HomeMy WebLinkAbout20242829.tiffRESOLUTION
RE: APPROVE MEMORANDUM OF UNDERSTANDING FOR SITING OF AMBIENT
METHANE MONITORS AND AUTHORIZE CHAIR TO SIGN - SONOMA
TECHNOLOGIES, INC.
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Memorandum of Understanding for the
Siting of Ambient Methane Monitors between the County of Weld, State of Colorado, by and
through the Board of County Commissioners of Weld County, on behalf of the Department of
Public Health and Environment, and Sonoma Technologies, Inc., commencing upon full execution
of signatures, and ending December 31, 2026, with further terms and conditions being as stated
in said memorandum of understanding, and
WHEREAS, after review, the Board deems it advisable to approve said memorandum of
understanding, a copy of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County, Colorado, that the Memorandum of Understanding for the Siting of Ambient
Methane Monitors between the County of Weld, State of Colorado, by and through the Board of
County Commissioners of Weld County, on behalf of the Department of Public Health and
Environment, and Sonoma Technologies, Inc., be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said memorandum of understanding.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 23rd day of October, A.D., 2024.
BOARD OF COUNTY COMMISSIONERS
WELD COU RADO
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Weld County Clerk to the Board
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Deputy Clerk to the Board
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Date of signature:
Kevin Ross, Chair
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2024-2829
HL0057
Hello Commissioners:
TO:
FROM:
DATE:
/0 01,19.24
Board of County Commissioners
Matt Conroy, Assistant County Attorney
October 21, 2024
SUBJECT: Memorandum of Understanding with Sonoma
Technologies, Inc. re: Siting of Methane
Monitors at Missile Site Park, Orchard, and
Hereford
Before you is a Memorandum of Understanding for Sonoma Technologies, Inc. to collocate Sonoma
Tech's methane monitoring equipment at our three main air monitoring sites. These monitors will be
part of a Department of Energy funded project to improve the quality and spatial distribution of
emissions data from Northern Colorado. Sonoma Tech will be solely responsible for installing,
maintaining, and operating the equipment with Weld County providing access to the three sites and
space in our shelters. There are no outlays of county funds with this project, and Sonoma Tech has
agreed to provide us with the collected data on the same terms as any other governmental entity such
as DoE. Sonoma Tech has also agreed to language regarding issues such as indemnity and independent
contractor status that should adequately protect the county. Sonoma Tech intends to install the
monitors as soon as the MOU is finalized. We previously discussed the project at a work session on
October 2 where the Board directed Staff to proceed with the collaboration and place a MOU on the
Board's agenda when ready. Staff recommends that the Board approve the Memorandum of
Understanding and is happy to answer any questions.
Thank you,
Matt Conroy
2024-2829
10/Z3
H L005-1
MEMORANDUM OF UNDERSTANDING
BETWEEN
Weld County
AND
Sonoma Technologies, Inc.
for Siting of Ambient Methane Monitors
L PARTIES
This Memorandum of Understanding (MOU) is hereby entered into by:
Weld County, a political subdivision of the State of Colorado, with an address of 1150 O
Street, Greeley, CO 80631 and Sonoma Technologies, Inc., 1450 N. McDowell Blvd., Suite
200, Petaluma, California 94954 ("Sonoma Tech"). Together Weld County and Sonoma
Tech may be referred to as the "Signatory Parties" or "Parties."
Signatory parties to this MOU agree to work in a coordinated and mutually beneficial
manner to support the air quality monitoring activities of Sonoma Tech to gather acceptable
data in accordance with the Parties' air quality monitoring objectives.
II. PURPOSE
The purpose of this MOU is to outline the interests, benefits, and working relationship
between the Parties for methane monitoring at locations owned by Weld County. Sonoma
Tech will be providing the equipment and personnel for the project while Weld County is
furnishing the property on which the monitoring is to take place.
III. STATEMENT OF MUTUAL INTERESTS AND BENEFITS
Interests and benefits common to all parties include, but are not limited to:
1. Working collaboratively to mutually support investigation into air quality issues.
2. Supporting efforts to collect air quality data that is of sufficient quality to be used in
regulatory decision making and modeling investigations.
3. Supporting efforts to collect air quality data that can be used by scientists to further the
current body of knowledge of air quality issues along the Northern Front Range and
across Colorado.
IV. THE SIGNATORY PARTIES AGREE AS FOLLOWS
1. All parties recognize the benefits of coordination and cooperation to obtain accurate air
quality data.
Memorandum of Understanding
Between Weld County and Sonoma Tech for Methane Monitoring
2. Weld County will allow access to Sonoma Tech staff for the installation of methane
monitoring equipment on Weld County property near Missile Site Park, Hereford and
Orchard at locations agreed upon by both parties.
3. At the conclusion of the study period, the monitors and all appurtenances shall be
removed, and the site restored to its previous condition.
4. Upon request, Sonoma Tech will provide Weld County access to monitoring data
collected on the same terms as data provided to the U.S. Department of Energy or other
governmental entities.
5. Site visits will be made as needed for Sonoma Tech authorized personnel to operate
and maintain the equipment. Weld County will provide access to Sonoma Tech
authorized personnel upon request for installation, operation, and maintenance of
the equipment. Sonoma Tech authorized personnel will comply with all Weld
County -provided rules, safety, and security requirements.
6. Sonoma Tech will be financially responsible for security, installation, operations, repairs,
replacement, and removal of Sonoma Tech owned equipment placed on Weld
County property.
7. Sonoma Tech shall obtain, maintain and conform to all applicable Federal, State, County
and Municipal licenses, permits, rules, regulations and authorization required by law to
install, operate and maintain the site.
V. LIMITATIONS
1. This MOU in no way restricts signatory parties from participating in similar activities
with other public or private agencies, organizations, and individuals.
2. Nothing in this MOU shall obligate any signatory party to obligate or transfer any funds.
This MOU, consisting of four (4) pages, represents the entire and integrated agreement
between the parties and supersedes all prior negotiations, representations, and agreements
concerning this MOU, whether written or oral.
VI. EXECUTION, MODIFICATION AND TERMINATION
It is mutually agreed and understood by all signatory parties that:
1. This Memorandum of Understanding will expire December 31, 2026. In the event a party
wishes to terminate the MOU early, the parties agree to negotiate in good faith the terms
of the termination in order to minimize adverse impacts to the other party's interests as
contemplated by this agreement.
2. Changes to the scope of this MOU shall be made by the issuance of a multilaterally
executed modification. These changes are to be mutually agreed upon between the parties
to this MOU, shall be incorporated by written instrument, executed and signed by all
parties to this MOU and are effective as of the date of the last signature obtained.
3. This MOU may be executed in counterparts. A copy with the original signature pages
affixed will constitute the original MOU. The effective date shall be the date of the final
Memorandum of Understanding
Between Weld County and Sonoma Tech for Methane Monitoring 2
signatory party agency's signature, and the MOU shall remain in effect until modified or
dissolved.
4. Colorado Open Records Act (CORA). Any information and data furnished to Weld
County, such as air quality data, collected under this Memorandum is subject to the
Colorado Open Records Act (24-72-201 to 24-72-309, C.R.S.).
5. RESPONSIBILITIES OF PARTIES. The subject parties intend to handle their own
activities and utilize their own resources, including the expenditure of their own funds, in
pursuing these objectives. Each party intends to carry out its separate activities in a
coordinated and mutually beneficial manner.
6. INDEPENDENT CONTRACTOR. Sonoma Tech agrees that it is an independent
contractor and that Sonoma Tech's officers, agents or employees will not become
employees or agents of Weld County, nor entitled to any employee benefits (including
unemployment insurance or workers' compensation benefits) from Weld County as a
result of the execution of this Memorandum of Understanding. Sonoma Tech shall be
solely responsible for its acts and those of its agents and employees for all acts performed
pursuant to this Memorandum of Understanding.
7. NON -FUND OBLIGATING DOCUMENT. Nothing in this MOU shall require Weld
County to obligate or transfer any funds. Specific work projects or activities that involve
the transfer of funds, services, or property among the signatory parties will require
execution of separate agreements and be contingent upon the availability of appropriated
funds.
8. INDEMNITY. Sonoma Tech agrees to indemnify and hold harmless Weld County and its
officers, agents, or employees for any and all liability, including litigation expenses and
attorney's fees, arising from suits, actions, or claims of any character for death, bodily
injury, or loss of or damage to property or to the environment, resulting from the project.
9. AUTHORIZED REPRESENTATIVES. By signature below, the signatory party certifies
that the individuals listed in this document as representatives of the signatory party are
authorized to act in their respective areas for matters related to this agreement.
10. GOVERNMENTAL IMMUNITY: Weld County does not waive its governmental
Immunity, as provided by the Colorado Governmental Immunity Act, C.R.S. §§24-10-
101 et seq., as applicable now or hereafter amended, by entering into this MOU and
retains all immunities and defenses provided by law with respect to any action based on
or occurring as a result of this MOU.
11. The parties agree that exclusive venue for any action related to performance of this
agreement shall be in the District Court for Weld County, Colorado or in the United
States District Court of Colorado. In any action, Colorado law shall be used in
interpreting this agreement.
Memorandum of Understanding
Between Weld County and Sonoma Tech for Methane Monitoring 3
VII. CONTACTS
The contacts for each party to this agreement are:
Weld County
Dan Joseph
Director, Environmental Health Services
Weld County Department of Public Health and Environment
1555 North 17th Avenue
Greeley, Colorado 80631
djoseph@weld.gov
970-400-2206
Sonoma Tech
Dr. Abhilash Vijayan
Director of Transportation, Climate, and Community Air Quality Programs
Sonoma Technology, Inc.
1450 N. McDowell Blvd., Suite 200
Petaluma, CA 94954
707-665-9900
Avijayan@sonomatech.com
VIII. SIGNATURES
For Sonoma Tech:
"1.
Date:
NAME: Lyle Chinkin
TITLE: Chief Executive Officer, Chief Scientist at Sonoma Technology, Inc.
For S. oma ech:
Date: 10/21/2024
M : Abhilash " an
TITLE: Direc of Transportation, Climate, and Community Air Quality
Programs at Sonoma Technology, Inc.
For Weld County:
NAME: Kevin D. Ross
TITLE: Chair, Board of County Commission,prs of Weld County,
Weld County, State of Colorado ATTEST
Memorandum of Understanding
Between Weld County and Sonoma Tech for Methane Monitoring
OCT 2 3 2024
OC
zo-z4—zszcl
Contract Form
Entity Information
Entity Name *
SONOMA TECHNOLOGIES INC
Entity ID"
@00049210
Q New Entity?
Contract Name * Contract ID
MOU FOR SITING OF METHANE MONITORS AT MISSILE 8821
SITE PARK, ORCHARD AND HEREFORD
Contract Status
CTB REVIEW
Contract Lead
BFRITZ
Contract Lead Email
bfritz@weld.gov;Health-
Contracts@weld.gov
Parent Contract ID
Requires Board Approval
YES
Department Project #
Contract Description
MOU FOR SITING OF METHANE MONITORS AT MISSILE SITE PARK, ORCHARD AND HEREFORD
Contract Description 2
Contract Type*
AGREEMENT
Amount*
$0.00
Renewable*
NO
Automatic Renewal
Grant
IGA
Department
HEALTH
Department Email
CM-Health@weld.gov
Department Head Email
CM -Health- Does Contract require Purchasing Dept. to be
DeptHead@weld.gov included?
Requested BOCC Agenda Due Date
Date* 10/19/2024
10/23/2024
Will a work session with BOCC be required?*
NO
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYATTORNEY@WEL
D.GOV
If this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts
are not in OnBase
Contract Dates
Effective Date
Termination Notice Period
Contact Information
Contact Info
Review Date*
10/01/2025
Committed Delivery Date
Renewal Date
Expiration Date*
12/31/2026
Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2
Purchasing
Purchasing Approver Purchasing Approved Date
Approval Process
Department Head
JASON CHESSHER
DH Approved Date
10/23/2024
Final Approval
BOCC Approved
BOCC Signed Date
BOCC Agenda Date
10/23/2024
Finance Approver
CHERYL PATTELLI
Legal Counsel
BYRON HOWELL
Finance Approved Date Legal Counsel Approved Date
10/23/2024 10/23/2024
Tyler Ref #
AG 102324
Originator
BFRITZ
Hello