR Recommendation. If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, after a CPCN is issued upon Application A.12-04- 019, the Governance Committee shall decide whether to recommend that Cal-Am shall adopt pursue the GWR Project or notnot (as set forth above), which decision recommendation shall then be subject to CPUC approval or rejection pursuant to the procedure specified herein. The Governance Committee shall make this decision recommendation based upon criteria to be mutually-agreed to by the criteria attached hereto as Exhibit A. Parties, negotiating in good-faith, after the execution of this Agreement. The decision GWR Recommendation shall become ripe for a recommendation to be made by the Governance Committee (i) no earlier than the date Cal-Am accepts the 30% Design from the contractor retained for the design of the Desalination Infrastructure, (ii) no later than that date upon which Cal-Am is prepared to issue a notice to proceed to a contractor to commence construction of the Desalination Infrastructure, (iii) after the CEQA lead agency has certified the environmental impact report for the GWR Project and approved the GWR Project, and (iv) while there is sufficient time for the GWR Recommendation to be made and for the CPUC to review and approve that recommendation, without otherwise delaying the Project. The GWR Recommendation shall be made by the Governance Committee, in writing with an explanation of the reasons for its decision, within sixty (60) calendar days from following receipt of the Cal-Am Notification concerning this matter. The decision recommendation issued by the Governance Committee shall be submitted by Cal-Am to the CPUC for approval or rejection pursuant to a Tier 2 Advice Letter (or at the direction of the CPUC, an alternate form of submission) within ten (10) calendar days following issuance of the decision’s issuance GWR Recommendation by the Governance Committee for the CPUC’s review and approval. To avoid undue delay of the Project, and notwithstanding the ripeness of the GWR Recommendation as described above, if on the date that is ninety (90) days prior to the date upon which Cal-Am anticipates being prepared to issue a notice to proceed to a contractor to commence construction of the Desalination Infrastructure, no public agency has issued a resolution or order that declares that it is prepared to issue a notice to proceed to a contractor to commence construction of the GWR Project, then Cal-Am may make the decision with respect to the GWR Recommendation, in its sole discretion, without soliciting or obtaining the GWR Recommendation from the Governance Committee.
2. The Governance Committee shall select a Value Engineer(s) Select a Certified Value Engineer (to facilitate and report on the proposed value engineering for the Desalination Project), with consideration given to any Execution Copy – March 8, 2013 recommended engineer submitted by any member of the Governance Committee;. Cal-Am shall conduct the procurement for the Value Engineer and, consistent with the processes set forth in Categories B(1), B(2) and C(2) relating to Contracts, seek recommendations from the Governance Committee for the contract between Cal-Am and the Value Engineer. After reviewing the results of the procurement process, the Governance Committee shall decide which engineer is to be retained by Cal-Am as the Value Engineer for the Desalination Project. This matter shall be ripe for decision before Cal-Am accepts the 30% Design from the contractor retained for the design of the Desalination Infrastructure, or at any other time that Cal-Am intends to retain a Value Engineer for any other infrastructure constructed as a component of the Desalination Project.
3) . Subsequent to the issuance of the CPCN and subsequent to the selection of the any design-build contractor contractor(s) for the Desalination Infrastructure, the Governance Committee may issue decisions concerning architectural renderings for the Desalination Project. The Governance Committee shall be presented with architectural renderings for decisions regarding the same when such architectural renderings are complete and upon any subsequent modifications thereto. The Governance Committee may also, issue decisions concerning in its discretion, appoint a representative to consult with Cal-Am regarding other external features or aesthetics of the Desalination Project. Upon a determination of the Governance Committee or its representative, the Governance Committee’s representative and Cal-Am shall present to the Governance Committee options pertaining to the Desalination Project’s aesthetics consistent with community valuesexternal feature or aesthetics, upon which the Governance Committee may decide which option to pursue. Notwithstanding any provision of this paragraph, the Governance Committee may not issue a binding decision concerning the Desalination Infrastructure’s architectural renderings, or the Desalination Project’s external features or aesthetics, if the decision would in the opinion of the design- design-build contractor, have no adverse financial impact on increase the capital or operational cost of the Desalination Project; andInfrastructure.
4) . Subsequent to the issuance of the CPCN and subsequent to CPCN, the selection of the design-build contractor for the Desalination Project, Governance Committee may issue decisions concerning procurement of alternative (non-PG&EPacific Gas & Electric) energy supplies for the Desalination ProjectInfrastructure, including but not limited to waste-to-energy, so long as such decisions result in lowering the Desalination ProjectInfrastructure’s estimated unit price for power. This matter shall be ripe for decision at any time a formal written proposal concerning alternative power is presented by one or more of the Parties for consideration.
1) Recommend . Prior to the issuance of a request for qualifications, request for proposals, or request for bids, as applicable, relating to the procurement of a Contract, the Governance Committee may recommend qualifications and selection criteria for the Contracts not previously executed for the Project;such Contract.
2. Prior to the execution of any Contract not executed on or before the date that is thirty (30) Recommend calendar days after the effective date of this Agreement, and upon presentation and recommendation by Cal-Am to the Governance Committee after Cal-Am has reviewed and evaluated proposals or bids, as applicable, and negotiated with the contractor a Contract that, in the opinion of Cal- Am, is ready for execution by and between Cal-Am and the contractor, the Governance Committee may recommend which professionals to contractor should be retained under the Contracts after review Contract, and evaluation issue any recommendations concerning the terms of the final Contract. When presenting a Contract to the Governance Committee for its consideration and recommendation, Cal-Am shall provide to the Governance Committee a copy of all responsive proposals from qualified contractors or bids received for the Contractspertinent work, except for any proprietary information provided by contractors submitting responsive proposals or bids, together with a written description of the process Cal-Am undertook to select a recommended Contractor, a summary of the considerations that Cal-Am deems pertinent to support its recommendation, and any other information that Cal-Am believes will assist the Governance Committee in its review of the recommended Contract and contractor.
3. The Governance Committee and its members shall maintain the confidentiality of all proposals, bids, [and other documents] [Need to address confidentiality concers]];
3) Review may review and issue recommendations concerning significant major changes to the Desalination Project at key stages of the design process, including: • Basis of Design Execution Copy – March 8, 2013 • 30% Design • 60% Design • Value Engineering • 90% Design, and • Final Design As used in this paragraph, significant major changes to the Project shall includeinclude changes causing an increase or decrease in costs of the Desalination Project that exceed $1 million.
4) Establish . The Governance Committee may issue recommendations concerning the establishment of a community outreach program, including a plan and budget for community outreach to be included within the CPCN, and issue decisions concerning the same;.
5) Recommend . The Governance Committee may recommend the Desalination Project’s aesthetic attributes and design consistent with community values if not covered by Section Category A(3) above;
6) Coordinate . The Governance Committee may coordinate with Cal-Am with respect and recommend solutions to resolution of issues concerning the use of the MRWPCA’s ocean outfall and issue recommendations concerning the sameBrine Discharge Infrastructure;
7) Review . The Governance Committee may review and recommend whether to adopt any value engineering recommendations issued by the Value Engineer;
8) Review 8. The Governance Committee may review and recommend whether to approve any major change order pertaining to any component or components of the Desalination Project, if the change order exceeds $1 million; and
1) Cal-Am shall monitor the design, engineering, and permitting of all elements of the Desalination Project, and report on such monitoring to the Governance Committee on a quarterly basis. The Governance Committee shall discuss Cal-Am’s quarterly report and issue recommendations to Cal-Am pertaining to the Desalination Project;
2) Review contract terms relating to the Contracts. [Cal-Am deletes “financial contracts”. Cal-Am limits to construction contracts – Cal Am recommends that if there are terms the public agencies believe should be in the financial contracts then the public agencies should recommend such terms in their CPUC testimony, but Cal-Am does not intend to negotiate terms for financial contracts, which it states are largely preset by CPUC, SRF terms, or American Water for American Water debt. Requires further discussion.];
3) Preparation and quarterly update of an overall construction budget for the Desalination Project;
4) Review and acceptance of a detailed plan for acceptance testing, including follow-up reporting;
5) Annually review the Desalination Project operations and maintenance budget and rate impacts; and
6) Coordinate with Cal-Am with respect to local and regional permit requirements.
7) [Cal-AM adds “Provide the Governance Committee with quarterly progress reports during major design milestones (i.e., 30% design, 60% design, 90% design, and final design) and information on any material challenges to the Project Design.”]
Appears in 1 contract
Samples: Settlement Agreement
Categories for Matters Subject to Governance Committee Action. Matters for consideration, consultation, decision, or recommendation by the Governance Committee shall be divided among the following three categories as follows:
1) . This matter concerns the “GWR Recommendation,” which specifically is whether Cal-Am shall:
: (i) pursue a water purchase agreement with the MRWPCA agreement, acceptable to Cal-Am, for the purchase of water from the GWR Project, and consequently Cal-Am shall develop a smaller desalination facility Desalination Infrastructure with a capacity of approximately 6.4 MGDMGD (or as specified in the CPCN); or (ii) forgo the pursuit of a water purchase agreement with MRWPCA for the GWR Project, and consequently Cal-Am shall develop a larger desalination facility Desalination Infrastructure with a capacity of approximately 9.6 MGDMGD (or as specified in the CPCN). If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, before a CPCN is issued upon Application A.00-00-000, the Governance Committee shall not issue any binding decision recommendation concerning the GWR Recommendation. If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, after a CPCN is issued upon Application A.12-04- 019, the Governance Committee shall decide whether to recommend that Cal-Am shall adopt pursue the GWR Project or notnot (as set forth above), which decision recommendation shall then be subject to CPUC approval or rejection pursuant to the procedure specified herein. The Governance Committee shall make this decision recommendation based upon criteria to be mutually-agreed to by the criteria attached hereto as Exhibit A. Parties, negotiating in good-faith, after the execution of this Agreement. The decision GWR Recommendation shall become ripe for a recommendation to be made by the Governance Committee (i) no earlier than the date Cal-Am accepts the 30% Design from the contractor retained for the design of the Desalination Infrastructure, (ii) no later than that date upon which Cal-Am is prepared to issue a notice to proceed to a contractor to commence construction of the Desalination Infrastructure, (iii) after the CEQA lead agency has certified the environmental impact report for the GWR Project and approved the GWR Project, and (iv) while there is sufficient time for the GWR Recommendation to be made and for the CPUC to review and approve that recommendation, without otherwise delaying the Project. The GWR Recommendation shall be made by the Governance Committee, in writing with an explanation of the reasons for its decision, within sixty (60) calendar days from following receipt of the Cal-Am Notification concerning this matter. The decision recommendation issued by the Governance Committee shall be submitted by Cal-Am to the CPUC for approval or rejection pursuant to a Tier 2 Advice Letter (or at the direction of the CPUC, an alternate form of submission) within ten (10) calendar days following issuance of the decision’s issuance GWR Recommendation by the Governance Committee for the CPUC’s review and approval. To avoid undue delay of the Project, and notwithstanding the ripeness of the GWR Recommendation as described above, if on the date that is ninety (90) days prior to the date upon which Cal-Am anticipates being prepared to issue a notice to proceed to a contractor to commence construction of the Desalination Infrastructure, no public agency has issued a resolution or order that declares that it is prepared to issue a notice to proceed to a contractor to commence construction of the GWR Project, then Cal-Am may make the decision with respect to the GWR Recommendation, in its sole discretion, without soliciting or obtaining the GWR Recommendation from the Governance Committee.
2. The Governance Committee shall select a Value Engineer(s) Select a Certified Value Engineer (to facilitate and report on the proposed value engineering for the Desalination Project), with consideration given to any recommended engineer submitted by any member of the Governance Committee;. Cal-Am shall conduct the procurement for the Value Engineer and, consistent with the processes set forth in Categories B(1), B(2) and C(2) relating to Contracts, seek recommendations from the Governance Committee for the contract between Cal-Am and the Value Engineer. After reviewing the results of the procurement process, the Governance Committee shall decide which engineer is to be retained by Cal-Am as the Value Engineer for the Desalination Project. This matter shall be ripe for decision before Cal-Am accepts the 30% Design from the contractor retained for the design of the Desalination Infrastructure, or at any other time that Cal-Am intends to retain a Value Engineer for any other infrastructure constructed as a component of the Desalination Project.
3) . Subsequent to the issuance of the CPCN and subsequent to the selection of the any design-build contractor contractor(s) for the Desalination Infrastructure, the Governance Committee may issue decisions concerning architectural renderings for the Desalination Project. The Governance Committee shall be presented with architectural renderings for decisions regarding the same when such architectural renderings are complete and upon any subsequent modifications thereto. The Governance Committee may also, issue decisions concerning in its discretion, appoint a representative to consult with Cal-Am regarding other external features or aesthetics of the Desalination Project. Upon a determination of the Governance Committee or its representative, the Governance Committee’s representative and Cal-Am shall present to the Governance Committee options pertaining to the Desalination Project’s aesthetics consistent with community valuesexternal feature or aesthetics, upon which the Governance Committee may decide which option to pursue. Notwithstanding any provision of this paragraph, the Governance Committee may not issue a binding decision concerning the Desalination Infrastructure’s architectural renderings, or the Desalination Project’s external features or aesthetics, if the decision would in the opinion of the design- design-build contractor, have no adverse financial impact on increase the capital or operational cost of the Desalination Project; andInfrastructure.
4) . Subsequent to the issuance of the CPCN and subsequent to CPCN, the selection of the design-build contractor for the Desalination Project, Governance Committee may issue decisions concerning procurement of alternative (non-PG&EPacific Gas & Electric) energy supplies for the Desalination ProjectInfrastructure, including but not limited to waste-to-energy, so long as such decisions result in lowering the Desalination ProjectInfrastructure’s estimated unit price for power. This matter shall be ripe for decision at any time a formal written proposal concerning alternative power is presented by one or more of the Parties for consideration.
1) Recommend . Prior to the issuance of a request for qualifications, request for proposals, or request for bids, as applicable, relating to the procurement of a Contract, the Governance Committee may recommend qualifications and selection criteria for the Contracts not previously executed for the Project;such Contract.
2. Prior to the execution of any Contract not executed on or before the date that is thirty (30) Recommend calendar days after the effective date of this Agreement, and upon presentation and recommendation by Cal-Am to the Governance Committee after Cal-Am has reviewed and evaluated proposals or bids, as applicable, and negotiated with the contractor a Contract that, in the opinion of Cal- Am, is ready for execution by and between Cal-Am and the contractor, the Governance Committee may recommend which professionals to contractor should be retained under the Contracts after review Contract, and evaluation issue any recommendations concerning the terms of the final Contract. When presenting a Contract to the Governance Committee for its consideration and recommendation, Cal-Am shall provide to the Governance Committee a copy of all responsive proposals from qualified contractors or bids received for the Contractspertinent work, except for any proprietary information provided by contractors submitting responsive proposals or bids, together with a written description of the process Cal-Am undertook to select a recommended Contractor, a summary of the considerations that Cal-Am deems pertinent to support its recommendation, and any other information that Cal-Am believes will assist the Governance Committee in its review of the recommended Contract and contractor.
3. The Governance Committee and its members shall maintain the confidentiality of all proposals, bids, [and other documents] [Need to address confidentiality concers]];
3) Review may review and issue recommendations concerning significant major changes to the Desalination Project at key stages of the design process, including: • Basis of Design • 30% Design • 60% Design • Value Engineering • 90% Design, and • Final Design As used in this paragraph, significant major changes to the Project shall includeinclude changes causing an increase or decrease in costs of the Desalination Project that exceed $1 million.
4) Establish . The Governance Committee may issue recommendations concerning the establishment of a community outreach program, including a plan and budget for community outreach to be included within the CPCN, and issue decisions concerning the same;.
5) Recommend . The Governance Committee may recommend the Desalination Project’s aesthetic attributes and design consistent with community values if not covered by Section Category A(3) above;
6) Coordinate . The Governance Committee may coordinate with Cal-Am with respect and recommend solutions to resolution of issues concerning the use of the MRWPCA’s ocean outfall and issue recommendations concerning the sameBrine Discharge Infrastructure;
7) Review . The Governance Committee may review and recommend whether to adopt any value engineering recommendations issued by the Value Engineer;
8) Review 8. The Governance Committee may review and recommend whether to approve any major change order pertaining to any component or components of the Desalination Project, if the change order exceeds $1 million; and
1) Cal-Am shall monitor the design, engineering, and permitting of all elements of the Desalination Project, and report on such monitoring to the Governance Committee on a quarterly basis. The Governance Committee shall discuss Cal-Am’s quarterly report and issue recommendations to Cal-Am pertaining to the Desalination Project;
2) Review contract terms relating to the Contracts. [Cal-Am deletes “financial contracts”. Cal-Am limits to construction contracts – Cal Am recommends that if there are terms the public agencies believe should be in the financial contracts then the public agencies should recommend such terms in their CPUC testimony, but Cal-Am does not intend to negotiate terms for financial contracts, which it states are largely preset by CPUC, SRF terms, or American Water for American Water debt. Requires further discussion.];
3) Preparation and quarterly update of an overall construction budget for the Desalination Project;
4) Review and acceptance of a detailed plan for acceptance testing, including follow-up reporting;
5) Annually review the Desalination Project operations and maintenance budget and rate impacts; and
6) Coordinate with Cal-Am with respect to local and regional permit requirements.
7) [Cal-AM adds “Provide the Governance Committee with quarterly progress reports during major design milestones (i.e., 30% design, 60% design, 90% design, and final design) and information on any material challenges to the Project Design.”]
Appears in 1 contract
Categories for Matters Subject to Governance Committee Action. Matters for consideration, consultation, decision, or recommendation by the Governance Committee shall be divided among the following three categories as follows:
1) . This matter concerns the “GWR Recommendation,” which specifically is whether Cal-Am shall:
: (i) pursue a water purchase agreement with the MRWPCA agreement, acceptable to Cal-Am, for the purchase of water from the GWR Project, and consequently Cal-Am shall develop a smaller desalination facility Desalination Infrastructure with a capacity of approximately 6.4 MGDMGD (or as specified in the CPCN); or (ii) forgo the pursuit of a water purchase agreement with MRWPCA for the GWR Project, and consequently Cal-Am shall develop a larger desalination facility Desalination Infrastructure with a capacity of approximately 9.6 MGDMGD (or as specified in the CPCN). If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, before a CPCN is issued upon Application A.00-00-000, the Governance Committee shall not issue any binding decision recommendation concerning the GWR Recommendation. If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, after a CPCN is issued upon Application A.12-04- A.12 -04- 019, the Governance Committee shall decide whether to recommend that Cal-Am shall adopt pursue the GWR Project or notnot (as set forth above), which decision recommendation shall then be subject to CPUC approval or rejection pursuant to the procedure specified herein. The Governance Committee shall make this decision recommendation based upon criteria to be mutually-agreed to by the criteria attached hereto as Exhibit A. Parties, negotiating in good-faith, after the execution of this Agreement. The decision GWR Recommendation shall become ripe for a recommendation to be made by the Governance Committee (i) no earlier than the date Cal-Am accepts the 30% Design from the contractor retained for the design of the Desalination Infrastructure, (ii) no later than that date upon which Cal-Am is prepared to issue a notice to proceed to a contractor to commence construction of the Desalination Infrastructure, (iii) after the CEQA lead agency has certified the environmental impact report for the GWR Project and approved the GWR Project, and (iv) while there is sufficient time for the GWR Recommendation to be made and for the CPUC to review and approve that recommendation, without otherwise delaying the Project. . The GWR Recommendation shall be made by the Governance Committee, in writing with an explanation of the reasons for its decision, within sixty (60) calendar days from following receipt of the Cal-Am Notification concerning this matter. The decision recommendation issued by the Governance Committee shall be submitted by Cal-Cal- Am to the CPUC for approval or rejection pursuant to a Tier 2 Advice Letter (or at the direction of the CPUC, an alternate form of submission) within ten (10) calendar days following issuance of the decision’s issuance GWR Recommendation by the Governance Committee for the CPUC’s review and approval. To avoid undue delay of the Project, and notwithstanding the ripeness of the GWR Recommendation as described above, if on the date that is ninety (90) days prior to the date upon which Cal-Am anticipates being prepared to issue a notice to proceed to a contractor to commence construction of the Desalination Infrastructure, no public agency has issued a resolution or order that declares that it is prepared to issue a notice to proceed to a contractor to commence construction of the GWR Project, then Cal-Am may make the decision with respect to the GWR Recommendation, in its sole discretion, without soliciting or obtaining the GWR Recommendation from the Governance Committee.
22.1. The Governance Committee shall select a Value Engineer(s) Select a Certified Value Engineer (to facilitate and report on the proposed value engineering for the Desalination Project), with consideration given to any recommended engineer submitted by any member of the Governance Committee;. Cal-Am shall conduct the procurement for the Value Engineer and, consistent with the processes set forth in Categories B(1), B(2) and C(2) relating to Contracts, seek recommendations from the Governance Committee for the contract between Cal-Am and the Value Engineer. After reviewing the results of the procurement process, the Governance Committee shall decide which engineer is to be retained by Cal-Am as the Value Engineer for the Desalination Project. This matter shall be ripe for decision before Cal-Am accepts the 30% Design from the contractor retained for the design of the Desalination Infrastructure, or at any other time that Cal-Am intends to retain a Value Engineer for any other infrastructure constructed as a component of the Desalination Project.
3) 3.2. Subsequent to the issuance of the CPCN and subsequent to the selection of the any design-build contractor contractor(s) for the Desalination Infrastructure, the Governance Committee may issue decisions concerning architectural renderings for the Desalination Project. The Governance Committee shall be presented with architectural renderings for decisions regarding the same when such architectural renderings are complete and upon any subsequent modifications thereto. The Governance Committee may also, issue decisions concerning in its discretion, appoint a representative to consult with Cal -Am regarding other external features or aesthetics of the Desalination Project. Upon a determination of the Governance Committee or its representative, the Governance Committee’s representative and Cal-Am shall present to the Governance Committee options pertaining to the Desalination Project’s aesthetics consistent with community valuesexternal feature or aesthetics, upon which the Governance Committee may decide which option to pursue. Notwithstanding any provision of this paragraph, the Governance Committee may not issue a binding decision concerning the Desalination Infrastructure’s architectural renderings, or the Desalination Project’s external features or aesthetics, if the decision would in the opinion of the design- design-build contractor, have no adverse financial impact on increase the capital or operational cost of the Desalination Project; andInfrastructure.
4) 4.3. Subsequent to the issuance of the CPCN and subsequent to CPCN, the selection of the design-build contractor for the Desalination Project, Governance Committee may issue decisions concerning procurement of alternative (non-PG&EPacific Gas & Electric) energy supplies for the Desalination ProjectInfrastructure, including but not limited to waste-to-energy, so long as such decisions result in lowering the Desalination ProjectInfrastructure’s estimated unit price for power. This matter shall be ripe for decision at any time a formal written proposal concerning alternative power is presented by one or more of the Parties for consideration.
1) Recommend . Prior to the issuance of a request for qualifications, request for proposals, or request for bids, as applicable, relating to the procurement of a Contract, the Governance Committee may recommend qualifications and selection criteria for the Contracts not previously executed for the Project;such Contract.
2. Prior to the execution of any Contract not executed on or before the date that is thirty (30) Recommend calendar days after the effective date of this Agreement, and upon presentation and recommendation by Cal-Am to the Governance Committee after Cal-Am has reviewed and evaluated proposals or bids, as applicable, and negotiated with the contractor a Contract that, in the opinion of Cal - Am, is ready for execution by and between Cal-Am and the contractor, the Governance Committee may recommend which professionals to contractor should be retained under the Contracts after review Contract, and evaluation issue any recommendations concerning the terms of the final Contract. When presenting a Contract to the Governance Committee for its consideration and recommendation, Cal-Am shall provide to the Governance Committee a copy of all responsive proposals from qualified contractors or bids received for the Contractspertinent work, except for any proprietary information provided by contractors submitting responsive proposals or bids, together with a written description of the process Cal-Am undertook to select a recommended Contractor, a summary of the considerations that Cal-Am deems pertinent to support its recommendation, and any other information that Cal-Am believes will assist the Governance Committee in its review of the recommended Contract and contractor.
3. The Governance Committee and its members shall maintain the confidentiality of all proposals, bids, [and other documents] [Need to address confidentiality concers]];
3) Review may review and issue recommendations concerning significant major changes to the Desalination Project at key stages of the design process, including: • Basis of Design • 30% Design • 60% Design • Value Engineering • 90% Design, and • Final Design As used in this paragraph, significant major changes to the Project shall includeinclude changes causing an increase or decrease in costs of the Desalination Project that exceed $1 million.
4) Establish . The Governance Committee may issue recommendations concerning the establishment of a community outreach program, including a plan and budget for community outreach to be included within the CPCN, and issue decisions concerning the same;.
5) Recommend . The Governance Committee may recommend the Desalination Project’s aesthetic attributes and design consistent with community values if not covered by Section Category A(3) above;
6) Coordinate . The Governance Committee may coordinate with Cal-Am with respect and recommend solutions to resolution of issues concerning the use of the MRWPCA’s ocean outfall and issue recommendations concerning the sameBrine Discharge Infrastructure;
7) Review . The Governance Committee may review and recommend whether to adopt any value engineering recommendations issued by the Value Engineer;
8) Review 8. The Governance Committee may review and recommend whether to approve any major change order pertaining to any component or components of the Desalination Project, if the change order exceeds $1 million; and
1) Cal-Am shall monitor the design, engineering, and permitting of all elements of the Desalination Project, and report on such monitoring to the Governance Committee on a quarterly basis. The Governance Committee shall discuss Cal-Am’s quarterly report and issue recommendations to Cal-Am pertaining to the Desalination Project;
2) Review contract terms relating to the Contracts. [Cal-Am deletes “financial contracts”. Cal-Am limits to construction contracts – Cal Am recommends that if there are terms the public agencies believe should be in the financial contracts then the public agencies should recommend such terms in their CPUC testimony, but Cal-Am does not intend to negotiate terms for financial contracts, which it states are largely preset by CPUC, SRF terms, or American Water for American Water debt. Requires further discussion.];
3) Preparation and quarterly update of an overall construction budget for the Desalination Project;
4) Review and acceptance of a detailed plan for acceptance testing, including follow-up reporting;
5) Annually review the Desalination Project operations and maintenance budget and rate impacts; and
6) Coordinate with Cal-Am with respect to local and regional permit requirements.
7) [Cal-AM adds “Provide the Governance Committee with quarterly progress reports during major design milestones (i.e., 30% design, 60% design, 90% design, and final design) and information on any material challenges to the Project Design.”]
Appears in 1 contract
Samples: Governance Committee Agreement
Categories for Matters Subject to Governance Committee Action. Matters for consideration, consultation, decision, or recommendation by the Governance Committee shall be divided among the following three categories as follows:
1) . This matter concerns the “GWR Recommendation,” which specifically is whether Cal-Am shall:
: (i) pursue a water purchase agreement with the MRWPCA agreement, acceptable to Cal-Am, for the purchase of water from the GWR Project, and consequently Cal-Am shall develop a smaller desalination facility Desalination Infrastructure with a capacity of approximately 6.4 MGDMGD (or as specified in the CPCN); or (ii) forgo the pursuit of a water purchase agreement with MRWPCA for the GWR Project, and consequently Cal-Am shall develop a larger desalination facility Desalination Infrastructure with a capacity of approximately 9.6 MGDMGD (or as specified in the CPCN). If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, before a CPCN is issued upon Application A.00-00-000, the Governance Committee shall not issue any binding decision recommendation concerning the GWR Recommendation. If the GWR Recommendation becomes ripe for decision recommendation, as specified in the paragraph below, after a CPCN is issued upon Application A.12-04- A.12 -04- 019, the Governance Committee shall decide whether Cal-Am shall adopt to recommend that Cal -Am pursue the GWR Project or notnot (as set forth above), which decision recommendation shall then be subject to CPUC approval or rejection pursuant to the procedure specified herein. The Governance Committee shall make this decision recommendation based upon the criteria attached hereto as Exhibit A. The decision shall to be made within sixty (60) calendar days from the Calmutually-Am Notification concerning this matter. The decision issued agreed to by the Governance Committee shall be submitted by CalParties, negotiating in good-Am to faith, after the CPUC for approval or rejection pursuant to a Tier 2 Advice Letter (or at the direction execution of the CPUC, an alternate form of submission) within ten (10) calendar days of the decision’s issuance by the Governance Committee for the CPUC’s review and approvalthis Agreement.
2) Select a Certified Value Engineer (to facilitate and report on the proposed value engineering for the Desalination Project), with consideration given to any recommended engineer submitted by any member of the Governance Committee;
3) Subsequent to the issuance of the CPCN and subsequent to the selection of the design-build contractor for the Desalination Project, issue decisions concerning the Desalination Project’s aesthetics consistent with community values, if the decision would in the opinion of the design- build contractor, have no adverse financial impact on the cost of the Desalination Project; and
4) Subsequent to the issuance of the CPCN and subsequent to the selection of the design-build contractor for the Desalination Project, issue decisions concerning procurement of alternative (non-PG&E) energy supplies for the Desalination Project, including waste-to-energy, so long as such decisions result in lowering the Desalination Project’s estimated unit price for power.
1) Recommend qualifications and selection criteria for the Contracts not previously executed for the Project;
2) Recommend which professionals to be retained under the Contracts after review and evaluation of proposals from qualified contractors for the Contracts. The Governance Committee and its members shall maintain the confidentiality of all proposals, bids, [and other documents] [Need to address confidentiality concers]];
3) Review and issue recommendations concerning significant changes to the Project at key stages of the design process, including: • Basis of Design • 30% Design • 60% Design • Value Engineering • 90% Design, and • Final Design As used in this paragraph, significant changes to the Project shall include
4) Establish a community outreach program, including a plan and budget for community outreach to be included within the CPCN, and issue decisions concerning the same;
5) Recommend the Desalination Project’s aesthetic attributes and design consistent with community values if not covered by Section A(3) above;
6) Coordinate with Cal-Am with respect to resolution of issues concerning the use of the MRWPCA’s ocean outfall and issue recommendations concerning the same;
7) Review and recommend whether to adopt any value engineering recommendations issued by the Value Engineer;
8) Review and recommend whether to approve any major change order pertaining to any component or components of the Desalination Project, if the change order exceeds $1 million; and
1) Cal-Am shall monitor the design, engineering, and permitting of all elements of the Desalination Project, and report on such monitoring to the Governance Committee on a quarterly basis. The Governance Committee shall discuss Cal-Am’s quarterly report and issue recommendations to Cal-Am pertaining to the Desalination Project;
2) Review contract terms relating to the Contracts. [Cal-Am deletes “financial contracts”. Cal-Am limits to construction contracts – Cal Am recommends that if there are terms the public agencies believe should be in the financial contracts then the public agencies should recommend such terms in their CPUC testimony, but Cal-Am does not intend to negotiate terms for financial contracts, which it states are largely preset by CPUC, SRF terms, or American Water for American Water debt. Requires further discussion.];
3) Preparation and quarterly update of an overall construction budget for the Desalination Project;
4) Review and acceptance of a detailed plan for acceptance testing, including follow-up reporting;
5) Annually review the Desalination Project operations and maintenance budget and rate impacts; and
6) Coordinate with Cal-Am with respect to local and regional permit requirements.
7) [Cal-AM adds “Provide the Governance Committee with quarterly progress reports during major design milestones (i.e., 30% design, 60% design, 90% design, and final design) and information on any material challenges to the Project Design.”]
Appears in 1 contract
Samples: Governance Committee Agreement
