HomeMy WebLinkAboutReso 65-2019 (19-504)City of South San Francisco P.O. Box 711 (City Hall,
400 Grand Avenue)
South San Francisco, CA
City Council
Resolution: RES 65-2019
File Number: 19-504 Enactment Number: RES 65-2019
RESOLUTION APPROVING AN AMENDMENT TO A LICENSE
AGREEMENT WITH EVGO SERVICES LLC FOR THE
INSTALLATION AND OPERATION OF ELECTRIC VEHICLE
CHARGERS AT THE MILLER AVENUE PARKING GARAGE
LOCATED AT 329 MILLER AVENUE, SOUTH SAN FRANCISCO.
WHEREAS, on September 26, 2018, the City entered into a License Agreement with EVgo Services
LLC ("EVgo") for the installation and operation of four (4) high powered EV charging stations, and the
use of five (5) parking stalls (one stall is for accessible EV charging), at the Miller Avenue Parking
Garage; and
WHEREAS, pursuant to the License Agreement, EVgo was to design, construct, and operate the
charging stations, and was to be responsible for paying the costs associated thereto; and
WHEREAS, EVgo was to upgrade electrical transformers at the proposed charging stations for
providing future utility services, and was to provide separate utility meters at its sole expense and pay
utility costs that the charging stations incur directly to Pacific Gas and Electric ("PG&E"); and
WHEREAS, based on new information provided by PG&E, EVgo has determined it was not possible to
install a master meter where it would pay utility costs directly to PG&E; and
WHEREAS, EVgo has proposed to install a sub -meter in the existing meter socket instead of a master
meter, which would require the City to upfront all utility payments that the charging stations incur, and
EVgo would reimburse the City for its share of utility costs based on a reimbursement rate that reflects
the charging stations' electricity usage; and
WHEREAS, the electricity reimbursement rate is to be calculated based on usage data at the charging
station and will be re-evaluated and adjusted annually; and
WHEREAS, staff has determined that the reimbursement structure and rate are reasonable and
recommends the City amend the License Agreement with EVgo to reflect the new reimbursement
structure.
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of South San Francisco that
the City Council approves the amendment to a license agreement with EVgo Services LLC, attached
hereto as Exhibit A.
BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the amendment
and
City of South San Francisco Page 1
File Number. 19-504
Enactment Number: RES 65-2019
any other related documents on behalf of the City upon timely submission by EVgo Services LLC of the
signed amendment and all other documents, subject to the approval of the City Attorney.
BE IT FURTHER RESOLVED that the City Council authorizes the City Manager to take any other
related actions consistent with the intention of this resolution.
At a meeting of the City Council on 6/12/2019, a motion was made by Richard Garbarino, seconded by Mark
Nagales, that this Resolution be approved. The motion passed.
Yes: 5 Mayor Matsumoto, Vice Mayor Garbarino, Councilmember Addiego,
Councilmember Nagales, and Councilmember Nicolas
Attest by
If sa Govea Acosta
City of South San Francisco page 2
FIRST AMENDMENT TO
LICENSE AGREEMENT
This FIRST AMENDMENT TO LICENSE AGREEMENT (this “Amendment”), is entered into as
of ______________, 2019 (the “Amendment Effective Date”), by and between EVGO SERVICES LLC, a
Delaware limited liability company ("Licensee"), and the City of South San Francisco, a municipal
corporation (“City”).
RECITALS
WHEREAS, City and Licensee previously entered into that certain License Agreement dated as of
September 26, 2018 (the “Agreement”); and
WHEREAS, City and Licensee wish to change the terms of the Agreement pursuant to the terms
set forth herein.
NOW THEREFORE, City and Licensee hereby agree as follows:
AGREEMENT
1.Definitions. Capitalized terms not defined herein shall have the meanings given to them in the
Agreement.
2.Utility Service. Section 5.3 of the Agreement is hereby deleted and replaced with the following:
“Upon commencement of construction of the Charging Station, Licensee shall upgrade electrical
transformers for providing future utility services. Licensee shall obtain a City encroachment
permit and other applicable approvals for such upgrade and related work. Upon the Charging
Station becoming fully operational, Licensee shall reimburse City as follows:
a. Licensee shall measure in kWh the electricity used by the Charging Station by either (i)
reading data provided by the Charging Station or (ii) reading commercial grade sub-metering
equipment (or in the event such equipment is not reasonably acceptable to City, Licensee will
provide utility grade metering equipment) provided, installed, owned, operated and maintained by
Licensee, at no cost to Host (collectively, the “Meters”). Upon City’s written request, Licensee
shall furnish a copy of all technical specifications for the Meters. All such metering equipment
shall be of the type that provides and preserves a continuous flow of the relevant data twenty-four
(24) hours per day. Licensee shall provide City reasonable notice of the scheduled maintenance
time and City shall have the right to be present when Licensee is performing maintenance on the
Meters.
b.Licensee and City shall use commercially reasonable efforts to share data regarding the
electricity usage of the Charging Station. If any test of either of the metering methods mentioned
herein reveals that equipment has failed to accurately record the electricity usage of the Charging
Station, Licensee shall promptly restore such Meter(s) to a condition of accuracy or replace it in at
least thirty (30) days. If Licensee’s metering method is interrupted at any time for any reason, or
is found to be inaccurate and in need of repair or replacement, the measurement of electricity usage
of the Charging Station for such period of interruption, or for the period from the last test of the
affected Meter(s) which shows them to have been operating within the acceptable limits through
the date upon which such Meter(s) is corrected, will be determined by Licensee, acting reasonably,
based upon reasonable data.
EXHIBIT A
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c. City shall be responsible for timely payment of all electricity costs to the local utility
provider. Licensee shall pay to City, beginning on the date the Charging Station first becomes
commercially operational and continuing thereafter throughout the term of this agreement, a
monthly fee to compensate Host for the electricity usage at the Charging Station (the
“Reimbursement Amount”) equal to the product of (A) the Electricity Rate (defined below), and
(B) the number of actual kWh used by the Charging Stations as measured by the Meter(s). On or
before the forty-fifth (45th) day following the end of each calendar month, Licensee shall deliver to
City the Reimbursement Amount by check or wire transfer or other electronic method mutually
agreed upon by City and Licensee. The Reimbursement Amount shall be adjusted annually in
accordance with the re-evaluation of the Electricity Rate set forth in subsection (d) below.
d. For purposes hereof, the “Electricity Rate” shall be $0.18/kWh. The Electricity Rate shall
be re-evaluated annually. Promptly following each anniversary of the Commencement Date, City
shall provide to Licensee cost and usage data in an electronic format for the immediately preceding
twelve (12) month period, whereupon Licensee shall calculate City’s average cost per kWh at the
Property based on the foregoing information (the “Average Cost”). The Average Cost shall then be
rounded to the nearest whole cent, and the resulting figure shall be the applicable Electricity Rate
until the next such evaluation (the “Adjusted Electricity Rate”). For avoidance of doubt, Licensee
shall not be required to pay the Adjusted Electricity Rate until City provides the cost and usage
data required hereunder.
3. No Other Amendments. Except as expressly modified by this Amendment, all of the terms and
conditions of the Agreement remain unchanged and are in full force and effect, and the parties
hereby ratify the same.
4. Counterparts. This Amendment may be executed in any number of identical counterparts, each of
which will be deemed to be an original, and all of which together will be deemed to be one and the
same instrument when each party has signed and delivered one such counterpart to the other party.
5. Delivery by Email. Delivery of an executed counterpart of this Amendment or of any other
documents in connection with this Amendment by e-mail will be deemed as effective as delivery of
an originally executed counterpart. Any party delivering an executed counterpart of this
Amendment or other document by e-mail will also deliver an originally executed counterpart, but
the failure of any party to deliver an originally executed counterpart of this Amendment or such
other document will not affect the validity or effectiveness of this Amendment or such other
document.
6. Representation and Warranty on Authority of Parties/Signatories. Each person signing this
Amendment represents and warrants that he or she is duly authorized and has legal capacity to
execute and deliver this Amendment. Each party represents and warrants that the execution and
delivery of this Amendment and the performance of such party’s obligations hereunder have been
duly authorized and that the Amendment is a valid and legal agreement binding on such party and
enforceable in accordance with its terms.
[Signatures on Following Page]
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IN WITNESS WHEREOF, this Amendment is executed as of the date first set forth above.
City:
a municipal corporation
By:
Name:
Title:
Licensee:
EVGO SERVICES LLC,
a Delaware limited liability company
By:
Name:
Title: