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Home My WebLink About2023-12-12 - Board of Directors Meeting Agenda Packet AGENDA YORBA LINDA WATER DISTRICT BOARD OF DIRECTORS REGULAR MEETING Tuesday, December 12, 2023, 7:30 AM 1717 E Miraloma Ave, Placentia CA 92870 1. PARTICIPATION INSTRUCTIONS This meeting will be held in person. For public convenience, the meeting can also be accessed via internet-based service or telephone as indicated below. For questions regarding participation, please call the Board Secretary at (714) 701-3020. Computer/Mobile Device: https://us06web.zoom.us/j/81620502082 Telephone: (669) 444-9171 or (669) 900-6833 Meeting ID: 816 2050 2082 2. CALL TO ORDER 3. PLEDGE OF ALLEGIANCE 4. ROLL CALL Brett R. Barbre, President Trudi DesRoches, Vice President Phil Hawkins, Director Tom Lindsey, Director 5. ADDITIONS/DELETIONS TO THE AGENDA Items may be added to the agenda upon determination by a two-thirds vote of the Board, or a unanimous vote if only three Directors are present, that there is a need to take immediate action which came to the District's attention subsequent to the agenda being posted. (GC 54954.2(b)(2)) 6. AB 2449 TELECONFERENCE REQUESTS 7. CLOSED SESSION The Board may hold a closed session on items related to personnel, labor relations and/or litigation. The public is excused during these discussions. 7.1. Public Employee Performance Evaluation Pursuant to Section 54957 of the California Government Code Title: General Manager 7.2. Conference with Labor Negotiators Pursuant to Section 54957.6 of the California Government Code Agency Designated Representative: Andrew Gagen, General Counsel Unrepresented Employee: General Manager 8. REPORT FROM CLOSED SESSION - ANTICIPATED TO BEGIN AT 8:00 AM 9. SEATING OF DIRECTORS 9.1. Reorganization of the Board of Directors and Appointment of Officers Page 1 of 166 10. ADJOURN TO FINANCING AUTHORITY / PUBLIC FINANCING CORP MEETINGS 11. INTRODUCTIONS AND PRESENTATIONS 11.1. Elected Official Liaison Reports 12. PUBLIC COMMENTS Any individual wishing to address the Board (or Committee) is requested to identify themselves and state the matter on which they wish to comment. If the matter is on the agenda, the Chair will recognize the individual for their comment when the item is considered. No action will be taken on matters not listed on the agenda. Comments are limited to three minutes and must be related to matters of public interest within the jurisdiction of the Water District. (GC 54954.3) 13. CONSENT CALENDAR All items on the consent calendar are considered routine and may be approved by a single motion. There will be no discussion of these items unless a member of the Board, staff, or public requests separate consideration. 13.1. Payments of Bills, Refunds, and Wire Transfers Recommendation: That the Board of Directors ratify and authorize disbursements in the amount of $2,661,466.56 13.2. Budget to Actual Statements for Period Ended October 31, 2023 Recommendation: That the Board of Directors receive and file the Budget to Actual Reports for Period Ended October 31, 2023. 13.3. Cash and Investment Report for Period Ended October 31, 2023 Recommendation: That the Board of Directors receive and file the Cash and Investment Report for Period Ended October 31, 2023. 13.4. Amendments to Encroachments Policy Recommendation: That the Board of Directors adopt Resolution No. 2023-XX adopting, in its substantial form, an amended Encroachments Policy, and rescinding Resolution No. 2022-33. 14. ACTION CALENDAR This portion of the agenda is for items where staff presentations and Board (or Committee) discussions are needed prior to formal action. 14.1. Request for Proposals for General Legal Counsel Services Recommendation: That the Board of Directors instruct staff to distribute the Request For Proposals for General Legal Counsel Services. 14.2. Highland Reservoir Resident Input Recommendation: The staff recommends that we secure our facilities as we are doing across our entire service area. However, we acknowledge the public concern given the input we received from residents and initial Board of Director guidance. That said, the staff recommends status quo. 15. DISCUSSION ITEMS This portion of the agenda is for matters that cannot reasonably be expected to be concluded by action of the Board (or Committee) at the meeting, such as technical presentations, drafts of proposed policies, or similar items for which staff is seeking advice and counsel. Time permitting, it is generally in the District’s interest to discuss these more complex matters at one meeting and consider formal action at another meeting. This portion of the agenda may also include items for information only. 15.1. Capital Improvement Program (CIP) Project Status 16. REPORTS, INFORMATION ITEMS, AND COMMENTS Page 2 of 166 16.1. Director's Reports 16.2. General Manager's Report 16.3. General Counsel's Report 16.4. Future Agenda Items and Staff Tasks 17. COMMITTEE REPORTS 17.1. Interagency Committee with MWDOC and OCWD __________ / DesRoches - Next meeting will be scheduled when needed. 17.2. Joint Agency Committee with City of Yorba Linda Lindsey / DesRoches - Next meeting will be scheduled when needed. 17.3. Joint Agency Committee with City of Placentia Lindsey / DesRoches - Next meeting will be scheduled when needed. 17.4. Joint Agency Committee with City of Brea Barbre / Lindsey - Initial meeting yet to be scheduled. 17.5. Joint Agency Committee with Placentia-Yorba Linda Unified School District Barbre / Lindsey - Next meeting will be scheduled when needed. 18. BOARD OF DIRECTORS ACTIVITY CALENDAR 18.1. Meetings from December 13, 2023 - January 31, 2024 19. CLOSED SESSION CONTINUED 19.1. Conference with Labor Negotiators Pursuant to Section 54957.6 of the California Government Code Agency Designated Representative: General Manager Employee Organization: Yorba Linda Water District Employees Association 19.2. Conference with Labor Negotiators Pursuant to Section 54957.6 of the California Government Code Agency Designated Representative: General Manager Unrepresented Employees: All Unrepresented Classifications 19.3. Conference with Legal Counsel - Existing Litigation Pursuant to Paragraph (1) of Subdivision (d) of Section 54956.9 of the California Government Code Name of Case: YLWD v. Alex Winsberg (Orange County Superior Court - Case No. 30-2022-01284814-CU-OR-CJC) 20. REPORT FROM CLOSED SESSION CONTINUED 21. ADJOURNMENT 21.1. The next regular meeting is scheduled Thursday, December 28, 2023 at 8:30 a.m. Items Distributed to the Board Less Than 72 Hours Prior to the Meeting Page 3 of 166 Non-exempt materials related to open session agenda items that are distributed to a majority of the Board of Directors (or Committee Members) less than seventy-two (72) hours prior to the meeting will be available for public inspection in the lobby of the District’s Administrative building located at 1717 E Miraloma Ave, Placentia CA 92870 during regular business hours. When practical, these materials will also be posted on the District’s website at https://ylwd.com/. (GC 54957.5) Accommodations for the Disabled Requests for disability-related modifications or accommodations, including auxiliary aids or services, required for participation in the above-posted meeting should be directed to the Board Secretary at (714) 701-3020 at least 24 hours in advance. (GC 54954.2(a)) Page 4 of 166 ITEM NO. 9.1. AGENDA REPORT MEETING DATE: December 12, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Annie Alexander, Senior Executive Assistant / Board Secretary SUBJECT: Reorganization of the Board of Directors and Appointment of Officers RECOMMENDATION: That the Board of Directors: (1) nominate and elect a President; (2) nominate and elect a Vice President; and (3) appoint staff to serve as the Treasurer, Secretary, and Assistant Secretary, for the next calendar year. SUMMARY: Pursuant to Section 6.1.(A) of the Board of Directors' Policies and Procedures, a President and Vice President of the Board shall be elected annually at the District's reorganization meeting held at the first regular meeting of the Board in December of each year. Additionally, the Board is required to appoint the Municipal Corporation Officers of Treasurer, Secretary, and Assistant Secretary. FISCAL IMPACT: None. BACKGROUND: The powers and duties of the President, Vice President, Treasurer, Secretary, and Assistant Secretary are set forth in the County Water District Law and the Board of Directors' Policies and Procedures. In summary, the President's duties are as follows: ▪ Assume the chair of the Presiding Officer immediately after election. ▪ Make committee, agency, and intergovernmental meeting assignments, subject to consent of the Board. ▪ Conduct the proceedings of the Board. ▪ Sign all ordinances, resolutions, and contract documents approved and adopted by the Board as required. ▪ Perform other duties imposed by the Board. The Vice President will serve as the Presiding Officer and perform all of the above-listed duties in the Page 5 of 166 absence of the President. The Treasurer installs and maintains a system of auditing and accounting that completely and at all times shows the financial condition of the District, and also performs other duties as imposed by the Board in accordance with governing laws and regulations. The Secretary, or Assistant Secretary in the absence of the Secretary, attests all ordinances and resolutions approved and adopted by the Board, countersigns all contract documents approved or adopted by the Board as required, prepares the minutes of each meeting held by the Board, and performs other duties as imposed by the Board in accordance with governing laws and regulations. A member of the Board cannot serve as the General Manager, Treasurer, Secretary, or Assistant Secretary. However, the same person can be appointed as General Manager and Secretary or Secretary and Treasurer. The General Manager cannot serve as the Treasurer. There is no additional compensation for serving as an appointed officer if the individual is an employee of the District. Staff recommends the Board consider appointing Delia Lugo as Treasurer, Annie Alexander as Secretary, and the future Administrative Assistant as Assistant Secretary. Page 6 of 166 ITEM NO. 13.1. AGENDA REPORT MEETING DATE: December 12, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Delia Lugo, Finance Manager Keri Hollon, Accounting Assistant II SUBJECT: Payments of Bills, Refunds, and Wire Transfers RECOMMENDATION: That the Board of Directors ratify and authorize disbursements in the amount of $2,661,466.56. BACKGROUND: Section 31302 of the California Water Code says the District shall pay demands made against it when the Board of Directors has approved them. Pursuant to law, staff is hereby submitting the list of disbursements for November 8, 2023 through December 7, 2023, for the Board of Directors’ approval. Items within this disbursement list include: Ten Highest Expenses for Disbursement Municipal Water District 415,587.10 Water Deliveries - September 2023 T. E. Roberts, Inc 212,861.97 J21-46 Imperial Highway Waterline Service Pacific Hydrotech Corporation 190,343.90 J20-37 Timber Ridge Professional Services ACWA/JPIA 130,302.95 Medical & Dental Premium December 2023 Southern Calif Edison Co. 101,212.42 Electricity Charges - October 2023 Various Locations Big Ben Inc. 77,057.31 J21-36 Bnsf Waterline Professional Services Pacific Hydrotech Corporation 68,710.70 J18-27 Hidden Hills Professional Services Southern Calif Gas Co. 49,887.29 Gas Charges - September 2023 Various Locations G.M. Sager Construction Co., Inc. 46,300.00 Paving Work at Various Locations City Of Anaheim - Anaheim Public Utilities 44,676.87 Electrical Charges October 2023 - Various Locations Page 7 of 166 $ 1,336,940.51 Other Routine Invoices $ 588,714.36 Accts Payable Check Total $ 1,925,654.87 Payroll No. 23 Payroll No. 24 $ 359,309.81 376,501.88 Total Disbursements $ 2,661,466.56 A summary of the disbursements is attached. ATTACHMENTS: 1. Cap Sheet for December 12, 2023 2. Check Register for November 22, 2023 3. Check Register for December 7, 2023 4. Credit Card Register for December 7, 2023 5. BOD Credit Card for December 7, 2023 Page 8 of 166 CHECK NUMBERS: 11/22/2023 Computer Checks 83149-83215 967,892.95$ 12/7/2023 Computer Checks 83225-83282 376,727.66 1,344,620.61$ WIRES: W111323 Southern Calif Gas Co. 49,887.29$ W111523 Municipal Water District 415,587.10 W111523A Switch Ltd 713.00 W112223 American Business Bank 10,018.10 W112223A American Business Bank 3,616.35 W120723 Southern Calif Edison Co. 101,212.42 581,034.26$ 1,925,654.87$ PAYROLL NO. 23: Direct Deposits 220,138.89$ Payroll Taxes 62,284.39 EFT -- CalPERS 51,587.03 Third Party Checks 83144-83148 25,299.50 359,309.81$ PAYROLL NO. 24: Direct Deposits 229,432.29$ Payroll Taxes 67,962.39 EFT -- CalPERS 51,470.27 Third Party Checks 83216-83224 27,636.93 376,501.88$ 735,811.69$ 2,661,466.56$ Summary of Disbursements December 12, 2023 ------------------------------------------------------------------------------------------------------------------ TOTAL OF CHECKS & WIRES TOTAL OF PAYROLL ================================================================ MEETING OF DECEMBER 12, 2023 APPROVED BY THE BOARD OF DIRECTORS MINUTE ORDER AT BOARD ================================================================ DISBURSEMENT TOTAL Page 9 of 166 Check No.Date Vendor Name Amount Description 83149 11/22/2023 COLEEN KONDOR 186.72 CUSTOMER REFUND 83150 11/22/2023 MAYYA MAGAY 170.15 CUSTOMER REFUND 83151 11/22/2023 BRIANA TOLEDO 13.14 CUSTOMER REFUND 83152 11/22/2023 GCI CONSTRUCTION, INC. 4,120.00 CUSTOMER REFUND 83153 11/22/2023 XIAOQUN LIU 269.65 CUSTOMER REFUND 83154 11/22/2023 ACWA/JPIA 130,302.95 MEDICAL & DENTAL PREMIUM DECEMBER 2023 83155 11/22/2023 ADCO Roofing, Inc 21,616.00 GUTTER CLEANING & REPAIR WORK - BUILDING 2 & 3 83156 11/22/2023 RS Americas, Inc 370.14 SCADA PARTS 83157 11/22/2023 Amazon Capital Services 4,156.64 DRONE FOR FACILITIES, MECHANIC SHOP SUPPLIES & PPE MATERIAL 83158 11/22/2023 Annie Alexander 845.30 TRAVEL EXPENSE REIMBURSEMENT & SUPPLIES 83159 11/22/2023 Aqua-Metric Sales Co. 20,502.06 OPERATIONS WORK MATERIAL 83160 11/22/2023 Aramark 856.25 UNIFORM SERVICE 83161 11/22/2023 AT & T - Calnet3 3,236.91 ATT CALNET 83162 11/22/2023 BASE HILL INC. 6,142.58 JANITORIAL SERVICES 83163 11/22/2023 Bee Busters, Inc 650.00 COLONY ABATEMENTS 83164 11/22/2023 City Of Placentia 9,565.00 SEWER COLLECTIONS - OCTOBER 2023 83165 11/22/2023 Griswold Industries dba Cla-Val Co. 20,335.17 J23-42 CLA-VAL FOR WELL #19 83166 11/22/2023 Communications Lab 5,000.00 PROFESSIONAL SERVICES OCTOBER 2023 83167 11/22/2023 Culligan of Santa Ana 2,216.10 EQUIPMENT PE SOFTENER 83168 11/22/2023 Dell Financial Services LLC 2,646.80 OFFICE 365 SUPPORT 83169 11/22/2023 Dean Criske Trucking 3,704.66 ROAD MATERIAL 83170 11/22/2023 E. H. Wachs Company 27,095.91 VALVE OPERATOR FOR UNIT #249 83171 11/22/2023 Enthalpy Analytical, Inc. 9,232.50 WATER QUALITY TESTING 83172 11/22/2023 Foundation Building Materials 45.30 VALLEY VIEW DOOR PARTS 83173 11/22/2023 General Pump Co., Inc. 33,640.94 WELL #21 MOTOR SERVICE 83174 11/22/2023 GEO Construction 4,200.00 HIGHLAND LANDSCAPE SERVICES 83175 11/22/2023 Gladwell Governmental Services Inc. 1,000.00 RECORD RETENTION ANALYSIS 83176 11/22/2023 G.M. Sager Construction Co., Inc. 46,300.00 PAVING WORK AT VARIOUS LOCATIONS 83177 11/22/2023 G Saenger & Company, LLC 8,250.00 PROFESSIONAL SERVICES - RECRUITMENT 83178 11/22/2023 Harrington Industrial 52.82 CL2 SYSTEM PARTS 83179 11/22/2023 Hushmand Associates Inc 3,909.00 J18-27 HIDDEN HILLS PROFESSIONAL SERVICES AUGUST 2023 83180 11/22/2023 Infosend Inc. 5,404.76 BILLING & POSTAGE CUSTOMER BILL 83181 11/22/2023 Jackson's Auto Supply - Napa 58.49 COOLANT RESERVOIR FOR UNIT #222 83182 11/22/2023 Jacqueline Segura 48.50 MILEAGE REIMBURSEMENT - ACWA HR GROUP MEETING 83183 11/22/2023 Kidman Gagen Law 27,879.50 LEGAL SERVICES - OCTOBER 2023 83184 11/22/2023 Kimball Midwest 573.84 TOOLS FOR MECHANIC SHOP 83185 11/22/2023 LPR-Laser Printer Repair Co 115.00 ON SITE PRINTER MAINTENANCE 83186 11/22/2023 MAP Communications 1,117.37 AFTER HOURS PHONE SERVICE 83187 11/22/2023 Mc Fadden-Dale Hardware 241.55 PRODUCTION REPAIR PARTS & MECHANIC SHOP SUPPLIES 83188 11/22/2023 Municipal Diving Services Inc. 26,631.94 RESERVOIR INSPECTION & CLEANING 83189 11/22/2023 Murcal, Inc. 1.09 PARTS FOR GAS ENGINES 83190 11/22/2023 NatPay Online Business Solutions 25.67 DOCULIVERY - OCTOBER 2023 83191 11/22/2023 Nickey Kard Lock Inc 10,984.95 FUEL 10/16/23-10/31/23 83192 11/22/2023 Nickey Petroleum Co Inc 6,306.04 STATIONARY ENGINE OIL 83193 11/22/2023 North American Recycling and Crushing, LLC 510.00 DISPOSAL OF OLD ROAD MATERIAL 83194 11/22/2023 Office Solutions 543.93 OFFICE SUPPLIES 83195 11/22/2023 Orange County Water District 5,283.62 WARNER BASIN LEASE YEAR 12 83196 11/22/2023 County of Orange 1,355.04 LANDFILL FEES - SOIL DISPOSAL 83197 11/22/2023 Orkin Pest Control 490.98 PEST CONTROL 83198 11/22/2023 Pacific Hydrotech Corporation 190,343.90 J20-37 TIMBER RIDGE PROFESSIONAL SERVICES 83199 11/22/2023 Pacific Hydrotech Corporation 68,710.70 J18-27 HIDDEN HILLS PROFESSIONAL SERVICES 83200 11/22/2023 P.T.I. Sand & Gravel, Inc. 694.81 ROAD MATERIAL 83201 11/22/2023 Ruben Maldonado 190.00 CERTIFICATE REIMBURSEMENTS - D3 & CROSS CONNECTION 83202 11/22/2023 Shred Confidential, Inc. 79.88 MONTHLY SHRED SERVICE 83203 11/22/2023 Rachel Padilla/Petty Cash 35.73 LUNCH FOR INTERVIEW PANEL - 5 ATTEND 83204 11/22/2023 Sunrise Medical Group 455.00 EMPLOYEE PHYSICALS 83205 11/22/2023 T. E. Roberts, Inc 212,861.97 J21-46 IMPERIAL HIGHWAY WATERLINE SERVICE 83206 11/22/2023 The Bee Man 245.00 COLONY ABATEMENT 83207 11/22/2023 Titan Water Technology Inc 295.00 QUARTERLY AC SERVICE 83208 11/22/2023 Townsend Public Affairs, Inc. 5,000.00 CONSULTING SERVICES - NOVEMBER 2023 83209 11/22/2023 Underground Service Alert 426.68 NEW TICKET CHARGES & CA STATE FEE 83210 11/22/2023 United Industries 2,076.87 OPERATIONS PPE 83211 11/22/2023 United Rentals 278.74 CONCRETE RENTAL & MIX 83212 11/22/2023 UNUM Life Insurance Co. of America 5,178.63 LIFE,AD&D,STD&LTD - DECEMBER 2023 83213 11/22/2023 United Water Works, Inc. 16,571.85 OPERATIONS WORK MATERIAL 83214 11/22/2023 WIENHOFF DRUG TESTING 170.00 EMPLOYEE PHYSICALS 83215 11/22/2023 YO Fire 6,073.23 OPERATIONS WORK MATERIAL W111323 11/13/2023 Southern Calif Gas Co. 49,887.29 GAS CHARGES - SEPTEMBER 2023 VARIOUS LOCATIONS W111523 11/15/2023 Municipal Water District 415,587.10 WATER DELIVERIES - SEPTEMBER 2023 W111523A 11/15/2023 Switch Ltd 713.00 DATA HOSTING CO-LOCATION W112223 11/22/2023 American Business Bank 10,018.10 PACIFIC HYDROTECH RETENTION ESCROW HOLDINGS W112223A 11/22/2023 American Business Bank 3,616.35 PACIFIC HYDROTECH RETENTION ESCROW HOLDINGS 1,447,714.79 For Checks Dated: 11/09/2023 thru 11/22/2023 Yorba Linda Water District Check Register Page 10 of 166 11/09/2023 PAYROLL - EMPLOYEE DIRECT DEPOSIT 220,138.89 11/09/2023 PAYROLL - PAYROLL TAX PAYMENT 62,284.39 11/09/2023 PAYROLL - CALPERS & TASC 51,587.03 83144 11/09/2023 California State Disbursement Unit 751.84 83145 11/09/2023 Colonial Life 87.42 83146 11/09/2023 Lincoln Financial Group 2,184.22 83147 11/09/2023 Nationwide Retirement Solutions 21,422.21 83148 11/09/2023 Franchise Tax Board 853.81 359,309.81 Payroll Checks #23 Page 11 of 166 Check No.Date Vendor Name Amount Description 83225 12/07/2023 STANLEY BARD 307.00 CUSTOMER REFUND 83226 12/07/2023 CACEGA CORP DBA DUKE'S CAFE 287.39 CUSTOMER REFUND 83227 12/07/2023 GABRIEL BECERRA 0.20 CUSTOMER REFUND 83228 12/07/2023 BIG BEN ENGINEERING 94.62 CUSTOMER REFUND 83229 12/07/2023 PREMIER ASSEST HOLDINGS LLC. 374.10 CUSTOMER REFUND 83230 12/07/2023 HOME CAPITAL SERVICES LLC 791.85 CUSTOMER REFUND 83231 12/07/2023 AIRGAS INC 233.62 WELDING SUPPLIES 83232 12/07/2023 Amazon Capital Services 1,255.54 TOOLS FOR PRODUCTION & IT SUPPLIES 83233 12/07/2023 America's Instant Signs 108.75 SITE SAFETY SIGNS 83234 12/07/2023 Aqua-Metric Sales Co. 29,806.67 OPERATIONS WORK MATERIAL 83235 12/07/2023 Aramark 698.77 UNIFORM SERVICE 83236 12/07/2023 BASE HILL INC. 6,142.58 JANITORIAL SERVICES 83237 12/07/2023 Big Ben Inc. 77,057.31 J21-36 BNSF WATERLINE PROFESSIONAL SERVICES 83238 12/07/2023 B.L. Wallace Distributor, Inc. 5,594.62 METER LIDS 83239 12/07/2023 CalCard US Bank 39,976.64 CREDIT CARD TRANSACTIONS - NOVEMBER 2023 83240 12/07/2023 Certified Laboratories 1,699.70 HYDRANT REPAIR MATERIALS 83241 12/07/2023 CIPO CLOUD SOFTWARE INC 700.00 CLOUD MONTHLY SUBSCRIPTION 83242 12/07/2023 City Of Anaheim - Anaheim Public Utilities 44,676.87 ELECTRICAL CHARGES OCTOBER 2023 - VARIOUS LOCATIONS 83243 12/07/2023 Griswold Industries dba Cla-Val Co. 3,962.86 VALVES & CLA VAL PARTS 83244 12/07/2023 deRose Promos 616.16 PROMOTIONAL ITEMS 83245 12/07/2023 Energy Environmental Soln, Inc 2,750.00 ICE TESTING FOR WELL #18 83246 12/07/2023 FedEx Office 35.14 SHIPPING EXPENSE 83247 12/07/2023 Fuller Truck Accessories 958.98 LIGHTS FOR UNIT #249 83248 12/07/2023 Fullerton Paint & Flooring 356.35 MARKING PAINT 83249 12/07/2023 GEO Construction 1,245.00 VARIOUS WELLS LANDSCAPE SERVICES 83250 12/07/2023 Grainger 963.96 MECHANIC SHOP SUPPLIES & SCADA TOOLS 83251 12/07/2023 Infosend Inc. 7,448.12 BILLING & POSTAGE CUSTOMER BILL 83252 12/07/2023 Inland Group 500.79 SERVICE REPAIR FOR UNIT #241 83253 12/07/2023 Konica Minolta Business 825.39 COPIER AGREEMENT 83254 12/07/2023 Laco Steel, Inc 7,637.57 FENCING MATERIALS FOR VARIOUS LOCATIONS 83255 12/07/2023 LA Networks 10,373.52 CISCO PHONE SERVICE SUPPORT 83256 12/07/2023 Mc Fadden-Dale Hardware 163.26 CLA-VAL & HYDRANT REPAIR PARTS 83257 12/07/2023 Mc Master-Carr Supply Co. 1,651.66 PARTS FOR CLA-VAL REPAIRS 83258 12/07/2023 Michael K. Nunley & Associates 2,348.40 J18-12 PROFESSIONAL SERVICES OCTOBER 2023 83259 12/07/2023 Municipal Water District 34,795.50 J22-47 LEAD & COPPER PIPELINE SERVICE PROJECT 83260 12/07/2023 Murcal, Inc. 1,387.43 EMISSIONS TESTER REPAIR 83261 12/07/2023 National Signal Inc. 3,478.83 SIGN PANEL FOR UNIT #249 83262 12/07/2023 Nickey Kard Lock Inc 9,513.95 FUEL 11/1/23-11/15/23 83263 12/07/2023 Norm's Refrigeration & Ice Equipment 1,058.25 ICE MACHINE MAINTENANCE 83264 12/07/2023 Phil's Arbor Care 4,800.00 HIGHLAND LANDSCAPE SERVICES 83265 12/07/2023 Placentia Chamber Of Commerce 825.00 ANNUAL MEMBERSHIP DUES 83266 12/07/2023 Pollard Water 11,853.76 TOOLS FOR HYDRANT CREW 83267 12/07/2023 Linde Gas & Equipment Inc. 267.90 WELDING SUPPLIES 83268 12/07/2023 Pres-Tech 297.98 PARTS FOR UNIT #195 83269 12/07/2023 P.T.I. Sand & Gravel, Inc. 628.31 ROAD MATERIAL 83270 12/07/2023 Resource Computer Solutions 20,703.00 IT CONSULTATION 11/15/23-12/14/23 83271 12/07/2023 RKI Engineering, LLC 6,760.00 J09-22 WELL 22, SCADA & PLANT CONTROL SUPPORT 83272 12/07/2023 Rosanne Weston 35.00 REIMBURSEMENT - PARKING FOR JPIA TRAINING 83273 12/07/2023 Security Solutions 415.00 CARD READER SITE SERVICE 83274 12/07/2023 SKC West, Inc. 470.32 PARTS FOR GAS DETECTORS 83275 12/07/2023 Source 1 Environmental 10,570.50 SEWER LINE REPAIR MATERIALS 83276 12/07/2023 Step Saver Inc 1,658.10 SALT FOR CL2 SYSTEM 83277 12/07/2023 United Industries 1,235.14 OPERATIONS PPE 83278 12/07/2023 United Rentals 280.16 CONCRETE RENTAL & MIX 83279 12/07/2023 United Water Works, Inc. 2,372.98 OPERATIONS WORK MATERIAL 83280 12/07/2023 Vision Service Plan 2,374.72 VISION SERVICE PLAN - DECEMBER 2023 83281 12/07/2023 Vivian Lim 89.94 REIMBURSEMENT - SUPPLIES FOR DISTRICT EVENT 83282 12/07/2023 Procure America, LLC 9,212.50 PSA - ENERGY COST EFFICIENCIES W120723 12/07/2023 Southern Calif Edison Co. 101,212.42 ELECTRICITY CHARGES - OCTOBER 2023 VARIOUS LOCATIONS 477,940.08 11/22/2023 PAYROLL - EMPLOYEE DIRECT DEPOSIT 229,432.29 11/22/2023 PAYROLL - PAYROLL TAX PAYMENT 67,962.39 11/22/2023 PAYROLL - CALPERS & TASC 51,470.27 83216 11/22/2023 Allstate 723.77 83217 11/22/2023 Ameritas 1,575.15 83218 11/22/2023 California State Disbursement Unit 751.84 83219 11/22/2023 Colonial Life 87.42 83220 11/22/2023 Lincoln Financial Group 2,275.88 83221 11/22/2023 Midland National 200.00 83222 11/22/2023 Nationwide Retirement Solutions 21,130.05 83223 11/22/2023 Reliance 39.01 83224 11/22/2023 Franchise Tax Board 853.81 376,501.88 For Checks Dated: 11/22/2023 thru 12/7/2023 Yorba Linda Water District Check Register Payroll Checks #24 Page 12 of 166 Vendor Name Amount Description Sprouts 34.44 DISTRICT SPONSORED EVENT SUPPLIES Home Depot 70.51 PAINTING MATERIALS Amazon Capital Services 457.57 FILE LABELS FOR RECORDS MANAGEMENT Chefs Toys 101.25 DISTRICT EVENT SUPPLIES Corner Bakery 1,810.00 LUNCH FOR EMPLOYEE HEALTH & BENEFITS FAIR Liebert Cassidy Whitmore 75.00 LEGISLATIVE WEBINAR REGISTRATION KENNYS DONUTS 57.35 SAFETY MEETING SUPPLIES Ralphs 7.57 SAFETY TRAINING SUPPLIES Calif Water Environ Assn (CWEA)113.00 CWEA CERTIFICATE RENEWAL - HOLLON, N Smart & Final 240.62 WATER PROFESSIONALS WEEK SUPPLIES Ralphs 23.96 WATER PROFESSIONALS WEEK SUPPLIES Haldeman Inc.873.23 BUILDING REPAIR PARTS Core & Main LP 753.65 HYDRANT GASKETS Home Depot 90.48 PARTS FOR ICE MACHINE REPAIR Home Depot 86.45 STORAGE MATERIALS FOR PRODUCTION Home Depot 75.11 FACILITIES TOOLS & BATTERIES Spectrum Enterprise 663.08 INTERNET & DISTRICT TV SERVICES Costco 87.89 DISTRICT SPONSORED EVENT SUPPLIES Buffer, Inc 24.00 SOCIAL MEDIA ANALYTICS BIG 5 SPORTING GOODS 12.92 SKILLS TEST MATERIALS - MAINTENANCE 1 Home Depot 48.47 SERVICE MATERIALS FOR PRODUCTION Orange County Water Assn.30.00 OCWA EVENT REGISTRATION - WESTON, R Clark County Assessor 2.00 CLARK COUNTY ASSESSMENT FEE FY23-24 FEE Clark County Assessor 76.90 CLARK COUNTY ASSESSMENT FEE FY23-24 Tom's Place 33.15 INTERVIEW PANEL LUNCH - 2 ATTEND Tom's Place 31.85 INTERVIEW PANEL LUNCH - 2 ATTEND The Toll Roads of OC 44.06 TOLL CHARGE - SMWD INTERVIEW PANEL ZOOM 55.99 VIRTUAL MEETING SUBSCRIPTION International Institute of Municipal Clerks 225.00 MEMBERSHIP RENEWAL - ALEXANDER, A SMARTSHEET 9.00 MONTHLY SOFTWARE SUBSCRIPTION City Of Placentia 528.00 ANNUAL FIRE INSPECTION Home Depot 92.62 SEWER REPAIR PARTS Alea Cafe 57.06 INTERVIEW PANEL LUNCH - 4 ATTEND Home Depot 365.79 SEWER REPAIR PARTS Home Depot 51.68 TOOLS FOR HYDRANT CREW ZOOM 15.99 VIRTUAL MEETING SUBSCRIPTION US POSTAL SERVICE (USPS)28.50 POSTAGE - CERTIFIED MAIL Home Depot 225.31 MASONRY TOOLS & SUPPLIES Home Depot 41.44 REBAR FOR REPAIRS Core & Main LP 52.11 FREIGHT CHARGES AWWA 1,095.00 RATE SETTING SEMINAR REGISTRATION - DESROCHES, T AWWA 995.00 RATE SETTING SEMINAR REGISTRATION - DECRISCIO, J ONLINE Information Services, Inc.155.65 ONLINE UTILITY EXCHANGE & COLLECTION ONLINE Information Services, Inc.524.36 ONLINE UTILITY EXCHANGE & COLLECTION Republic Services #676 689.33 DISPOSAL SERVICE Thompson Building Material 1,072.33 J09-22 WELL #22 PLAQUE MATERIAL IN-N-OUT RESTAURANTS 20.00 DISTRICT SPONSORED EVENT SUPPLIES State of Arizona 225.00 WRE CERTIFICATION FEE - TOY, M Grainger 555.36 CLEANING SUPPLIES FOR SCADA La Petite 94.71 OFFICE EXPENSE American Society of Civil Engineers (ASCE)250.00 PE RENEWAL FEE - TOY, M Home Depot 124.32 CONCRETE REPAIR MATERIALS Stater Bros. Markets 9.70 SAFETY TRAINING SUPPLIES Verizon Wireless 4,016.15 VERIZON 8/21-9/20 Home Depot 52.65 SEWER REPAIR PARTS Arbuckle Electric Motors 409.83 SCADA REPAIR MATERIAL Bitwarden Inc.180.00 PASSWORD PROGRAM Home Depot 43.07 LIGHT FOR HIDDEN HILLS BOOSTER COUNTY OF ORANGE RECORDER 35.00 NOTARY OATH & REGISTRATION - ALEXANDER, A KENNYS DONUTS 57.35 SAFETY MEETING SUPPLIES Presidents Donuts 34.58 SAFETY MEETING SUPPLIES Home Depot 89.34 PEST CONTROL SPRAY Seasons 52 171.77 MUNICIPAL ADVISORS LUNCH - 5 ATTEND 7-Dec-23 Cal Card Credit Card U S Bank Page 13 of 166 GSE 76 16.78 DRINKS FOR 5 STAFF WORKING OT APPLE 0.99 OFFICE EXPENSE PORKY'S PIZZA 292.79 SUPPLIES FOR DISTRICT SPONSORED EVENT Spectrum Enterprise 210.81 INTERNET & DISTRICT TV SERVICES JRTT AUTO SERVICE 589.13 REPAIR FOR UNIT #214 Home Depot 364.22 LIGHTS & ELECTRICAL SUPPLIES FOR FACILITIES Home Depot 17.20 SOD FOR LANDSCAPE REPAIR Home Depot 56.32 CONCRETE REPAIR MATERIALS Smart & Final 179.17 BREAKROOM SUPPLIES Government Finance Officers 345.00 BUDGET AWARD APPLICATION FEE IN-N-OUT RESTAURANTS 30.00 DISTRICT SPONSORED EVENT SUPPLIES Target 192.16 DISTRICT SPONSORED EVENT SUPPLIES Home Depot 183.02 SHOVELS & TOOLS FOR OPERATIONS Home Depot 20.08 HYDRANT REPAIR PARTS Sams Club 75.78 SUPPLIES FOR DISTRICT SPONSORED EVENT BACKGROUNDS ONLINE 472.60 NEW HIRE BACKGROUND CHECK Office Depot Credit Plan 27.99 OFFICE SUPPLIES Home Depot 19.34 LANDSCAPE REPAIR MATERIALS Home Depot 14.96 GROUT FOR FACILITIES REPAIR California Society of CPAs 209.00 WEBINAR REGISTRATION - PHUONG, S Home Depot 49.18 CEMENT FOR WELL #22 Home Depot 57.00 CONCRETE REPAIR MATERIALS American Cast Bronze Plaques, LLC 1,820.00 J09-22 WELL #22 BRONZE PLAQUE Cal Society-Municipal Finance Officers 135.00 MEMBERSHIP RENEWAL - PHUONG, S Institute of Certified Record Managers 200.00 MEMBERSHIP RENEWAL - ARAMBARRI, T Adobe 54.99 SOFTWARE LICENSE Government Finance Officers 500.00 CONFERENCE REGISTRATION - PHUONG, S Farmer Boys 49.09 FOOD FOR 4 STAFF WORKING OT GSE 76 21.76 DRINKS FOR 5 STAFF WORKING OT CliftonLarsonAllen LLP 2,828.70 GASB 87 SERVICES Spectrum Enterprise 232.18 INTERNET & DISTRICT TV SERVICES WaterWise Pro Traning LLC 400.00 EVENT REGISTRATION FOR 5 STAFF WaterWise Pro Traning LLC 80.00 EVENT REGISTRATION FOR 1 STAFF Marquest Scientific, Inc.143.67 CL2 SYSTEM SUPPLIES Yorba Linda Chamber 110.00 EVENT REGISTRATION - DESROCHES, T ZOOM 15.99 VIRTUAL MEETING SUBSCRIPTION Amazon Capital Services 112.08 EMPLOYEE SERVICE RECOGNITION Amazon Capital Services 16.30 FINANCE OFFICE SUPPLIES Spectrum Enterprise 1,988.12 INTERNET & DISTRICT TV SERVICES Lamp Post Pizza 105.60 GP USER FORUM LUNCH - 20 ATTEND Embassy Suites Monterey Bay - Seaside 34.04 MEAL - CSDA CONFERENCE - ALEXANDER, A Home Depot 242.71 CONCRETE REPAIR MATERIALS Home Depot 467.59 SOD FOR LANDSCAPE REPAIR American Frame 62.52 FRAME FOR DEDICATION PLAQUE Delta Airlines 338.90 FLIGHT - GFOA CONFERENCE - PHUONG, S American Airlines 338.89 FLIGHT - GFOA CONFERENCE - PHUONG, S KENNYS DONUTS 57.35 SAFETY MEETING SUPPLIES Ralphs 2.55 SAFETY TRAINING SUPPLIES Amazon Capital Services 81.55 EMPLOYEE SERVICE RECOGNITION NextRequest Co.6,366.96 PRA MANAGEMENT RENEWAL 12/23-11/24 Calif Water Environ Assn (CWEA)221.00 MEMBERSHIP RENEWAL - CUELLAR, R Constant Contact 215.65 SOCIAL MEDIA ENGAGEMENT PLATFORM Bernell Hydraulics 100.21 HARDWARE FOR MECHANIC SHOP Home Depot 288.07 ELECTRICAL SUPPLIES FOR WELL #22 Home Depot 325.15 WATER SERVICE EQUIPMENT ExxonMobil 23.00 DRINKS FOR 5 STAFF WORKING OT 39,976.64 Page 14 of 166 Row Labels Vendor Name Document Amount Description DesRoches, Trudi Yorba Linda Chamber 110.00 EVENT REGISTRATION - DESROCHES, T AWWA 1,095.00 RATE SETTING SEMINAR REGISTRATION - DESROCHES, T Grand Total 1,205.00 7-Dec-23 Cal Card Credit Card Board of Directors Page 15 of 166 ITEM NO. 13.2. AGENDA REPORT MEETING DATE: December 12, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Delia Lugo, Finance Manager SUBJECT: Budget to Actual Statements for Period Ended October 31, 2023 RECOMMENDATION: That the Board of Directors receive and file the Budget to Actual Reports for Period Ended October 31, 2023. BACKGROUND: For the month ended October 31, 2023, staff is presenting Budget to Actual Reports for the District as a whole, as well as the individual water and sewer funds. Cumulative Volumetric Water Revenue, as generated by customer water usage through the month ending October 31, 2023, reflects an average increase of approximately 7.2% as compared to the prior year through the same reporting period. Total Variable Costs results, as reported through the month ending October 31, 2023, reflect an approximate 8% increase when compared to prior year results for the same reporting period. Use of groundwater accounts for 83.35% of demand on the water system through this reporting month. ATTACHMENTS: 1. Budget to Actual Statements for Period Ended October 31, 2023 Page 16 of 166 Summary Financial Report Water & Sewer Funds Annual YTD Oct YTD YTD Actual Prior Year Prior Year YTD Actual YTD Actual Budget Budget Actual Actual (Under) Over Oct Actual Actual (thru vs vs FY24 FY24 FY24 FY24 YTD Budget FY23 Oct 2022) PY Actual $ PY Actual % Revenue (Operating): Water Revenue (Residential) 19,683,344$ $8,070,171 1,529,842$ 6,821,410$ (1,248,761)$ 1,454,324$ 6,397,300$ 424,110$ 6.63% Water Revenue (Commercial & Fire Det.) 2,016,621 $826,815 168,588 712,671 (114,144) 151,421 639,178 73,493 11.50% Water Revenue (Landscape/Irrigation) 4,769,326 $1,955,424 415,121 1,825,087 (130,337) 422,547 1,764,015 61,072 3.46% Water Revenue (Service Charge) 16,076,351 5,358,784 1,342,525 5,259,458 (99,326) 1,226,525 4,806,421 453,037 9.43% Property Taxes - CFC Charges 3,597,389 251,817 4,242 436,538 184,721 2,983 7,129 429,409 6023.41% Sewer Charge Revenue 3,582,947 1,194,316 298,918 1,173,652 (20,664) 260,098 1,028,022 145,630 14.17% Locke Ranch Assessments 410,497 28,735 (947) 848 (27,887) 470 851 (3) -0.35% Other Operating Revenue 1,327,217 442,406 92,744 459,340 16,934 152,122 582,415 (123,075) -21.13% Total Operating Revenue:51,463,692 18,128,466 3,851,033 16,689,004 (1,439,462) 3,670,490 15,225,331 1,463,673 9.61% Revenue (Non-Operating): Interest 948,000 316,000 322,339 708,451 392,451 143,169 185,597 522,854 281.71% Property Tax 2,402,796 168,196 8,885 43,468 (124,728) 13,795 51,434 (7,966) -15.49% Other Non-Operating Revenue 735,458 245,153 43,695 237,800 (7,353) 83,158 664,056 (426,256) -64.19% Total Non-Operating Revenue: 4,086,254 729,348 374,919 989,719 260,371 240,122 901,087 88,632 9.84% Total Revenue 55,549,946 18,857,815 4,225,952 17,678,723 (1,179,092) 3,910,612 16,126,418 1,552,305 9.63% Expenses (Operating): Variable Water Costs (G.W., Import & Powe 19,891,169 8,155,379 1,550,812 6,989,231 (1,166,148) 1,569,860 6,478,489 510,742 7.88% Salary Related Expenses 14,376,672 4,423,591 890,083 3,803,833 (619,758) 880,304 3,695,963 107,870 2.92% Supplies & Services 10,489,766 3,496,589 797,709 2,413,360 (1,083,229) 679,156 2,546,734 (133,374) -5.24% Total Operating Expenses 44,757,607 16,075,559 3,238,604 13,206,424 (2,869,135) 3,129,320 12,721,186 485,238 3.81% Expenses (Non-Operating): Interest on Long Term Debt 2,604,419 868,140 182,523 747,954 (120,186) 192,344 694,356 53,598 7.72% Other Expense 18,625 6,208 13,037 19,377 13,169 139,849 443,388 (424,011) -95.63% Total Non-Operating Expenses: 2,623,044 874,348 195,560 767,331 (107,017) 332,193 1,137,744 (370,413) -32.56% Total Expenses 47,380,651 16,949,907 3,434,164 13,973,756 (2,976,152) 3,461,513 13,858,930 114,825 0.83% Net Position Before Capital Contributions 8,169,295 1,907,907 791,788 3,704,967 1,797,061 449,099 2,267,488 1,437,479 63.40% Capital Contributions (Non-Cash - - - - - - - - #DIV/0! Transaction GASB 34 Compliant) Net Position Before Depreciation 8,169,295 1,907,907 791,788 3,704,967 1,797,061 449,099 2,267,488 1,437,479 63.40% Depreciation & Amortization 9,379,000 3,126,333 758,913 3,037,609 (88,724) 657,696 2,630,785 406,824 15.46% Total Net Position (1,209,705)$ (1,218,426)$ 32,875$ 667,358$ 1,885,785$ (208,597)$ (363,297)$ 1,030,655$ -283.69% (With October 31, 2022 for comparison purposes) Yorba Linda Water District For Period Ending October 31, 2023 Page 17 of 166 Annual YTD Oct YTD YTD Actual Prior Year Prior YTD YTD Actual YTD - CUR Budget Budget Actual Actual (Under)Over Actual Oct Actual (thru vs vs FY24 FY24 FY23 FY24 YTD Budget FY23 Oct 2022) PY Actual $ PY Actual % Revenue (Operating): Water Revenue (Residential) 19,683,344$ $8,070,171 1,529,842$ 6,821,410$ (1,248,761)$ 1,454,324$ 6,397,300$ 424,110$ 7% Water Revenue (Commercial & Fire Det.) 2,016,621 $826,815 168,588 712,671 (114,144) 151,421 639,178 73,493 11% Water Revenue (Landscape/Irrigation) 4,769,326 $1,955,424 415,121 1,825,087 (130,337) 422,547 1,764,015 61,072 3% Water Revenue (Service Charge) 16,076,351 5,358,784 1,342,525 5,259,458 (99,326) 1,226,525 4,806,421 453,037 9% Water Revenue (CFC) 3,597,389 251,817 4,242 436,538 184,721 2,983 7,129 429,409 6023% Other Operating Revenue 1,252,987 417,662 98,053 410,149 (7,513) 148,055 537,789 (127,640) -24% Total Operating Revenue: 47,396,018 16,880,673 3,558,371 15,465,313 (1,415,360) 3,405,855 14,151,832 1,313,481 9% Revenue (Non-Operating): Interest 780,000 260,000 262,700 560,556 300,556 119,068 139,575 420,981 302% Property Tax 2,402,796 168,196 8,885 43,468 (124,728) 13,795 51,434 (7,966) -15% Other Non-Operating Revenue 718,823 239,608 46,044 247,490 7,882 80,558 600,808 (353,318) -59% Total Non-Operating Revenue: 3,901,619 667,803 317,629 851,514 183,711 213,421 791,817 59,697 8% Total Revenue 51,297,637 17,548,476 3,876,000 16,316,827 (1,231,649) 3,619,276 14,943,649 1,373,178 9% Expenses (Operating): Variable Water Costs (G.W., Import & Power) 19,891,169 8,155,379 1,550,812 6,989,231 (1,166,148) 1,569,860 6,478,488 510,743 8% Salary Related Expenses 12,155,919 3,740,283 765,907 3,262,453 (477,830) 741,513 3,124,815 137,638 4% Supplies & Services: Communications 210,004 70,001 13,741 79,340 9,339 6,264 83,302 (3,962) -5% Contractual Services 634,152 211,384 72,413 193,150 (18,234) 39,558 206,385 (13,235) -6% Data Processing 463,532 154,511 22,812 147,351 (7,160) 24,395 113,894 33,457 29% Dues & Memberships 106,833 35,611 38,591 50,885 15,274 36,716 47,685 3,200 7% Fees & Permits 444,853 148,284 25,720 110,176 (38,108) 27,748 94,831 15,345 16% Board Election - - - - - - - - 0% Insurance 412,250 137,417 34,292 122,599 (14,818) 9,565 77,740 44,859 58% Materials 2,383,837 794,612 78,381 327,677 (466,935) 98,931 390,569 (62,892) -16% District Activities, Emp Recognition 58,223 19,408 2,511 8,172 (11,236) 5,814 13,170 (4,998) -38% Maintenance 1,467,855 489,285 202,050 313,770 (175,515) 13,947 327,703 (13,933) -4% Non-Capital Equipment 253,285 84,428 4,391 21,877 (62,551) 29,123 77,126 (55,249) -72% Office Expense 40,418 13,473 2,023 9,024 (4,449) 1,273 10,034 (1,010) -10% Professional Services 1,417,133 472,378 68,097 304,913 (167,465) 155,206 362,010 (57,097) -16% Training 62,396 20,799 (538) 3,825 (16,974) 2,292 12,792 (8,967) -70% Travel & Conferences 86,462 28,821 5,936 10,707 (18,114) 3,332 9,500 1,207 0% Uncollectible Accounts 12,750 4,250 2,579 1,889 (2,361) (281) 3,863 (1,974) -51% Utilities 340,000 113,333 16,778 71,811 (41,522) 113,524 127,002 (55,191) -43% Vehicle Equipment 676,400 225,467 51,283 293,737 68,270 37,317 266,324 27,413 10% Supplies & Services Sub-Total 9,070,383 3,023,461 641,060 2,070,903 (952,558) 604,724 2,223,930 (153,027) -7% Total Operating Expenses 41,117,471 14,919,123 2,957,779 12,322,587 (2,596,536) 2,916,097 11,827,233 495,354 4% Expenses (Non-Operating): Interest on Long Term Debt 2,604,419 868,140 182,523 747,954 (120,186) 192,344 694,356 53,598 8% Other Expense 12,325 4,108 7,065 13,405 9,297 134,061 402,191 (388,786) -97% Total Non-Operating Expenses: 2,616,744 872,248 189,588 761,359 (110,889) 326,405 1,096,547 (335,188) -31% Total Expenses 43,734,215 15,791,371 3,147,367 13,083,946 (2,707,425) 3,242,502 12,923,780 160,166 1% Net Position Before Capital Contributions 7,563,422 1,757,105 728,633 3,232,881 1,475,776 376,774 2,019,869 1,213,012 60% Capital Contributions (Non-Cash Transaction - - - - - - - - 0% GASB 34 Compliant) Net Position Before Depreciation 7,563,422 1,757,105 728,633 3,232,881 1,475,776 376,774 2,019,869 1,213,012 60% Depreciation & Amortization 7,690,000 2,563,333 633,760 2,536,997 (26,336) 532,315 2,129,260 407,737 19% Total Net Position (126,578)$ (806,228)$ 94,873$ 695,884$ 1,502,112$ (155,541)$ (109,391)$ 805,275$ -736% Yorba Linda Water District Water Fund For Period Ending October 31, 2023 (With October 31, 2022 for comparison purposes) Page 18 of 166 1,660,561 1,492,928 1,435,706 1,361,053 1,100,471 1,058,481 772,447 1,367,226 1,231,436 1,286,293 2,065,064 2,084,721 1,469,440 1,556,303 1,448,941 1,392,832 1,103,786 1,636,877 915,454 1,372,040 1,494,768 1,898,999 2,093,627 2,249,247 2,412,958 2,439,092 2,240,006 1,929,318 1,805,038 1,306,610 1,789,071 1,254,568 1,185,077 1,306,798 1,451,208 1,459,682 1,603,666 1,718,486 1,586,479 1,569,860 1,162,129 954,100 1,430,663 920,261 640,495 1,016,568 1,243,548 1,462,172 1,922,596 1,788,601 1,727,224 1,550,811 $0 $500,000 $1,000,000 $1,500,000 $2,000,000 $2,500,000 $3,000,000 123456789101112 5‐Year Variable Costs Analysis FY20 Var Costs FY21 Var Costs FY22 Var Costs FY23 Variable Cost FY 24 Var Costs Page 19 of 166 Annual YTD Oct YTD YTD Actual Prior Year Prior Year YTD Actual YTD - CUR Budget Budget Actual Actual (Under)Over Actual Oct Actual (thru vs vs FY24 FY24 FY24 FY24 YTD Budget FY23 Oct 2022) PY Actual $ PY Actual % Revenue (Operating): Sewer Charge Revenue 3,582,947$ 1,194,316$ 298,918$ 1,173,652$ (20,664)$ 260,098$ 1,028,022$ 145,630$ 14.17% Locke Ranch Assessments 410,497 28,735 (947) 848 (27,887) 470 851 (3) -0.35% Other Operating Revenue 74,230 24,743 (5,309) 49,190 24,447 4,066 44,625 4,565 10.23% Total Operating Revenue: 4,067,674 1,247,794 292,662 1,223,690 (24,104) 264,634 1,073,498 150,192 13.99% Revenue (Non-Operating): Interest 168,000 56,000 59,640 147,897 91,897 24,101 46,023 101,874 221.35% Other Non-Operating Revenue 16,635 5,545 (2,350) (9,693) (15,238) 2,600 63,249 (72,942) -115.33% Total Non-Operating Revenue: 184,635 61,545 57,290 138,204 76,659 26,701 109,272 28,932 26.48% Total Revenue 4,252,309 1,309,339 349,952 1,361,894 52,555 291,335 1,182,770 179,124 15.14% Expenses (Operating): Salary Related Expenses 2,220,753 683,309 124,176 541,380 (141,929) 138,791 571,149 (29,769) -5.21% Supplies & Services: Communications 30,236 10,079 2,425 10,061 (18) 1,105 7,314 2,747 37.56% Contractual Services 87,379 29,126 10,750 25,930 (3,196) 6,688 30,323 (4,393) -14.49% Data Processing 76,418 25,473 4,026 21,592 (3,881) 3,902 18,488 3,104 16.79% Dues & Memberships 18,792 6,264 6,810 8,979 2,715 6,479 8,415 564 6.70% Fees & Permits 54,447 18,149 3,616 13,344 (4,805) 3,025 14,236 (892) -6.27% Board Election - - - - - - - - 0.00% Insurance 72,750 24,250 6,052 22,545 (1,705) 1,688 13,718 8,827 64.35% Materials 84,955 28,318 2,095 22,832 (5,486) 841 27,229 (4,397) -16.15% District Activities, Emp Recognition 10,272 3,424 443 1,442 (1,982) 1,026 2,324 (882) -37.95% Maintenance 576,545 192,182 81,900 112,317 (79,865) 9,380 80,480 31,837 39.56% Non-Capital Equipment 74,815 24,938 12,073 16,298 (8,640) 12,029 31,227 (14,929) -47.81% Office Expense 7,132 2,377 357 1,592 (785) 225 1,771 (179) -10.11% Professional Services 152,637 50,879 9,678 36,169 (14,710) 10,549 42,112 (5,943) -14.11% Training 13,497 4,499 483 6,619 2,120 82 6,946 (327) -4.71% Travel & Conferences 18,258 6,086 1,048 2,546 (3,540) 588 1,677 869 51.82% Uncollectible Accounts 2,250 750 703 692 (58) (95) 1,180 (488) -41.36% Utilities 60,000 20,000 2,961 12,674 (7,326) 1,292 3,670 9,004 245.34% Vehicle Equipment 79,000 26,333 11,227 26,823 490 15,628 31,697 (4,874) -15.38% Supplies & Services Sub-Total 1,419,383 473,128 156,647 342,455 (130,673) 74,432 322,807 19,648 6.09% Total Operating Expenses 3,640,136 1,156,436 280,823 883,835 (272,601) 213,223 893,956 (10,121) -1.13% Expenses (Non-Operating): Other Expense 6,300 2,100 5,972 5,972 3,872 5,788 41,197 (35,225) -85.50% Total Non-Operating Expenses: 6,300 2,100 5,972 5,972 3,872 5,788 41,197 (35,225) (1) Total Expenses 3,646,436 1,158,536 286,795 889,807 (268,729) 219,011 935,153 (45,346) -4.85% Net Position Before Capital Contributions 605,873 150,803 63,157 472,087 321,284 72,324 247,617 224,470 90.65% Capital Contributions (Non-Cash Transaction - - - - - - - - - GASB 34 Compliant) Net Position Before Depreciation 605,873 150,803 63,157 472,087 321,284 72,324 247,617 224,470 90.65% Depreciation & Amortization 1,689,000 563,000 125,153 500,612 (62,388) 125,381 501,525 (913) -0.18% Total Net Position (1,083,127)$ (412,197)$ (61,996)$ (28,525)$ 383,672$ (53,057)$ (253,908)$ 225,383$ 88.77% Yorba Linda Water District Sewer Fund For Period Ending October 31, 2023 (With October 31, 2022 for comparison purposes) Page 20 of 166 ITEM NO. 13.3. AGENDA REPORT MEETING DATE: December 12, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Delia Lugo, Finance Manager SUBJECT: Cash and Investment Report for Period Ended October 31, 2023 RECOMMENDATION: That the Board of Directors receive and file the Cash and Investment Report for the Period Ended October 31, 2023. SUMMARY: The Cash and Investment Portfolio Report presents the market value and percent yield for all District investments by institution. The Cash and Investment Summary Report includes budget and actual interest and average term portfolio information as well as market value broken out by reserve categories. The Fair Value Measurement Report categorizes investments by the fair value hierarchy established by generally accepted accounting principles. The Unrestricted Reserves and Days in Cash Graph presents Water Unrestricted Reserve Balances and Days in Cash at a particular point in time for the last seven years. The average portfolio yield for the month ended October 31, 2023 is 4.8%. The District's Total Cash and Investment balance as of October 31, 2023 resulted in an overall net decrease from that of September 30, 2023 by approximately $500,000. This decrease is predominantly due to the net result between cash inflows and outflows for the reporting period. ATTACHMENTS: 1. Investment Reports and Graphs for October 2023 Page 21 of 166 Market %Date of Percent Value Par of Total Institution Maturity Yield Checking Account: 2,290,308$ 2,290,308$ Wells Fargo Bank 2,290,308$ 2,290,308$ 3.63% Total 0.00% Depository Account 550,120$ 550,120 US Bank Depository Account (Lennar - Cielo Vista Dev) 2.39% 550,120$ 550,120$ 0.87% 2.39% Money Market Accounts: 2,582,626$ 2,582,626$ US Bank (2017A & 2022A Revenue Bonds) 2.37% 4,513,943 4,513,943 US Bank (Money Market) 5.01% 5,349,700 5,349,700 CAMP (Liquidity Fund) 5.56% 1,151,304 1,151,304 Public Agency Retirement Svcs. (PARS) 5.87% 13,597,573$ 13,597,573$ 21.53% Total 5.24% California Asset Mgmt. Program Term Investments: 20,000,000$ 20,000,000$ CAMP (Investment Fund) 5.78% 20,000,000$ 20,000,000$ 31.67% 5.78% US Treasury Notes 896,526 900,000 US Treasury Note 11/30/2023 5.35% 382,051 385,000 US Treasury Note 12/31/2023 5.39% 372,056 375,000 US Treasury Note 1/31/2024 5.33% 563,719 570,000 US Treasury Note 2/29/2024 5.31% 742,761 755,000 US Treasury Note 3/31/2024 5.32% 778,096 800,000 US Treasury Note 7/31/2024 5.21% 776,560 800,000 US Treasury Note 8/31/2024 5.18% 791,376 800,000 US Treasury Note 9/30/2024 5.10% 791,624 800,000 US Treasury Note 10/31/2024 5.06% 801,997 810,000 US Treasury Note 11/30/2024 5.01% 799,656 810,000 US Treasury Note 12/31/2024 4.97% 803,223 815,000 US Treasury Note 1/31/2025 4.90% 803,010 810,000 US Treasury Note 2/28/2025 4.84% 794,877 810,000 US Treasury Note 3/31/2025 4.78% 758,443 785,000 US Treasury Note 4/30/2025 4.73% 10,855,976$ 11,025,000$ 17.19% Total 5.08% Pooled Investment Accounts: 15,862,617$ 15,862,617$ Local Agency Investment Fund 3.43% 15,862,617$ 15,862,617$ 25.12% 3.43% 63,156,594$ 63,325,618$ 100% Total Investments 4.68% Per Government Code requirements, the Investment Report is in compliance with the Yorba Linda Water District's Investment Policy, and there are adequate funds available to meet budgeted and actual expenditures for the next six months. 10/31/23 Yorba Linda Water District Cash & Investment Portfolio Report October 31, 2023 ________________________________ Delia Lugo, Finance Manager Page 22 of 166 Checking Account:2,290,308$ 3.63% Money Market Accounts:13,597,573$ 21.53% US Treasury Notes:10,855,976$ 17.19% CAMP Term Investments:20,000,000$ 31.67% Pooled Investment Accounts:15,862,617$ 25.12% Depository Account 550,120$ 0.87% Total 63,156,594$ 100.00% Checking Account: 3.63% Money Market Accounts: 21.53% US Treasury Note 17.19% CAMP Term Investments: 31.67% Pooled Investment Accounts: 25.12% Depository Account 0.87% INVESTMENT BY CATEGORY BALANCES (AS OF 10‐31‐2023) Checking Account: Money Market Accounts: US Treasury Notes: CAMP Term Investments: Pooled Investment Accounts: Depository Account Page 23 of 166 Below is a chart summarizing the yields as well as terms and maturities for the month of October 2023: Average # of Month Portfolio Days to of 2023 Yield Maturity October 4.68% 1 Below are charts comparing operating fund interest for current and prior fiscal years. Actual Interest 10/31/2022 10/31/2023 Monthly - October 143,169$ 322,339$ Year-to-Date 185,597$ 708,451$ Budget 2022/2023 2023/2024 Interest Budget, October YTD 35,642$ 331,600$ Interest Budget, Annual 106,925$ 994,800$ Interest earned on investments is recorded in the fund that owns the investment. The distribution of investments in the portfolio both in dollars and as a percentage of the total portfolio by funds is as follows: The table below displays the District's Cash and Investment balance of $63.1 million which is allocated between the established reserve funds, Wells Fargo Checking Account, and restricted funds held at U.S. Bank for current Bond transaction and PARS for the pension/OPEB transactions. The estimated number of Days in Cash, based on the preliminary unaudited statements, are 337 for the Un-Restricted Water Reserve and 815 for the Un-Restricted Sewer Reserve balances, as of October 31, 2023. September 2023 % Alloc October 2023 % Alloc Fund Description Balance 9/30/2023 Balance 10/31/2023 Water Operating Reserve 18,746,928$ 43.62% 21,035,498$ 46.00% Water Emergency Reserve 7,628,467 17.75% 7,635,458 16.70% Water Capital Project Reserve 3,946,838 9.18% 3,929,314 8.59% MWD Contingency Reserve - 0.00% - 0.00% Rate Stabilization Reserve 4,425,327 10.30% 4,432,886 9.69% Un-Restricted Water Reserve Balance 34,747,560$ 37,033,156$ Conservation Reserve 73,801$ 0.17% 73,801$ 0.16% Employee Liability Reserve 322,222 0.75% 322,485 0.71% Restricted Reserve Balance 396,023$ 396,286$ Sewer Operating Reserve 3,515,996$ 8.18% 3,945,495$ 8.63% Sewer Emergency Reserve 2,058,289 4.79% 2,066,610 4.52% Sewer Capital Project Reserve 2,263,954 5.27% 2,284,713 5.00% Un-Restricted Sewer Reserve Balance 7,838,238$ 8,296,818$ Total Reserve Balances 42,981,822$ 100.00% 45,726,260$ 100.00% Water Operating 1,267,727 1,811,354 Sewer Operating 761,084 478,954 2,028,811 2,290,308 Rev. Bond 2017A-Principal & Interest 1,607,272 655 Rev. Bond 2022A - Acquisition & COI 15,198,989 13,437,947 Depository Account - Lennar - Cielo Vista Dev 550,118 550,120 Public Agency Retirement Svc. -PARS (Restricted)1,179,899 1,151,304 Total Cash and Investments 63,546,912$ 63,156,594$ Cash & Investment Summary Comparison Between Current and Previous Month Wells Fargo Bank Checking US Bank Held (Restricted) YLWD Cash & Investment Summary Report Page 24 of 166 Date Description Amount 07/28/22 Beginning Balance $30,000,000 08/01/22 Requisition #1 Paydown Bank of America Revolving Line of Credit ($5,743,751) Subtotal of Bond Proceeds for YLWD CIP $24,256,249 85% Target Spenddown of Bond Proceeds for CIP by 7/28/2025 $20,617,812 09/28/22 Requistion #2 ‐ Reimburse District for eligible construction costs ($2,725,606) 10/27/22 Requistion #3 ‐ Reimburse District for eligible construction costs ($391,170) 11/29/22 Requistion #4 ‐ Reimburse District for eligible construction costs ($201,714) 01/27/23 Requistion #5 ‐ Reimburse District for eligible construction costs ($167,104) 03/28/23 Requistion #6 ‐ Reimburse District for eligible construction costs ($849,529) 04/26/23 Requistion #7 ‐ Reimburse District for eligible construction costs ($121,844) 05/22/23 Requistion #8 ‐ Reimburse District for eligible construction costs ($1,125,195) 06/26/23 Requistion #9 ‐ Reimburse District for eligible construction costs ($496,613) 07/31/23 Requistion #10 ‐ Reimburse District for eligible construction costs ($1,455,452) 09/07/23 Requistion #11 ‐ Reimburse District for eligible construction costs ($2,346,194) 09/28/23 Requistion #12 ‐ Reimburse District for eligible construction costs ($758,552) 10/26/23 Requistion #13 ‐ Reimburse District for eligible construction costs ($618,807) Available Balance of Target Spenddown as of October 31, 2023 $9,360,032 Yorba Linda Water District Financing Authority Revenue Bonds, Series 2022A Activity Summary as of October 31, 2023 $9,360,032 45% $11,257,780 55% Revenue Bonds, Series 2022A Use of Funds to Meet 85% Spenddown Target by July 28, 2025 Available Balance as of Reporting Date Total Spenddown to Date Page 25 of 166 Transaction Date Transaction Description Water Operating Pension Water Operating OPEB Sewer Operating Pension Sewer Operating OPEB Account Total Beginning Balance as of 7/1/23 806,297.48 309,143.73 83,510.06 18,632.96 1,217,584.23 7/31/2023 Management Fees (383.70)(147.11)(39.74)(8.87)1,217,004.81 7/31/2023 Investment Gain/(Loss) 16,775.61 6,431.96 1,737.49 387.67 1,242,337.54 8/31/2023 Management Fees (386.64)(148.24)(40.04)(8.93)1,241,753.69 8/31/2023 Investment Gain/(Loss) (13,805.83)(5,293.32)(1,429.90)(319.04) 1,220,905.60 9/30/2023 Management Fees (397.30)(152.33)(41.15)(9.18)1,220,305.64 9/30/2023 Investment Gain/(Loss) (26,757.70)(10,259.21)(2,771.36)(618.35) 1,179,899.02 10/31/2023 Management Fees (388.11)(148.81)(40.20)(8.97)1,179,312.93 10/31/2023 Investment Gain/(Loss) (18,548.02)(7,111.52)(1,921.06)(428.63)1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 1,151,303.70 Account Balance by Account Type 762,405.79 292,315.15 78,964.10 17,618.66 1,151,303.70$ 66.22%25.39%6.86%1.53%100% Pension OPEB Total Initial Contribution as of 12/28/2017 247,599.00$ ‐ 247,599.00 Additional Contribution 6/26/19 1,105,248.00$ 587,339.00 1,692,587.00 Total Contributions 1,940,186.00 Total Distribution to CalPERS (631,392.00)$ ‐ (631,392.00) Total Distribution to YLWD (337,936.88)$ (337,936.88) Total Gain (or Loss) from Inception 146,094.84$ 74,520.44 220,615.28 Total Management Fees from Inception (26,179.95)$ (13,988.75) (40,168.70) Balance as of 10/31/2023 841,369.89$ 309,933.81$ 1,151,303.70$ 1,151,303.70 1,151,303.70 841,369.89 309,933.81 Chart Balance 1,151,303.70 Statement Balance 1,151,303.70 Variance (0.00) PARS (Public Agency Retirement Services) Funding Summary for October 31, 2023 Page 26 of 166 ITEM NO. 13.4. AGENDA REPORT MEETING DATE: December 12, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Rosanne Weston, Engineering Manager Andrew Gagen, General Counsel SUBJECT: Amendments to Encroachments Policy RECOMMENDATION: That the Board of Directors adopt Resolution No. 2023-XX adopting, in its substantial form, an amended Encroachments Policy, and rescinding Resolution No. 2022-33. SUMMARY: During the Board of Directors meeting on November 21, 2023, the Board provided revisions and comments to the previously adopted Policy, and approved the revised Policy as revised. Attached is a redline revised Policy indicating the Board revisions, and the resolution to adopt the revised Policy. This revised policy and resolution supersede the Policy and resolution adopted on November 16, 2022. BACKGROUND: The District and much of its service area are over 100 years old. During that time period and without the District’s knowledge, District customers either intentionally or unintentionally constructed improvements that encroach on District properties and/or property rights (e.g., easements), which either house District critical infrastructure or provide access to said infrastructure. In the Fall 2022, District Counsel and staff prepared the original Encroachments Policy to establish the procedure to mitigate or eliminate the encroachments on District property or property rights. To protect the District’s property and property rights (e.g. easements, licenses, etc.) from encroachments, the District prepared an Encroachments Policy because such encroachments may (a) violate the constitutional prohibition against the ‘gift of public funds’ under article XIV, section 6, of the California Constitution, (b) be a trespass and/or public and private nuisance to District real and/or personal property, (c) expose the District to liability, and/or (d) threaten the integrity of District facilities and infrastructure that provide water and sewer service to District customers. The Policy, as revised, will continue to help staff and District Counsel determine if a potential encroachment violates the District’s property rights such as a trespass on District property or breach of a written and/or recorded easement. PRIOR RELEVANT BOARD ACTION: Page 27 of 166 ▪ On November 16, 2022, the Board of Directors adopted a resolution and Encroachments policy. ▪ On November 21, 2023, the Board of Directors reviewed the Encroachments policy, requested revisions and approved the Policy, as revised. ATTACHMENTS: 1. Amended Encroachments Policy REDLINE 2. Resolution No. 2023-XX - Adopting Amended Encroachments Policy 3. Amended Encroachments Policy FINAL Page 28 of 166 YORBA LINDA WATER DISTRICT 4010-002-POL Page 1 of 5 ENCROACHMENTS Dept/Div: Engineering Approved By: Resolution No. 2023-XX Effective Date: November 1621, 20222023 Applicability: District Wide Supersedes: N/AResolution No. 2022-33 See Also: N/A 1.0 Policy Regarding Encroachments on District Property and Property Rights 1.1 It is the policy of the Yorba Linda Water District to protect its property and property rights (e.g. easements, licenses, etc.) from encroachments because such encroachments may (a) violate the constitutional prohibition against the ‘gift of public funds’ under article XIV, section 6, of the California Constitution, (b) be a trespass and/or public and private nuisance to District real and/or personal property, (c) expose the District to liability, and/or (d) threaten the integrity of District facilities and infrastructure that provide water and sewer service to District customers. 2.0 Purpose of This Policy 2.1. The purpose of this Policy is to establish the procedure to mitigate or eliminate an encroachment on District property or property rights. 3.0 Determining Whether an Encroachment Violates District Property Rights 3.1 When a potential encroachment is identified, District staff will obtain the documents that identify the District’s ownership of the property or District property rights in which there is a potential encroachment. 3.2 District staff, who may consult with District Counsel, will review the documents regarding the potential encroachment to determine if the potential encroachment violates the District’s property rights such as a trespass on District property or breach of a written and/ or recorded easement. 3.3 District staff will keep a chronology of communications and attempted contacts described next with the encroachment owner and City. 4.0 Procedure to Mitigate or Eliminate the Encroachment 4.1. If the District determines that the encroachment is a violation of the District’s property rights, then District staff will contact the City where the property is located to determine whether the encroachment is a result of the encroachment owner’s failure to obtain a building permit required under the City’s municipal code. If so, District staff may ask the City to enforce its municipal code and remove the unpermitted encroachment. If not or the City chooses not to do so, then District staff will contact the encroaching owner of the property and/or owner of encroaching utilities where the encroachment is located and (a) advise the encroaching owner of the encroachment, and (b) in the District’s sole discretion, either request the encroaching owner remove the encroachment or sign a Page 29 of 166 YORBA LINDA WATER DISTRICT 4010-002-POL Page 2 of 5 Declaration of Restrictive Covenants (“Declaration”), which is described immediately below. District staff will make at least five total attempts to contact the owner by a combination of the following, which should include at least two of the following: email, phone, certified mail, and in person. 4.1.1 The Declaration conditionally permits, among other terms and conditions, the encroachment as follows: (a) the encroachment owner may continue to encroach, but the District has the right to request removal in the event of necessary repairs to District facilities or other actions, (b) no further encroachments may be installed by the encroachment owner, (c) the encroachment owner assumes full responsibility and liability, and shall pay, for any costs or damages to District’s property or facilities arising from encroachment, and (d) the encroachment cannot be repaired or replaced for any reason, unless approved by the District. The template for the District’s Declaration, which may be amended from time to time, is attached hereto as Exhibit A. 4.2. If District staff receives a response from the owner, then District staff will either (a) schedule a site inspection, if necessary, to prepare the Declaration and/or confirm the scope of the encroachment, or (b) establish a date for when the encroachment must be removed. 4.2.1 Under (a), if a site inspection is not necessary, or after the site inspection is concluded, District staff will prepare a Declaration and transmit it to the encroachment owner for the owner’s signature. In addition to the initial transmission of the Declaration, District staff will make at least four additional attempts to receive a signed Declaration from the owner by a combination of the following, which should include at least two of the following: email, phone, certified mail, and in person. 4.2.4.2.2 Under (b), District staff will inspect the subject property shortly after the date of removal to confirm the encroachment has been removed. If the encroachment has not been removed, then District staff will proceed to Section 4.3. From time to time, District staff may conduct follow-up inspections. 4.3. If (a) District staff does not receive a response from the encroachment owner under Sections 4.1 and 4.2, or (b) the encroachment owner rejects the District’s request to remove the encroachment or sign the Declaration, then District staff will advise the Board of Directors of (a) or (b) and, unless the Board directs staff differently, refer the matter to District Counsel. 4.3.1 District Counsel will prepare at least three letters to the owner. The first and second letter will include a copy of the Declaration and provide the owner with approximately two weeks to respond. The third or final letter will include a copy of a draft complaint and provide the owner with approximately two weeks to respond. Each letter will be transmitted via email and U.S. mail. 4.3.2 If (a) the owner (i) does not respond to the final letter or (ii) rejects the District’s request to remove the encroachment or sign the Declaration, and (b) the District Board of Directors has authorized District counsel to initiate litigation against the owner, then District Counsel will file and serve the complaint against the encroachment owner. Page 30 of 166 YORBA LINDA WATER DISTRICT 4010-002-POL Page 3 of 5 4.4. Attached as Exhibit B is a flow chart that summarizes the above-described procedure to mitigate or eliminate the encroachment. If there is any conflict between the flow chart and language in this Policy, the Policy shall prevail and control. Page 31 of 166 Resolution No. 2023-XX Adopting Amended Encroachments Policy 1 RESOLUTION NO. 2023-XXX RESOLUTION OF THE BOARD OF DIRECTORS OF THE YORBA LINDA WATER DISTRICT AMENDING THE ENCROACHMENTS POLICY AND RESCINDING RESOLUTION NO. 2022-33 WHEREAS,the Board of Directors previously adopted the Encroachments Policy on November 16, 2022, which was by Resolution No. 2022-33. WHEREAS, during the Board of Directors meeting on November 21, 2023, the Board provided revisions and comments to the Encroachments Policy. WHEREAS, consistent with those Board revisions and comments, the Board of Directors desires to amend the Encroachments Policy. NOW THEREFORE BE IT RESOLVED by the Board of Directors of the Yorba Linda Water District as follows. SECTION 1.That the attached Encroachments Policy is hereby adopted. SECTION 2.That Resolution No. 2022-33 is hereby rescinded immediately upon adoption of this Resolution. PASSED AND ADOPTED this 12th day of December 2023 by the following called vote: AYES: NOES: ABSTAIN: ABSENT: Brett R. Barbre, President Yorba Linda Water District ATTEST: Annie Alexander, Board Secretary Yorba Linda Water District Reviewed as to form by General Counsel: Andrew B. Gagen, Esq. Kidman Gagen Law LLP Page 32 of 166 YORBA LINDA WATER DISTRICT 4010-002-POL Page 1 of 5 ENCROACHMENTS Dept/Div: Engineering Effective Date: November 21, 2023 Supersedes: Resolution No. 2022-33 Approved By: Resolution No. 2023-XX Applicability: District Wide See Also: N/A 1.0 Policy Regarding Encroachments on District Property and Property Rights 1.1 It is the policy of the Yorba Linda Water District to protect its property and property rights (e.g. easements, licenses, etc.) from encroachments because such encroachments may (a)violate the constitutional prohibition against the ‘gift of public funds’ under article XIV, section 6, of the California Constitution, (b) be a trespass and/or public and private nuisance to District real and/or personal property, (c) expose the District to liability, and/or (d) threaten the integrity of District facilities and infrastructure that provide water and sewer service to District customers. 2.0 Purpose of This Policy 2.1. The purpose of this Policy is to establish the procedure to mitigate or eliminate an encroachment on District property or property rights. 3.0 Determining Whether an Encroachment Violates District Property Rights 3.1 When a potential encroachment is identified, District staff will obtain the documents that identify the District’s ownership of the property or District property rights in which there is a potential encroachment. 3.2 District staff, who may consult with District Counsel, will review the documents regarding the potential encroachment to determine if the potential encroachment violates the District’s property rights such as a trespass on District property or breach of a written and/ or recorded easement. 3.3 District staff will keep a chronology of communications and attempted contacts described next with the encroachment owner and City. 4.0 Procedure to Mitigate or Eliminate the Encroachment 4.1. If the District determines that the encroachment is a violation of the District’s property rights, then District staff will contact the City where the property is located to determine whether the encroachment is a result of the encroachment owner’s failure to obtain a building permit required under the City’s municipal code. If so, District staff may ask the City to enforce its municipal code and remove the unpermitted encroachment. If not or the City chooses not to do so, then District staff will contact the encroaching owner of the property and/or owner of encroaching utilities where the encroachment is located and (a) advise the encroaching owner of the encroachment, and (b) in the District’s sole discretion, either request the encroaching owner remove the encroachment or sign a Page 33 of 166 YORBA LINDA WATER DISTRICT 4010-002-POL Page 2 of 5 Declaration of Restrictive Covenants (“Declaration”), which is described immediately below. District staff will make at least five total attempts to contact the owner by a combination of the following, which should include at least two of the following: email, phone, certified mail, and in person. 4.1.1 The Declaration conditionally permits, among other terms and conditions, the encroachment as follows: (a) the encroachment owner may continue to encroach, but the District has the right to request removal in the event of necessary repairs to District facilities or other actions, (b) no further encroachments may be installed by the encroachment owner, (c) the encroachment owner assumes full responsibility and liability, and shall pay, for any costs or damages to District’s property or facilities arising from encroachment, and (d) the encroachment cannot be repaired or replaced for any reason, unless approved by the District. The template for the District’s Declaration, which may be amended from time to time, is attached hereto as Exhibit A. 4.2. If District staff receives a response from the owner, then District staff will either (a) schedule a site inspection, if necessary, to prepare the Declaration and/or confirm the scope of the encroachment, or (b) establish a date for when the encroachment must be removed. 4.2.1 Under (a), if a site inspection is not necessary, or after the site inspection is concluded, District staff will prepare a Declaration and transmit it to the encroachment owner for the owner’s signature. In addition to the initial transmission of the Declaration, District staff will make at least four additional attempts to receive a signed Declaration from the owner by a combination of the following, which should include at least two of the following: email, phone, certified mail, and in person. 4.2.2 Under (b), District staff will inspect the subject property shortly after the date of removal to confirm the encroachment has been removed. If the encroachment has not been removed, then District staff will proceed to Section 4.3. From time to time, District staff may conduct follow-up inspections. 4.3. If (a) District staff does not receive a response from the encroachment owner under Sections 4.1 and 4.2, or (b) the encroachment owner rejects the District’s request to remove the encroachment or sign the Declaration, then District staff will advise the Board of Directors of (a) or (b) and, unless the Board directs staff differently, refer the matter to District Counsel. 4.3.1 District Counsel will prepare at least three letters to the owner. The first and second letter will include a copy of the Declaration and provide the owner with approximately two weeks to respond. The third or final letter will include a copy of a draft complaint and provide the owner with approximately two weeks to respond. Each letter will be transmitted via email and U.S. mail. 4.3.2 If (a) the owner (i) does not respond to the final letter or (ii) rejects the District’s request to remove the encroachment or sign the Declaration, and (b) the District Board of Directors has authorized District counsel to initiate litigation against the owner, then District Counsel will file and serve the complaint against the encroachment owner. Page 34 of 166 YORBA LINDA WATER DISTRICT 4010-002-POL Page 3 of 5 4.4. Attached as Exhibit B is a flow chart that summarizes the above-described procedure to mitigate or eliminate the encroachment. If there is any conflict between the flow chart and language in this Policy, the Policy shall prevail and control. Page 35 of 166 YORBA LINDA WATER DISTRICT 4010-002-POL Page 4 of 5 EXHIBIT A DECLARATION OF RESTRICTIVE COVENANTS Page 36 of 166 YLWD DoRC Rev. 11/08/22 1 RECORDING REQUESTED BY and when recorded return to: Yorba Linda Water District PO Box 309 Yorba Linda, California 92885-0309 This is to certify that this Declaration of Restrictive Covenants is presented for recording under the provisions of Gov. Code Sec. 27383 by the Yorba Linda Water District in performance of an official service thereof. ____________________________________ Richard Mark Toy General Manager Space Above This Line for Recorder’s Use DECLARATION OF RESTRICTIVE COVENANTS (ENCROACHMENT ON YLWD EASEMENT) THIS DECLARATION OF RESTRICTIVE COVENANTS (“Declaration”) is made and effective on [DATE] by and between YORBA LINDA WATER DISTRICT (“YLWD”), a public agency, created and operating under the authority of Division 12 of the California Water Code, and [NAME(S)] (“Owner”). YLWD and Owner are sometimes referred to herein individually as “Party” and collectively as “Parties”. RECITALS A. The Owner is the legal owner of that certain real property located at [ADDRESS] (“Subject Property”), which is more particularly described as follows: PARCEL X IN THE CITY OF YORBA LINDA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON MAP FILED IN BOOK XX, PAGE X OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. B. YLWD owns an Easement, as identified on a Deed of Easement, recorded on Month Day, Year, in Book XXXX, Page XXX, Official Records of Orange County, California (“Easement”), across a portion of the Subject Property. The Easement is attached as Exhibit “A”. Within the Easement, YLWD owns and maintains an X-inch water/sewer main pipeline and appurtenant structures (“YLWD Facilities”). C. The Owner desires to (collectively herein referred to as “Improvements”) within and along the Easement area. This Declaration prohibits Owner, without YLWD’s authorization and a recorded amendment to this Declaration, from constructing and/or retaining any improvements (“Unauthorized Improvements”) other than the Improvements. Page 37 of 166 YLWD DoRC Rev. 11/08/22 2 D. The construction, existence, and/or use of the Improvements within and along the Easement area is hereinafter referred to as the “Encroachment”, which is illustrated in Exhibit “B” attached hereto. E. YLWD conditionally consents to the Encroachment as stipulated in this Declaration. The Owner is aware and hereby acknowledges that the Encroachment may lead to problems affecting and/or interfering with YLWD’s use of the Easement and access to YLWD Facilities. F. Although the construction and subsequent existence of the Improvements within and along the Easement area may interfere or restrict YLWD’s Easement rights, which may cause the Improvements to be damaged or demolished as authorized under this Declaration, the Owner wishes to proceed with the Encroachment. DECLARATION NOW, THEREFORE, in consideration of the mutual promises, covenants, and terms and conditions herein, the Parties declare as follows: 1. Covenant Running with Land. This Declaration constitutes a covenant running with the land as provided by the California Civil Code Section 1468 and shall benefit, burden, and bind the successive owners of the Subject Property and the Easement. 2. Successors and Assigns Obligation. Since the Owner wishes to retain the Encroachment, this Declaration obligates the current and future owners of the Subject Property to remedy any current and future adverse events and to fund any necessary maintenance and repair costs on the Easement and/or Subject Property that may arise in full or in part due to the existence, construction, or damages to the Easement and/or YLWD Facilities caused by the Encroachment. 3. Damages to YLWD Facilities. The Owner assumes full responsibility and liability and shall pay for any cost(s) or damage(s) to the YLWD Facilities, arising from the Encroachment. YLWD shall not be responsible for any cost(s) or damage(s) to the YLWD Facilities that arise from the Encroachment. 4. Damages to Third Parties. The Owner, its successors or assigns, agrees to defend, indemnify and hold YLWD, its officers, directors, employees, agents, and consultants, harmless against any third-party claims arising out of the Encroachment. 5. Damages to Improvements. The Owner acknowledges that the Improvements may be damaged or demolished to permit access to, or work within and under, the Easement area and YLWD Facilities. YLWD, its officers, directors, employees, agents, and consultants, shall not be responsible or liable for any damage(s) to, or demolition of, the Improvements which result from YLWD’s exercise of rights under the Easement. The Owner, its successors or assigns, waives all known, unknown, and future claims, liabilities, causes of action, and expenses (including, but not limited to, attorneys’ fees) against YLWD, its officers, directors, employees, agents, and consultants, for losses and damages to the Improvements and from any obligation to protect, preserve, repair, or replace the Improvements. Page 38 of 166 YLWD DoRC Rev. 11/08/22 3 6. Unauthorized Improvements. Unless approved in writing by the District, Owner shall not construct and/or retain any improvements other than the Improvements. If Owner constructs and/or retains any improvement other than the Improvements without District approval, YLWD may (a) require the improvement to be removed promptly at the Owner’s expense, (b) revoke the Encroachment, and/or (c) exercise any other legal remedy available to YLWD. Such Unauthorized Improvements shall be treated as Improvements and subject to this Declaration until YLWD makes it election under (a), (b), and/or (c) of this provision. GENERAL PROVISIONS 7. Recitals. The above recitals are true and correct. 8. Entire Agreement. This Declaration represents the entire and integrated agreement between the Parties and supersedes all prior negotiations, representations, or agreements, either written or oral. 9. Amendment to this Declaration. This Declaration may be amended only by written instrument signed by the Parties. 10. No Implied Waivers. If any term, condition, or provision of this Declaration is breached by either Party and thereafter waived by the other Party, that waiver will be limited to the specific breach so waived, and will not be deemed either to be a continual waiver or to waive any other breach under this Declaration. 11. Governing Law and Interpretation. This Declaration is to be governed under the laws of the State of California and interpreted according to its plain meaning as if drafted by both YLWD and Owner. 12. Relationship of Parties. Nothing in this Declaration shall be deemed to create any form of business organization between the Parties, including, without limitation, a joint venture or partnership. 13. Resolution of Disputes. Pursuant to California Code of Civil Procedure Sections 638 et seq., any dispute arising out of this Declaration shall be resolved by judicial reference, in Orange County, by one judicial referee to determine all issues in dispute, whether of fact or of law, and to report a statement of decision. This is a waiver of any right that may exist to a jury trial, but the right to appeal is preserved. The Parties shall meet to select the referee no later than thirty (30) days after service of the initial complaint on all defendants named in the complaint. The referee must have substantial experience in the type of matter in dispute and without any relationship to either Party, unless the Parties agree otherwise. All costs incurred in connection with the judicial reference proceeding, including the cost of the stenographic record, shall be advanced equally by the Parties. However, the referee shall have the power to reallocate such costs among the Parties in the referee’s statement of decision. 14. Attorney’s Fees. In the event of any claim or legal action arising out of this Declaration, the prevailing party shall be entitled to reasonable costs and expenses, including attorney’s fees. Page 39 of 166 YLWD DoRC Rev. 11/08/22 4 15. Severability. If any provision, right, or covenant of this Declaration is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the voided provision, right, or covenant shall be deemed severed from the remaining provisions of this Declaration, which shall remain valid and enforceable as permitted by law, and the Parties shall negotiate in good faith to replace the unenforceable provision(s) in accordance with the original purpose and intent of this Declaration so stated in the above Recitals. 16. Counterparts. This Declaration may be signed in multiple counterpart copies (signatures may be by facsimile or electronic mail), each of which shall be deemed an original. 17. Capacity of Signatory. The undersigned executing this Declaration on behalf of YLWD and Owner hereby personally warrant by signing this Declaration that they are authorized to bind such Party in executing this Declaration and are acting within the course and scope of that authority. 18. Recording of Declaration. This Declaration shall be recorded in the Office of the Recorder of the County of Orange, California, and shall constitute notice to all successors and assigns of the title to the Subject Property of the rights and obligations in this Declaration. Approved as to Form: YORBA LINDA WATER DISTRICT Kidman Gagen Law, LLP _____________________________ Andrew B. Gagen General Counsel President _____________________________ Rosanne P. Weston Richard Mark Toy Engineering Manager General Manager OWNER: Name of Signer Name of Signer Page 40 of 166 YORBA LINDA WATER DISTRICT 4010-002-POL Page 5 of 5 EXHIBIT B FLOW CHART PROCEDURE TO MITIGATE OR ELIMINATE THE ENCROACHMENT Page 41 of 166 EXHIBIT "B" ENCROACHMENTS POLICY FLOW CHART LEGEND: Page 42 of 166 ITEM NO. 14.1. AGENDA REPORT MEETING DATE: December 12, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Doug Davert, Assistant General Manager SUBJECT: Request for Proposals for General Legal Counsel Services RECOMMENDATION: That the Board of Directors instruct staff to distribute the Request For Proposals for General Legal Counsel Services. BACKGROUND: At its last meeting, the Board of Directors considered a draft Request for Proposals (RFP) and gave feedback to staff. Based thereon, a revised RFP has been prepared and is before the Board for final review and direction to proceed. The District has been served by the Kidman Gagen Law firm, in its various forms, as General Counsel for the past several years. In keeping with best business practices, the Board directed staff to prepare a RFP for general legal counsel services in order to benchmark the market, promote competition, and ensure the District is receiving quality service at a fair price. Staff surveyed multiple agencies and reviewed numerous RFPs from different districts, samples of which are attached. While including the Board's input care was taken to ensure that the attached revised RFP is sufficiently broad to invite a wide range of legal providers to submit proposals for services that meet the District's legal needs. The RFP is mostly consistent with others issued by several water and wastewater agencies in California. The Board requested the RFP specify an initial term of ten (10) years with one 5-year option to extend. Key changes from the original draft are the addition of value added services that the Board may consider and the change from a 5-year term with two 5-year extension options to an initial ten-year term with one five-year option. The attached RFP has been reviewed by independent legal counsel from Hensley Law Group to ensure compliance with appropriate laws, rules, and regulations. Once the Board directs staff to move forward, staff will distribute the RFP to a wide range of legal providers through various means (email, listserve, regular mail, etc.) to invite a broad response from qualified firms. ATTACHMENTS: 1. Sample RFPs for Legal Counsel Services 2. Draft RFP for Legal Counsel Services REDLINE 3. Draft RFP for Legal Counsel Services FINAL Page 43 of 166 SOUTH TAHOE PUBLIC UTILITY DISTRICT REQUEST FOR PROPOSALS TO PROVIDE GENERAL COUNSEL SERVICES Proposals Due April 7, 2023 at 2:00pm Page 44 of 166 2 I. INTRODUCTION Thank you for your interest in the South Tahoe Public Utility District (“STPUD” or “District”). The District invites interested law firms (“Firm” or “Proposer”) to submit proposals for selection as District General Counsel. This Request for Proposals (“RFP”) describes the requested Services, the selection process, and the minimum information that must be included in proposals. Failure to submit information in accordance with the RFP requirements and procedures may be cause for disqualification. The District reserves the right to: (1) reject any and all proposals; (2) waive minor proposal deviations, irregularities or omissions at its sole discretion; or (3) disqualify any proposal that contains false or misleading information. During the evaluation process, the District reserves the right, where it may serve the District’s best interest, to request additional information or clarifications from Proposer, or to allow corrections of errors or omissions. At the discretion of the District, firms submitting proposals may be requested to make oral presentations as part of the evaluation process. The District reserves the right to retain all proposals submitted and to use any ideas in a proposal regardless of whether that proposal is selected. Submission of a proposal indicates acceptance by the firm of the conditions contained in this Request for Proposal, unless clearly and specifically noted in the proposal submitted and confirmed in the agreement between the District and the firm selected. II. GENERAL INFORMATION REGARDING RFP There is no expressed or implied obligation for the District to reimburse proposers for any expenses incurred in preparing proposals in response to this request. Materials submitted by respondents are subject to public inspection under the California Public Records Act (Government Code Sec. 6250 et seq.), unless exempt. Page 45 of 166 3 III. BACKGROUND INFORMATION REGARDING DISTRICT The South Tahoe Public Utility District, a public agency chartered in 1950 governed by a five member Board, operates at the south shore of Lake Tahoe in El Dorado County. The District supplies drinking water and provides wastewater collection and treatment. The District recycles 100 percent of its wastewater to Alpine County where its application benefits agricultural land. In addition, the District recycles 100 percent of its biosolids with Bently Agrowdynamics in Douglas County, Nevada. Lake Tahoe’s seasonal tourism and the large number of part-time residents cause wide fluctuations in both daily water production and wastewater flows. The District serves water to approximately 14,100 homes and businesses. Annual water production is nearly 2.5 billion gallons. Eleven active wells, 21 water tanks, 17 booster stations, 28 pressure zones, and nearly 251 miles of water mains comprise the District's water system. The sewage collection system consists of more than 312 miles of gravity collection lines, 20 miles of pressure force mains, and 41 lift stations, providing service to more than 18,200 homes and businesses. The wastewater treatment plant dry weather permitted capacity is 7.7 million gallons per day. The design and operation of the wastewater treatment plant makes it possible to achieve water quality that allows water and biosolids recycling. Each year the plant treats and exports more than 1.6 billion gallons of recycled water that meets high-reuse standards. Under provisions of the 1968 Porter-Cologne Water Quality Control Act, considered to be California’s premier water quality legislation, the District transports the recycled water nearly 26 miles out of the Tahoe Basin to the District-owned and operated Harvey Place Dam and Reservoir. The recycled water facilities, known as the Diamond Valley Ranch (DVR), are near Woodfords, California, in neighboring Alpine County. The District’s state-certified laboratory performs more than 30,000 tests annually to monitor a variety of chemicals and microorganisms in the drinking water, wastewater treatment, and recycled water export systems. These tests on groundwater, surface water, and soils safeguard District customers and the environment. IV. SCOPE OF SERVICES The complexity of the District operations requires knowledge of a variety of legal practice areas and state and federal laws and regulations. To cost effectively respond to these varied needs, the Board of the District may choose to use other law firms or attorneys for additional legal services depending upon the nature and circumstances of the legal matters to be addressed. However, the expectations for General Counsel/Firm may include, but not be limited to, the following items: 1. Available for telephone and individual conferences with the Board, General Manager and Page 46 of 166 4 District staff as appropriate; 2. Attend regular meetings of the Board and special and emergency meetings as necessary (may be virtual); 3. Attend other meetings, such as workshops, Committee meetings, etc., as requested by the Board of Directors, General Manager, or other designee; 4. Upon request, attend meetings of third parties; 5. Provide advice and consultation with the Board in connection with their general and specific powers and duties; 6. Provide advice and consultation with respect to issues including but not limited to the Ralph M. Brown Act, Conflict of Interest, and California Public Records Act matters; 7. Provide advice, on various matters including state and federal water laws and regulations, regulatory compliance, real estate and CEQA matters, public finance, permitting issues with state and federal regulatory agencies, etc.; 8. Provide such other services as are inherent in matters relating to the operation of the District; 9. Provide information on new state and federal laws that may impact the District operation and advise appropriate action; 10. Prepare all legal documentation as requested; 11. Prepare and/or review ordinances, resolutions, and board packets, as well as contracts, joint powers agreements, other agreements, and contracts entered into by STPUD as requested by the General Manager; 12. Prepare legal opinions at the request of the Board and the management level staff as authorized; 13. Monitor and review changes in state and federal law enacted by the legislatures and advise the Board and General Manager of the legislative changes and necessary Board and administrative actions; 14. Advise on matters pertaining to public contracting, bids, bid protests, and contract templates; 15. Supervise outside and special counsel, as needed; 16. Initiate and/or defend lawsuits directly, or indirectly through supervision of outside or Page 47 of 166 5 special counsel, as necessary and at the direction of the Board; advise the Board on pending and potential litigation and obtain direction from the Board; and provide advice on actions to be taken by the Board and/or administration to avoid liability to the District and unnecessary, or excessive legal expense; 17. Prepare leases and facilities use agreements; documents relating to surplus property; 18. Provide legal guidance regarding the development and implementation of rate structures for water, recycled water, and wastewater operations. Specific knowledge of and experience with Proposition 218 is essential; 19. Draft and negotiate public works contracts and advise and handle construction defect related issues (in matters that may not otherwise be covered by District agreements with other legal resources); 20. Assist in compliance with Project Labor Agreement, environmental and CEQA compliance; ADA compliance; labor/employment compliance (in matters that may not otherwise be covered by District agreements with other legal resources); and 21. Advise on the substantive and procedural legal issues concerning the District. V. MINIMUM QUALIFICATIONS 1. All attorneys performing services for the Authority on behalf of the Firm must be admitted to practice in the State of California and in good standing with the California Bar. 2. The Firm member with primary responsibility for the services provided to the District, (“General Counsel”) must have at least 10 years’ experience providing legal services. 3. Demonstrated legal expertise (including counseling and litigation) in three or more of the following practice areas is critical, especially as they relate to government agencies, municipal governments, special districts/water districts, or joint powers authorities in California: (a) Preparation, review and adoption of legal opinions, contracts, memoranda of understanding (including risk transfer and avoidance provisions), resolutions, and policies; (b) Real estate law, easements, rights-of-way, encroachment permits, and other related agreements and negotiations; (c) California statutory provisions which may be applicable to the public works procurement, bidding, award and construction process, including the California Public Contract Code and Labor Code; Page 48 of 166 6 (d) Interpretation and enforcement of settlement agreements, its implementing legislation, and consent judgments; (e) Legislative and administrative (regulatory) law, both California and federal, including proposed and enacted legislation; (f) Laws and regulations governing California joint powers authorities, special districts/water districts and municipalities and governance of public entities, e.g.: i. Ralph M. Brown Act; ii. Public Records Act; iii. Political Reform Act; conflicts of interest laws; iv. General public entity and municipal law; v. California Government Code and California Water Code; and vi. Operating procedures relative to the conduct of joint powers authorities, special districts/water districts and municipalities. (g) Water related rights and regulations before state courts and federal courts and agencies; (h) Other relevant areas pertaining to special district/water district, joint powers authorities and municipal law, including liability claims, legal compliance, employment, labor, ethics, and risk avoidance; and (i) Supervision of special counsel in litigation, advisory, and other technical matters. VI. PROPOSAL CLARIFICATIONS AND SUBMISSION Proposals Due: April 7 , 2023 at 2:00 p.m. – Proposals shall be submitted by electronic mail to Melonie Guttry, Executive Services Manager, at mguttry@stpud.us by the stated day and time. Upon receipt of proposal, Ms. Guttry will send you a confirmation stating it has been received. Clarifications/Questions: Please submit any questions to Melonie Guttry, Executive Services Manager, at mguttry@stpud.us , and (530) 543-6203 by April 3, 2023. VII. PROPOSAL REQUIREMENTS These guidelines govern the format and the content of the proposal, and the approach to be used in its development and presentation. The proposal should be concise, well-organized and Page 49 of 166 7 demonstrate the Firm’s/Proposer’s and any individual team member’s qualifications related to the requested Scope of Services. Each proposal shall include sections addressing the following information in the listed order. The Proposer shall be sure to include all information that it feels will enable the District to make a final decision. Failure of the Proposer to provide specific, detailed information may result in its proposal being rejected in favor of a sufficiently detailed proposal. Any necessary exhibits or other information, including information not specifically requested by this RFP but deemed as helpful, shall be attached to the end of the proposal. While additional data may be presented, the following subjects (Items 1 through 8) must be included. They represent the criteria against which the proposal will be evaluated: 1. Executive Summary – Provide a brief overview of the entire proposal describing the highlights of the proposal. In addition to the proposal overview, please provide the following basic description information: (a) Legal name and address of proposer. (b) Legal form of proposer (partnership, corporation, joint venture, etc.). If joint venture, identify the members of the joint venture and provide all information required within this section for each member. (c) If company is a wholly owned subsidiary of a “parent company.” (d) Address(es) of office(s) involved in providing the services. (e) Name, title, address and telephone number of the person to contact concerning the proposal and the proposed lead staff person for providing the General Counsel services. 2. Proposing Firm’s Profile - This section shall include contact person information, address and telephone number of the Firm’s main office and branch offices. A brief firm history, including the current permanent staff size as well as local organization structure; and a discussion of the firm’s financial stability, capacity and resources. Please ensure that you address the following specific questions/issues: (a) Describe the law firm including the size of the firm, other attorneys and staff, scope of practice (national, regional, or local, and indicating location the location of the responsible office). (b) Describe the backup attorney(s) within your firm who would be available in your absence and other any other attorneys or support staff, both professional and administrative, who would provide resources to this engagement. Backup attorney(s) must meet the minimum qualifications described in this RFP. (c) Describe any regulatory or legal sanctions taken against the Proposer and/or Firm. Page 50 of 166 8 3. Experience and References – This section shall include a brief description of the Proposer’s qualifications and previous experience, especially any relevant experience during the last five (5) years supplying legal services. Include all areas of expertise, scope of services provided, and relevant experience, especially as it relates to the minimum qualifications. Please ensure that you answer the following specific questions/issues: (a) A description of the Proposer’s/Firm’s qualifications and experience, including area of expertise, accomplishments, previous employers/clients, etc. (b) A resume/curriculum vitae including years of experience education, professional, etc. (c) Relevant prior experience, specifically including work as General Counsel or special counsel for large companies, special district, public/government agencies. (d) A description of legal services performed for public agencies or special districts located in the following Counties: El Dorado, Placer and Sacramento. (e) References from at least five clients which utilized your services including addresses and phone numbers of key agency staff, management, or elected official who are familiar with your performance and number of years served. (f) Services or experience, if any, that have not been listed in this RFP and that might bring a “value –add” to the scope of work proposed in this RFP. Please include any additional cost associated with the value-added services. Examples of value-added services include: newsletter or annual legal update publication, firm sponsored client-only research webpage, library of existing opinion that might be customized to apply to the District, etc. (g) Statement of your availability to provide these services based on other clients and commitments 4. Evidence of Insurance - Proposers shall provide evidence of possession of insurance in the coverage and amounts related to general commercial liability, workers compensation, professional liability, and any other relevant coverages, including umbrella policies. 5. Fees – Provide a rate/fee sheet or summary of fees/rates for the performance of all tasks falling within the scope of work and minimum requirements for the General Counsel and member of their team or any back-up attorneys including any support professionals. Page 51 of 166 9 Please ensure you address each of the following: (a) Please state the hourly rate(s), together with cost reimbursement(s), you propose for rendering legal services to the District, including rates for lead/General Counsel, all other attorneys and staff (including law clerks and paralegals). (b) Does the Firm/Proposer offer discounted rates to public agencies such as the District? Do you discount your rates for any other reasons? If so, do the quoted hourly rates reflect those discounts? (c) Is the Firm/Proposer open to discussing fee arrangements other than fee for service on an hourly basis? If so, please state in detail what the Firm proposes. 6. Disclosures: Disclose any actual and/or potential conflicts of interest, if any, including but not limited to identifying each and every matter in which the attorney or firm has, within the past calendar year, represented any entity or individual with an interest adverse to the District, the Board, or commissions or organizations to which the District belongs. Please ensure you address each of the following: (a) Are you aware of any other ethical conflicts or other related issues which would preclude the Firm from providing legal services to the District? (b) If the Firm/General Counsel were selected to represent the District, do you anticipate that you would have to obtain conflict waivers from any currently existing client? Do you anticipate any issues with obtaining said waivers if necessary? 7. Sample Contract. Provide a sample contract that the Firm proposes to use for this engagement with the insurance requirements listed herein. Please state if the contract is negotiable. 8. Statement Under Penalty of Perjury. The response to the RFP must include a statement under penalty of perjury under the laws of California that the information is accurate and true to the best knowledge of the Firm or Proposer. VIII. SELECTION PROCESS 1. Proposals will be examined for compliance with all of the requirements in this RFP. The District, in its discretion may waive any omission which it deems to be non-essential or inconsequential. 2. District Directors and staff will evaluate each proposal submitted for completeness, including all of the information requested in this RFP. Proposing Firms should note that its fee proposal and pricing, while important, will not be the only deciding factor in final selection, but rather Page 52 of 166 10 the ability of the Firm to provide and perform the required duties on behalf of the District as outlined herein. 3. Oral presentations and written questions for further clarifications may be required of some or all Firms. Final selection will be based on evaluation of the proposal and interview. 4. The Proposals will be initially screened by an internal review committee that may include up to two Board members, and an invitation to interview with the District’s Board will be extended to selected Firms. The District in its discretion reserves the right to modify the process. Firms shall bear the cost of any interviews or meetings with the Board. 5. Based upon the proposal and interview, the District will enter negotiations with the selected proposer. The negotiations will cover scope of work, terms and conditions, and price. If the District is unable to reach an acceptable agreement with the selected proposer, the District will terminate negotiations with the selected proposer and begin negotiations with the second ranked proposer. 6. After negotiating a proposed agreement that is fair and reasonable, it is anticipated that the Board will consider taking action to approve the agreement. IX. SPECIAL CONDITIONS 1. Reservations: This RFP does not commit the District to award an agreement, to defray any costs incurred in the preparation of a proposal pursuant to this RFP, or to procure or contract for services. 2. Public Records: All proposals submitted in response to this RFP become the property of the District and public record, and as such may be subject to public review. 3. Right to Cancel: The District reserves the right to revise or cancel, for any or no reason, in part or in its entirety, this RFP, including, but not limited to: selection schedule, submittal date, and submittal requirements. If the District cancels or revises the RFP, all proposers of record will be notified in writing by the Agency. 4. Additional Information: The District reserves the right to request additional information and/or clarification from any or all proposers to this RFP. 5. Public Information: Proposers who wish to release information to the public regarding selection, agreement award, or data provided by the District must receive prior written approval from the District before disclosing such information to the public. 6. Disclosure Provision/ Conflict of Interest: The District complies with all California statutes and regulations related to conflicts of interest, including but not limited to the Political Reform Act and conflicts of interest provisions under California Government Code section 1090, et seq. Under the applicable conflict of interest requirements, the selected proposer may be required Page 53 of 166 11 to complete and file Form 700 with the District before starting. 7. Proposal Accuracy: A Proposal which is incomplete, irregular, or conditional may be rejected. By submitting a Proposal, Firms agree that any significant inaccuracy in information given by the Firm to the Authority will constitute good and sufficient cause for rejection of the Proposal. X. DISCRIMINATION The Firm and all subcontractors must not discriminate, nor permit discrimination against any person on the grounds of race, national origin, age (40 and over), sex, gender, gender identity/gender expression, disability, sexual orientation, religion, sexual orientation, marital status, genetic information, veteran status, or any other protected class in their employment practices, in any of their contractual arrangements, in all services and accommodations they offer the public or in their business operations. Page 54 of 166 SOLANO COUNTY WATER AGENCY 810 Vaca Valley Parkway, Suite 203  Vacaville, CA 95688 Phone (707) 451-6090  Fax (707) 451-6099 REQUEST FOR PROPOSALS To Provide GENERAL COUNSEL LEGAL SERVICES SUBMIT PROPOSALS TO: SOLANO COUNTY WATER Attention: Chris Lee, General Manager 810 Vaca Valley Parkway, Suite 203 Vacaville, CA 95688 SUBMISSIONS DUE: August 30, 2023, by 12:00 pm ISSUED: July 17, 2023 For additional information, contact Chris Lee at 707‐455‐1105 or clee@scwa2.com Page 55 of 166 Page 2 of 18 Table of Contents I. Request for Proposals .......................................................................................................................... 3 II. Introduction .......................................................................................................................................... 3 III. Nature of Services Required. ............................................................................................................... 4 IV. General Proposal Information ............................................................................................................. 4 V. Anticipated Schedule ........................................................................................................................... 6 VI. Respondent Questions ......................................................................................................................... 6 VII. Proposal Instructions ........................................................................................................................... 7 VIII. Selection Process ................................................................................................................................ 12 IX. Insurance Requirements .................................................................................................................... 13 EXHIBIT A – SCOPE OF SERVICES / MINIMUM REQUIREMENTS ................................................................ 14 Page 56 of 166 Page 3 of 18 I. Request for Proposals The Solano County Water Agency has issued a Request for Proposals (RFP) and invites multi‐ disciplinary law firms and individuals with qualifications and experience representing public agencies to submit proposals to serve as General Counsel for the Agency; provide general counsel legal services; represent the Agency in legal proceedings; and, as determined necessary, manage the engagement and coordination of Special Counsel. General Counsel will enter into a contract with the Agency establishing the terms and compensation for the subject services and will report directly to and serve at the pleasure of the Board of Directors. The RFP does not obligate the Agency to award an Agreement. II. Introduction The Solano County Water Agency (Agency) is a local government agency that was formed in 1951 by an Act of the State Legislature. The Agency is a wholesale water supply providing untreated water to cities and agricultural agencies in Solano County from the Federal Solano Project and the North Bay Aqueduct of the State Water Project. Moreover, the Agency performs management actions in flood, stream, groundwater, water conservation, and habitat conservation county‐wide. The Agency’s Board of Directors is comprised of 15 members; the seven Mayors and five County Supervisors of Solano County, and three Board members from irrigation/reclamations Districts that receive water from the Agency. Contractual Relationships The Agency has contractual relationships with various entities which shall be considered in the proposed scope of General Counsel services and determination of potential conflicts of interest. A summary list provided below are for complex agreements to help Respondents identify the scope of services required to assist the Agency with contract development and negotiations. Contracts can be made available upon request for review and consideration by proposers. Master Water Supply Contracts 1. U.S. Bureau of Reclamation, Solano Project Water Supply Contract, contract expires February 2024. 2. State of California, Department of Water Resources, State Water Project‐NBA Water Supply Contract, contract expires 2035. Page 57 of 166 Page 4 of 18 Operations and Maintenance Agreements 1. Solano Irrigation District: Operations and Maintenance of the Solano Project; evergreen contract. 2. Solano County Transportation Department: Operations and Maintenance of Ulatis Flood Control Project and Green Valle Flood Control Project; evergreen contract. Untreated Water Supply Agreements (either Solano Project or State Water Project water or both depending on entity) 1. City of Benicia, evergreen contract. 2. City of Fairfield, evergreen contract. 3. City of Rio Vista, evergreen contract. 4. City of Suisun City, evergreen contract. 5. City of Vacaville, evergreen contract. 6. City of Vallejo, evergreen contract. 7. Maine Prairie Water District, evergreen contract. 8. Solano Irrigation District, evergreen contract. 9. UC Davis, evergreen contract. 10. California State Prison‐Solano, evergreen contract. Litigation Matters 1. City of Vallejo V. California Department of Water Resources; Status, concluded. 2. Napa County Flood Control and Water Conservation District; Solano County Water Agency; and City of Yuba City V. California Department of Water Resources; Status, continuing. 3. Friends of Putah Creek V. Solano County Water Agency; Status, continuing. Additional information about the ’s activities and relationships can be found at: https://www.scwa2.com/about‐us III. Nature of Services Required The qualified firm is required to perform and complete the work and provide the services as set forth in Exhibit A of this RFP. IV. General Proposal Information 1. Respondents are encouraged to carefully review this RFP in its entirety prior to preparation of their proposals. 2. All proposals submitted will become the property of the Agency. Page 58 of 166 Page 5 of 18 3. Respondent may modify or amend its proposal only if the Agency received the amendment prior to the deadline stated herein for receiving Proposals. 4. A Proposal may be considered non‐responsive if conditional, incomplete, or it contains alterations of form, additions not called for, or other irregularities that may constitute a material change to the Proposal. 5. Proposal Validity‐Proposals must be valid for a period of at least 120 days from the closing date and time of this solicitation. 6. Pre‐Contractual Expenses‐The Agency shall not, under any circumstance, be liable for any pre‐contractual expenses incurred by Respondents in the preparation of their Proposals. Respondents shall not include any such expenses as part of their Proposals. Pre‐contractual expenses are defined as expenses incurred by the Respondent in preparing its Proposal in response to this solicitation, submitting the Proposal to the Agency, negotiating with the Agency on any matter related to the Proposal, and any other expenses incurred by the Respondent prior to the date of award and execution of an Agreement. 7. Right to Audit‐Following execution of an Agreement and for a period of three (3) years following the completion of services, the Agency will have the right to audit the successful Respondent’s (Awardee) invoices and all supporting documentation generated in performance of services under the agreement. 8. Confidentiality‐Confidentiality of Proposals is subject to the following:  The Agency is subject the Public Records Act, California Government Code Section 6250 et. Seq. As such, all required submittal information is subject to disclosure to the general public.  Respondent may provide supplemental information exempt from public disclosure under Government Code Section 6254, including “trade secrets” under Evidence Code Section 1060. Such supplemental information shall not be material to the required submittal inform and the Agency shall under no obligation to consider such supplemental information in its evaluation. 9. The Agency reserves the right to:  Reject any or all Proposals;  Select the Proposal most advantageous to the Agency;  Verify all information submitted in the Proposal; Page 59 of 166 Page 6 of 18  Withdraw this solicitation at any time without prior notice and furthermore, makes no representation that any Agreement will be awarded to any Respondent responding to this solicitation;  Award its total requirements to one Respondent or to apportion those requirements among two or more Respondents as the Agency may deem to be in its best interests;  Negotiate the final Agreement with any Respondent(s) as necessary to serve the best interests of the Agency;  Amed this solicitation;  Amend the first Agreement to incorporate necessary attachments and exhibits or to reflect negotiations between the Agency and the successful Respondent. V. Anticipated Schedule The Agency has made every effort to include sufficient information within this RFP for a Respondent to prepare a responsive and comprehensive proposal. The timing of the proposal process is subject to change, depending on the needs of the Agency, but is anticipated as follows: Activity Date a) RFP Issued July 17, 2023 b) Last day for Respondent comments/questions August 21, 2023, 12:00‐PM c) Proposal Submittal Deadline August 30, 2023, 5:00‐PM d) Interviews Scheduled September 6‐7, 2023 e) Selection of Top Firm September 15, 2023 f) Final Scope & Budget September 26, 2023, 12:00‐PM g) Contract Presented to Board of Directors October 12, 2023 h) Kick‐off Meeting TBD VI. Respondent Questions Questions regarding any aspects of this solicitation should be submitted via email to clee@scwa2.com. If any Respondent has any questions, requests for clarification, or wishes to take any exceptions regarding any part of this solicitation or attachments, the Respondent must notify the Agency no later than August 21, 2023, by 5:00 pm, as noted above. The ’s responses will be delivered in the form of an addendum to this solicitation and be emailed to those who communicate with the Agency in writing with interest in responding to this RFP. So that all Respondents will continue to have a fair and equal opportunity in this solicitation, an exception(s) will only be considered to correct errors or if all the Proposals submitted take Page 60 of 166 Page 7 of 18 exactly the same exception(s). The Agency ’s consideration of any exception shall not, in any way, be construed as the Agency’s intent to grant said exception. Exceptions will be evaluated on a case‐by‐case basis and will be granted only to correct errors in the documentation or when it is deemed to be in the best interest of the Agency. VII. Proposal Instructions The proposal should be divided into sections as outlined below: A. Submittal 1. Respondents shall submit Proposals either by emails to: clee@scwa2.com, by U.S. mail or by hand deliver to: Solano County Water Attention: Chris Lee, General Manager 810 Vaca Valley Parkway, Suite 203 Vacaville, CA 95688 2. Proposals are due NO LATER THAN 12:00 PM Pacific Standard Time on August 30, 2023. B. Response Requirements 1. The information requested below will be used to evaluate the Respondent’s Proposal. Respondents may be deemed non‐responsive if they do not respond to all Sections. 2. Proposals must be prepared simply and economically, providing a straightforward, concise description of methodology and approach to satisfy the requirements of this solicitation. Emphasis should be on completeness and clarity of content with sufficient detail to allow for accurate evaluation and comparative analysis. 3. Respondent’s Proposal shall be clear, concise, accurate, and comprehensive. There is a 15‐page limit for the Proposal response and any appendix materials will not go towards the page limit. Excessive or irrelevant materials will not be favorably received. 4. The Proposals shall be organized in separate sections in the order presented below: a. Executive Summary Letter b. Qualifications, Capabilities, and Experience c. Key Personnel d. Required Disclosures e. Firm Approach Page 61 of 166 Page 8 of 18 f. Proposed Fee Schedule a) Executive Summary Letter This letter shall be a brief formal letter from the Respondent that provides information regarding the firm and its ability to fulfil the requirements of this solicitation. This letter must include the following information: complete legal name (as it would appear in an Agreement), address, contact person, telephone number, and email address. This letter shall identify all materials and enclosures being forwarded in response to the solicitation. b) Qualifications, Capabilities, and Experience Respondent shall provide a brief discussion of its qualifications and capabilities to perform work similar in nature to the services requested herein. In addition, the Respondent shall include the size of the Firm as to the number of clients, size of the Firm’s staff, and the location of the administrative office. The Respondent shall provide a list of major public agency clients represented by the firm during the last five (5) years in addition to providing a minimum of three (3) references from different clients for engagements performed in the last five (5) years where the services provided were the same or similar nature to the services requested herein. Respondent’s Reference Information should include:  Client’s name, contact person, contact person’s responsibility and relationship to the project, address and telephone number.  A description of the type and extent of the services provided by Respondent to the client.  Names of key personnel on Respondent’s team that participated in named projects and their specific responsibilities. If selected, the Respondent may be requested to submit a complete financial statement for the two most recent years, prepared in accordance with generally accepted accounting principles. The financial statement must include a balance sheet and income statement. Respondent must be prepared to substantiate all information provided. Respondent must indicate herein Respondent’s willingness to provide this information. c) Key Personnel Respondent shall provide the names, resumes, and a statement of qualifications of key personnel who are expected to be assigned to provide services under this agreement Page 62 of 166 Page 9 of 18 and shall identify their specific responsibilities. Respondent shall submit a complete list of all subconsultants and Special Counsel they intend to utilize in the provision of services requested in this solicitation. The selected firm may not award or engage any outside consultant without the ’s prior notification and approval. d) Required Disclosures The following questions must be answered as part of your proposal with respect to both the firm and the Primary/Lead Attorney: 1. To the extent they are reasonably foreseeable from the information in this RFP and the firm’s knowledge of the Agency, do you have any actual or potential conflicts of interest or any arrangements or relationships, formal or informal, which may interfere with your ability to provide independent, unbiased advice to the Agency. Outline the manner in which such conflicts would be resolved, mitigated, or avoided. Describe the firm’s ability to obtain conflict waivers from any current or former clients due to any reasonably foreseeable conflicts. If the firm would seek a conflict waiver from the Agency, please describe what the firm would ask the Agency to waive. Describe the firm’s willingness to eliminate or significantly minimize conflicts and prioritize its representation of the Agency. 2. Have you been the subject of any regulatory or administrative enforcement action, or any investigation, in the past five years? If so, please explain. 3. Have you been suspended or debarred from performing legal work for any governmental agency, if so, please explain. 4. Are there any investigations, lawsuits, or administrative proceedings involving you that the Agency should be aware of in considering your capacity to represent the Agency. Please include any actions, past or current, concerning malpractice claims against you relating to your representation of government agencies. e) Firm’s Approach 1. Legal Needs and Issue Prioritization: Describe how the firm would prioritize the ’s various legal needs and the various issues facing the Agency. Describe how the firm will identify and prioritize needed action(s) to address new or foreseeable legal risks. 2. Contractual Relationships, Litigation Matters, and Special Projects: Describe how the firm would guide, support, and assist throughout its various contractual relationships, matters of litigation, and special projects, including strategic planning, contract development and negotiations, engagement with regulatory agencies, and other anticipated efforts. Include anticipated use of Special Counsel and subconsultants. Provide generalized approach and Page 63 of 166 Page 10 of 18 example process steps, timelines, major milestones, and key decision points. State assumptions, anticipated risks, and exclusions. 3. Status and Issue Reporting: Describe how the firm will keep the Agency informed about the status of legal matters. Describe the systems or mechanisms that would be established for monthly reporting and tracking of the status of issues, requests, and litigation. Describe the mechanisms the firm proposes to ensure client satisfaction and quality assurance. 4. Communication Style: Describe the firm’s style and methods for communicating with clients. Describe how the firm would establish, develop and maintain an effective working relationship with the Board of Directors, General Manager, and designated staff. Describe the firm’s style of participation in Board meetings and workshops. 5. Legal Resource Coordination: Describe how the firm would coordinate the ’s legal resources and specifically address the firm’s proposed interaction with, oversight of, and plan for coordinating special counsel resources. Describe how the firm would evaluate whether to use an attorney within the firm or recommend an attorney from another firm to handle a case, provide expert advice or provide other needed services. 6. Plan for Transferring Institutional Knowledge: Describe the process by which the firm would review past legal issues and current issues facing the Agency. Outline the firm’s plan for obtaining the knowledge it needs to effectively represent the Agency. Explain if or how the firm will charge the Agency for obtaining this knowledge. 7. Institutional Knowledge Continuity: Describe how the firm would avoid concentration and limited transfer of institutional knowledge during its representation of the Agency. Specifically, address how its plans for institutional knowledge continuity, as it pertains to legal issues and services, would protect the Agency from the risks associated with the concentration of institutional knowledge in one or a few individuals. 8. Succession Planning: Describe the firm’s plan to ensure adequate succession planning as it relates to the services it provides to the Agency. Please discuss the depth and strength of “the bench” proposed to serve the ’s needs, and how the firm would handle an extended absence by the individual proposed to serve as the General Counsel to limit any impact to the Agency. Please name the individual on the proposed team who would serve as the General Counsel should the proposed General Counsel become temporarily or permanently unavailable. f) Fee Schedule 1. At present, the Agency’s average monthly use of General Counsel services is approximately 15 hours and varies between a low of 5 hours to a high of 50 hours. The following percentages are provided as guidance for estimating costs and level of effort supporting routine activities (excluding special projects): Page 64 of 166 Page 11 of 18 Administrative Code 5% Brown Act 2% Claims 3% Contract Administration 2% General Matters 65% Personnel Matters 20% Resolutions 3% 2. Proposed Fee Structure and Cost: Proposals may include fixed fee, hourly, and hybrid fee structure proposals. More than one structure may be proposed. Describe billing policies for time spent reviewing prior and existing legal matters, travel to and from meetings, and travel to other events or meetings requiring General Counsel attendance. 3. For cost comparison, provide an annual budget for services based on: i. An estimate of average monthly costs for 15 hours for routine services with specific cost and time allocated to each member of key personnel, support personnel, and other anticipated ancillary costs and reimbursable expenses. State cost assumptions, potential cost savings opportunities, and any exclusions. 4. Legal Cost Management: Describe how the firm tracks and manages legal costs so that the Agency’s legal expenses are efficiently applied. 5. Administrative Processes: Describe the firm’s practice in timekeeping on an hourly basis (e.g., minimum charge, segments of time billed‐tenths of an hour or one quarter of an hour), notification of changes in billing rates, net terms of bills issued, etc. Propose a recommended work breakdown structure for tracking and categorization of actual costs to assist the ’s management, control, and forecasting of costs for future annual budget proposals. Also, please discuss the firm’s ability to customize its timekeeping and billing processes to allow the Agency to better understand its use of legal resources. 6. Other Charges: Please list and provide current rates for charges other than those based on time billed to clients (e.g., facsimiles, copying, court filing charges, computer research, secretarial overtime, word processing, etc.). Page 65 of 166 Page 12 of 18 7. Professional Liability Insurance Coverage: Please provide the limits of the firm’s professional liability insurance coverage The Agency may accept and incorporate the submitted fee schedule as part of the award/agreement process without further negotiation or, alternatively, may use it as the basis for negotiations. Consequently, Respondents are encouraged to provide their best pricing terms. VIII. Selection Process Board members and other designated staff as directed by the Board of Directors, will review the proposals and consider the following factors to select the most qualified Respondent:  Respondent Qualifications, Capabilities, and Experience  Professional Qualifications of Key Personnel  Required Disclosure  Firm Approach  Proposed Fee Schedule Based on review of the proposals, a short list of Respondents may be selected to participate in an interview / presentation. Short‐listed Respondents must be prepared to give their presentation from September 6‐7, 2023. The interview / presentation will afford the Respondent an opportunity to present the key personnel assigned to the engagement and discuss their qualifications. The selection panel may ask questions about the Respondent’s written Proposal and other issues regarding their proposed Scope of Services. Presentations will be evaluated, and a successful Respondent will be selected for recommendation of contract award. Contract award is subject to the approval of the Agency’s Board of Directors. By submitting responses to this solicitation, respondents understand and agree that the Agency may award a contract to a firm whose approach exceeds or varies from the requirements listed. The Agency will be the sole judge of which proposal best satisfies the needs of the Agency. Negotiations regarding agreement terms, conditions, scope of services, and pricing may or may not be conducted with the selected Respondent. Therefore, Proposals submitted should represent the Respondent’s most favorable terms and offering, since the selection and award may be made without discussion with any Respondent. If the Agency engages the Respondent in negotiations and satisfactory agreement provisions cannot be reached, then negotiations may be terminated. The Agency may elect to contact another firm submitting a Proposal. This sequence may continue until an agreement is reached. Page 66 of 166 Page 13 of 18 IX. Insurance Requirements A Sample Agreement has been attached (Exhibit B) for your review. This agreement is representative of the agreement that will be executed upon award to the successful Respondent. Submission of your proposal in response to this solicitation constitutes your acceptance of all terms and conditions set forth in this sample agreement. The successful Respondent shall procure and maintain, for the duration of the agreement, insurance against claims for injuries to persons or damages to property arising from or in connection with the performance of the work performed. The successful Respondent shall provide the following coverage: Commercial General Liability $2,000,000 Business Automobile Liability $2,000,000 Workers’ Compensation $1,000,000 Professional Liability $2,000,000 Prior to the start of work, the successful Respondent shall provide evidence of insurance from an insurer(s) certifying to the coverage, including an endorsement naming the Agency as an additional insured. EXHIBITS: Exhibit A‐Scope of Services/Minimum Qualifications Page 67 of 166 Page 14 of 18 EXHIBIT A EXHIBIT A – SCOPE OF SERVICES / MINIMUM REQUIREMENTS Page 68 of 166 Page 15 of 18 The Board of Directors of the Solano County Water Agency (hereinafter referred to as Agency) shall engage a law firm by contract to serve as primary agent responsible for the provision of general counsel services. GENERAL EXPECTATIONS Duties should include the following: 1. The review of agendas and related consultation with Agency staff and members of the Board of Directors regarding the proper placement and/or description of business items on agendas; 2. Attendance, in‐person, to meetings of the Agency and their duly appointed committees, for which attendance is requested by the General Manager/Board Chair, unless excused by the General Manager/Board Chair; 3. Preparation and approval as to legal form all resolutions, ordinances, and any other legal documents or matters which are referred for advice, review, or handling during the terms of this Agreement; 4. Preparation of all legal advice on behalf of the Agency to Board members, General Manager, and other designated departmental heads or personnel as directed by the General Manager; 5. Collaborate and coordinate with General Manager or their designee for the efficiency of creating, editing, revising and managing the 's Contracts, MOUs, Engagement Letters, Requests for Proposal (RFP), etc. 6. Review and evaluation of the need as well as the engagement, coordination, and supervision of activities of any special counsel retained by the Agency as requested. This will include financial management, including cost containment strategies; and administration of contracts that the Agency may execute with special legal counsel. Such administration shall include oversight services such as review of attorney invoices, coordination of special legal counsel's activities, and direction to special legal counsel regarding strategies and communication; 7. Providing conflict of interest assistance to the Board of Directors and General Manager on behalf of the Agency, and assist Board members and staff in seeking advice from the Fair Political Practices Commission; Page 69 of 166 Page 16 of 18 8. Time spent reviewing, analyzing, redacting and/or developing a written response to any single California Public Records Act request (Gov. Code section 6250 et seq.); 9. Providing advice as it pertains to the general powers and duties assigned to the Agency and ensuring its operational compliance with all applicable federal, state, and local legislation, statutes, codes, and procedures. This includes, monitoring and applicability of pending state and federal legislation and regulations, and new case law, as appropriate; including and not limited to: a. Ralph M. Brown Act; b. Public Records Act; c. Political Reform Act; d. California Water Code; and e. General Municipal Law. 10. Perform other related legal services as may be requested and provide recommendations and advice when requested by the ’s General Manager and Board. 11. Make written or oral reports to the Board as necessary regarding the status of any legal actions in which the Agency may be involved. 12. Provide analysis of proposed and enacted legislation, published legal opinions and other matters that may have an impact on the operations of the Agency. 13. Represent the Agency in legal proceedings. 14. Respond to inquiries from the Agency within 24 hours of the initial contact and maintain reasonable availability to respond to events of an emergent nature that expose the Agency to serious potential legal liability. 15. Firm shall provide a monthly detail accounting of its efforts that describes the time, attorney and a brief description of the work performed with a summary page of the key areas reflecting the overall time and dollar. In addition, the Firm will provide a monthly written report to the Board of Directors to reflect its activity. Page 70 of 166 Page 17 of 18 MINIMUM QUALIFICATIONS 1. All attorneys performing services for the Agency on behalf of the firm must be admitted to practice in the State of California and be members in good standing with the State Bar of California. 2. The firm member with primary responsibility for the services provided to the Agency shall have at least 10 years’ experience or comparable providing general counsel legal services for special districts, municipalities, or other local public agencies. 3. The firm shall have demonstrated legal expertise in the following areas: a. Laws and regulations governing California Special Districts, including the California Government Code, Ralph M. Brown Act, Public Records Act, Political Reform Act, and General Public Sector Law. b. Experience and knowledge of Public Contracting Code, Labor Code and other California statutes governing the procurement process including bidding, awarding, contracting for and construction of public works and improvements. c. Environmental law including: the California Environmental Quality Act (CEQA) and National Environmental Policy Act (NEPA). d. Contracts, including risk transfer provisions. e. Preparation, review and adoption of ordinances and resolutions. f. Real estate law, easements, rights‐of‐way, encroachments, permits, and other related agreements and negotiations. g. Experience with Water Law and the California Voting Rights Act is preferred. h. Law pertaining to water utility rate setting. i. Experience and knowledge of Public Contracting Code, Labor Code and other California statutes governing the procurement process including bidding, awarding, contracting and construction of public works and improvements. j. Understanding of Federal and State Budgeting process whereby various funds are authorized and appropriated. 4. The Firm shall procure and maintain the insurance required, for the duration of the contract, to insure against claims for injuries to persons or damages to Agency property arising from or in connection with the performance of the work performed as set forth in Sample Agreement. 5. The Firm must be able to demonstrate their ability to provide the necessary legal services using a combination of online, video conference, telephone, and/or in‐ Page 71 of 166 Page 18 of 18 person methods to provide legal assistance to the Agency. Page 72 of 166 RFP No. 209 General Counsel Services Page 1 of 33 ______________________________________________________________________ RFP NO. 209 REQUEST FOR PROPOSALS FOR GENERAL COUNSEL SERVICES RFP ISSUE: SEPTEMBER 12, 2023 RFP DUE: NOVEMBER 1, 2023, 2.00 P.M. Issued by Central Basin Municipal Water District www.centralbasin.org Page 73 of 166 RFP No. 209 General Counsel Services Page 2 of 33 ______________________________________________________________________ Table of Contents SECTION 1 - INTRODUCTION ....................................................................................... 3 SECTION 2 - BACKGROUND INFORMATION .............................................................. 3 SECTION 3 - STATEMENT OF PURPOSE .................................................................... 3 SECTION 3 - SCOPE OF WORK/PROJECT TASK ........................................................ 4 SECTION 4 - MINIMUM FIRM QUALIFICATIONS .......................................................... 4 SECTION 5 - PROPOSAL REQUIREMENTS ................................................................. 5 SECTION 6 - TERMS AND CONDITIONS ...................................................................... 6 SECTION 7 - REQUEST FOR CLARIFICATION ............................................................ 7 SECTION 8 - SUBMITTING PROPOSAL ....................................................................... 8 SECTION 9 - SCHEDULE ............................................................................................... 9 SECTION 10 - SELECTION PROCESS AND EVALUATION CRITERIA ........................ 9 SECTION 11 – CONFIDENTIALITY ................................................................................ 9 SECTION 12 – PUBLIC RECORDS ACT ..................................................................... 10 SECTION 13 - PROPOSAL ACCURACY ..................................................................... 11 SECTION 14 - DISCLAIMER ........................................................................................ 11 SECTION 15 - CONFLICT OF INTEREST .................................................................... 11 SECTION 16 - DISCRIMINATION ................................................................................. 11 SECTION 17 - ADMONITIONS ..................................................................................... 11 EXHIBIT “A” ACKNOWLEDGMENT FORM .................................................................. 13 EXHIBIT “B” CONFLICT OF INTEREST FORM ........................................................... 14 EXHIBIT “C” SCOPE OF WORK .................................................................................. 17 EXHIBIT “D” FALSE CLAIMS ACT CERTIFICATION ................................................... 19 EXHIBIT “E” CIVIL LITIGATION CERTIFICATION ....................................................... 21 EXHIBIT “F” DISTRICT COUNSEL POLICY AND PROCUREMENT POLICY ............. 23 EXHIBIT “G” SAMPLE CONTRACT .............................................................................. 28 Page 74 of 166 RFP No. 209 General Counsel Services Page 3 of 33 ______________________________________________________________________ SECTION 1 - INTRODUCTION The Central Basin Municipal Water District (hereinafter “Central Basin” or “District” invites interested law firms and individuals with a minimum of 10 years’ experience representing public agencies in general governmental procedures compliance, contracts and transactions and civil/business litigation, to provide general counsel legal services for the District; manage and determine the need as well as engagement and coordination of Special Counsel. Legal Services will be provided in accordance to the District’s Counsel Policy, Section 3 - Chapter 3, and the Procurement Policy for Legal Services and Related Costs, Section 5 - Chapter 4 attached hereto as Exhibit “F”. The Firm selected as General Counsel will serve at the pleasure of the Board of Directors of District. District will enter into a three (3) year contract establishing the terms and compensation for the subject services. SECTION 2 - BACKGROUND INFORMATION Central Basin Municipal Water District (Central Basin or District) is a public agency that purchases imported water from the Metropolitan Water District of Southern California (MWD). Additionally, as a member agency of the MWD, Central Basin appoints two representatives to sit on the MWD Board of Directors. Central Basin wholesales the imported water to cities, mutual water companies, investor-owned utilities, and private companies in Southeast Los Angeles County. The District also supplies water for groundwater replenishment and recycled water for municipal, commercial, and industrial use. The Central Basin service area includes 26 cities and a population of more than 2 million. The District is governed by a seven-member board, four which are publicly elected and three which are appointed by purveyors. The District currently has 9 employees. Additional information about the District can be found on https://www.centralbasin.org/ SECTION 3 - STATEMENT OF PURPOSE As stated above, the District is seeking proposals from qualified law firms (referred hereinafter as the “Firm”, Counsel or Proposer) to serve as primary agent responsible for the provision of a broad range of general legal services to the District. The purpose of this Request for Proposals (RFP) is for the Firm to demonstrate that it has the background, qualifications, competence, and capability to undertake these services with the District. The District’s Counsel will be appointed by the Board of Directors in accordance with the District Counsel policy, Section 3 – Chapter 3 and District’s Procurement Policy for Legal Services and Related Costs, Section 5 – Chapter 4 attached hereto as Exhibit “F”. Page 75 of 166 RFP No. 209 General Counsel Services Page 4 of 33 ______________________________________________________________________ SECTION 3 - SCOPE OF WORK/PROJECT TASK The qualified firm is required to perform and complete the work and provide the services as set forth in Exhibit “C” of this RFP. SECTION 4 - MINIMUM FIRM QUALIFICATIONS 1. All attorneys performing services for the District on behalf of the Firm must be admitted to practice in the State of California and in good standing with the California Bar. 2. The Firm member with primary responsibility for the services provided to the District, (“Lead Counsel”) must have at least 10 years’ experience providing general counsel legal services for special districts or other local public agencies. 3. Demonstrated legal expertise in the following areas as it relates to special districts and municipal governments: a. Laws and regulations governing California Special Districts, such as the California Government Code, Ralph M. Brown Act, Public Records Act, Political Reform Act, General Municipal Law, and California Water Code; and operating procedures relative to the conduct of special district business. b. Experience and knowledge of Public Contracting Code, Labor Code and other California statutes governing the procurement process including bidding, awarding, contracting and construction of public works and improvements. Understanding of Federal and State Budgeting process whereby various funds are authorized and appropriated. c. Experience in public employment labor laws and litigation experience d. Environmental law include: California Environmental Quality Act (CEQA), National Environmental Policy Act (NEPA). e. Contracts, joint power authorities, memorandums of understanding, including risk transfer provisions. f. Preparation, review and adoption of ordinances and resolutions. g. Real estate law, easements, rights-of-way, encroachment permits, and other related agreements and negotiations. h. Law pertaining to water utility rate setting. i. Other relevant areas pertaining to special district/water district or municipal law. j. Knowledge of California water institutional structure. Page 76 of 166 RFP No. 209 General Counsel Services Page 5 of 33 ______________________________________________________________________ 4. Firm must maintain an office in Southern California that is open during regular business hours. In addition, Firm must attend all Board of Directors meetings, and be available to provide legal assistance to the District on a 24-hour basis. SECTION 5 - PROPOSAL REQUIREMENTS All Proposals must include and will be evaluated based on the following criteria: 1. A detailed scope of services that reflects the Firm’s understanding of the District’s requirements. 2. Written responses to all the “Minimum Firm Qualifications.” 3. Personnel Qualifications: The Proposal shall identify the Lead Counsel and staff to be assigned to the District and include the Lead Counsel and staff’s qualifications, training, and certifications to perform the services outlined in Exhibit “C” attached hereto. 4. List of Clients: A list of major public agency clients served during the last five (5) years with contact information (i.e., name of the clients, addresses, phone numbers, and contact person). The District reserves the right to contact any of them for references. 5. Additional Firm Qualifications: The Proposal shall include the size of the Firm as to number of clients, the size of the Firm’s staff, the location of the administrative office, and the number and positions of staff who will work with the District regularly. Please identify if the Firm is veteran, minority, or women-owned. 6. Capability to Meet District’s Requirements: This section should include experience and history of successful completion of projects. (a) Discuss the Firm’s capability to manage and schedule projects, the standard turnaround time, current relative workload, and staff’s availability. (b) Demonstrate the Firm’s expertise and experience in the projects identified under Exhibit “C”. (c) Demonstrate any experience the Firm has had working with clients similar in size or industry as Central Basin, or experience working within the general service area. 7. Fee Schedule: The Proposal shall include a not-to-exceed annual or monthly maximum billable amount or a flat-stipulated amount for the duties and expectations as outlined in Exhibit “C”. Additionally, the Proposal shall include a proposed hourly rate schedule which includes a maximum billable rate that shall be applied to any work authorized outside of the scope set in Exhibit “C”. 8. Business License: The proposal shall include a copy of your business license. 9. W9: The proposal shall include a copy of your Company’s W9. 10. Insurance: The proposal should include a copy of your proof of insurance as per the requirement outline in Section 6 of this RFP. Page 77 of 166 RFP No. 209 General Counsel Services Page 6 of 33 ______________________________________________________________________ 11. Sample Contract: A sample contract is attached as Exhibit “G” for your review. This contract is representative of the contract that will be executed upon award to the successful company. If the company does not agree with these provisions, the company should include all comments and proposed contract language in the Proposal. Submission of Proposal in response to this RFP constitutes acceptance of all terms and conditions set forth above, unless otherwise stated. SECTION 6 - TERMS AND CONDITIONS 1. Acknowledgement of District’s Contract Provisions Interested firms should review and acknowledge in the Proposal that the following provisions that will be included in the proposed contract: The Firm shall procure and maintain the insurance required, for the duration of the contract, to insure against claims for injuries to persons or damages to property arising from or in connection with the performance of the work performed as set forth in Exhibit “C”. 2. Insurance Requirements: The following are the District’s standard insurance requirements. a. Commercial General Liability: coverage should include $1,000,000 per occurrence, $2,000,000 aggregate, as applicable. Prior to the start of work, the selected Firm shall provide to the District evidence of insurance from an insurer(s) certifying the coverage. The District and its Board Members, officers, employees, agents and volunteers are added as insureds. Additional insured endorsements shall be provided on Commercial General Liability form ISO 20 10 11 85 (or form ISO 20 10 10 01 accompanied by form ISO 20 37 10 01). b. Business Automobile Liability: Business Automobile Liability insurance insuring all owned, non-owned and hired automobiles - coverage code 1 "any auto" (Insurance Service Office policy form CA 0001 or insurer’s equivalent) in the amount of $1,000,000 combined single limit per accident for bodily injury and property damage. c. Workers’ Compensation and Employer’s Liability Insurance: shall be furnished in accordance with statutory requirements of the State of California and shall include Employer’s Liability coverage of $1,000,000 per accident for bodily injury or disease. d. Professional Liability Insurance: For the full term of this Agreement, the Firm shall procure and maintain Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession. Such coverage shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per claim. Page 78 of 166 RFP No. 209 General Counsel Services Page 7 of 33 ______________________________________________________________________ e. Commercial General Liability and Workers’ Compensation and Employer’s Liability Insurance: policies shall contain a waiver of transfer of rights of recovery ("waiver of subrogation") against the District, its Board Members, officers, employees, agents and volunteers for any claims arising out of the work of the Firm. f. Additional Insured Requirements: the CGL Coverage and the Automobile Liability Insurance shall contain an endorsement naming the District, the District’s governing board of directors and the District’s elected and appointed officials, officers, employees, agents and volunteers as additional insureds. 3. Term: The initial term of the contract is for a three (3) year period. The District reserves the right to extend the term of this contract for two (2) additional one year terms subject to periodic review, satisfactory negotiation of terms, and the concurrence of the District Board of Directors. SECTION 7 - REQUEST FOR CLARIFICATION Firms requesting clarification pertaining to this RFP shall submit all requests/questions on or before 5:00 P.M. on October 2, 2023, via the District’s PlanetBids Questions and Answers (Q&A) portal accessible at the following web address: https://pbsystem.planetbids.com/portal/55003/portal-home Requests for Clarification (RFC) will not be taken over the phone, via fax or via regular mail. Responses: An addendum for Q&A will be issued by the District, in response to all clarifications on October 9, 2023, by noon, via the District’s PlanetBids Questions and Answers (Q&A) portal accessible at the following web address: https://pbsystem.planetbids.com/portal/55003/portal-home Each Company is responsible for visiting our website to check and view any response to RFCs or view changes/addenda made to this RFQ by the District. If a Company is facing any technical errors on the PlanetBids website, then please contact via email: Sharon Kumar Purchasing Manager Direct: (323) 201-5502 sharonk@centralbasin.org Page 79 of 166 RFP No. 209 General Counsel Services Page 8 of 33 ______________________________________________________________________ SECTION 8 - SUBMITTING PROPOSAL Per the District’s Administration Code under Part 3, Chapter 9, Article 1, Section 1.12 (b) Communication Blackout, no person or company who has a potential new contract with the District, either for professional and other services or for the furnishing of any material, supplies, equipment or real estate to the District shall communicate directly or indirectly with a Director while that matter is pending before the District. Persons or companies that violate this policy will be disqualified from the procurement process. The following information is required by the deadline for the company to be considered: 1. Title Page and Table of Contents; 2. Letter of Introduction signed by an officer of the Firm and a summary highlighting the key points of the proposal; 3. Detailed Proposal (addressing the scope of work); 4. Fee Schedule; 5. Signed Acknowledgement Form - refer to Exhibit “A” attached hereto; 6. Signed Conflict of Interest Form - refer to Exhibit “B” attached hereto; 7. Signed False Claims/False Claims Act Certification - refer to Exhibit “D” attached hereto; 8. Signed Civil Litigation Certification - refer to Exhibit “E” attached hereto; and 9. Additional documentation, if applicable. Submit your proposal to: Proposals to be submitted on or before 2:00 PM on November 1, 2023, via the District’s PlanetBids portal accessible at the following web address: https://pbsystem.planetbids.com/portal/55003/portal-home Any Proposal that does not include written/documented responses to all items of the “Proposal Requirements” will not be considered. Postmarks, facsimiles and e-mails will not be accepted. Page 80 of 166 RFP No. 209 General Counsel Services Page 9 of 33 ______________________________________________________________________ SECTION 9 - SCHEDULE The following dates reflect the anticipated schedule for the Proposal and selection of the firm: Procurement Process Schedule Anticipated Dates RFP post and distributed on website and social media 09/12/2023 Questions from firms about scope or approach due 10/02/2023 Responses to firms about scope or approach due 10/09/2023 Proposal due date 11/01/2023 SECTION 10 - SELECTION PROCESS AND EVALUATION CRITERIA Proposals will be examined for compliance with all the requirements in the sections of this RFP. The District, in its discretion, may waive any omission which it deems to be non- essential or inconsequential. District staff will evaluate each proposal submitted for completeness, Firm qualifications, Firm experience, capability to meet District requirements, and cost of services. Proposing Firms should note that the pricing, while important, will not be the only deciding factor in the final selection but rather the ability of the Firm to provide and perform the required duties as outlined in Exhibit “C.” Oral presentations and written questions for further clarifications may be required of some or all Firms. Final selection will be based on evaluation of the proposal and interview. A panel of outside experts may be used. The Board will interview a short list of firms. The District reserves the right to present the recommendation for contract award to the Committee or present the recommendations to the Board without Committee review. The District will provide all Firms with a written notice of the recommendation the staff will present. Any Proposal that does not include written/documented responses to all items of the “Proposal Requirements” will not be considered. Postmarks, facsimiles and e-mails will not be accepted. It is anticipated that the qualified Firm will be selected tentatively by January 1, 2024. SECTION 11 – CONFIDENTIALITY The District reserves the right to make copies of Firm’s Proposal available for inspection and copying by members of the public, (including Proposals which may contain information the Firm regards as proprietary in nature), unless the District’s legal counsel determines that the information which the Firm regards as proprietary may be withheld pursuant to applicable provisions of the California Public Records Act (Gov. Code section 6250 et seq.) or other applicable state or federal law. In the event the District proposes to Page 81 of 166 RFP No. 209 General Counsel Services Page 10 of 33 ______________________________________________________________________ disclose records containing information the Firm has specifically identified as being proprietary and confidential, the District shall notify the Firm in writing of its intent to release such information and the Firm shall have five (5) working days after the District’s issuance of its notice to give the District written notice of the Firm’s objection to the District’s release of proprietary information. The District will not release the proprietary information after receipt of the objection notice from the Firm unless: (i) the objection notice is not received by the District until after the close of business on the 5th day following the District’s issuance of the notice of intent to disclose; (iii) the District is ordered to release the information by a court of competent jurisdiction; or (iii) the Firm’s objection notice fails to include a fully executed indemnification agreement wherein the Firm agrees to indemnify, defend and hold harmless the District, and its elected and appointed officials, officers, directors, employees and agents from and against all liability, loss, cost or expense (including attorneys’ fees) arising out of any legal action brought to compel the release of records containing the proprietary information which the Firm wishes to withhold. Again, the Firm must specifically identify the information it deems proprietary. SECTION 12 – PUBLIC RECORDS ACT All Proposals submitted in response to this RFP will become the property of the District upon submission and a matter of public record pursuant to applicable law. The District reserves the right to make copies of all Proposals available for inspection and copying by interested members of the public as records of the District and District shall be under no obligation to the Firm to withhold such records. Insofar as a Proposal contains information that the Firm regards as proprietary and confidential, it shall be the responsibility of the Firm (and not the District) to specifically identify which items of information are proprietary and clearly identify in writing which specific pieces of information are proprietary. It shall be insufficient for the Firm to merely identify the entire Proposal or an entire page or set of pages of proprietary information. With respect to information deemed proprietary, the procedures set forth under the “Confidential Information” section below shall be observed. Not-to-exceed sums, hourly rates and the like that may be set forth in a Proposal shall not constitute proprietary information nor shall any information readily available to the general public or any other information not regarded as proprietary and confidential under federal or state law. The District is subject to the Public Records Act under the California Government Code section 7920, et seq. As such, all required submitted information is subject to disclosure to the general public. Proposers are further advised that all the terms and conditions, including fees and fee structures, forming part of any agreement entered into shall, upon such agreement being executed, become a public record of the District and subject to full disclosure, and each proposer waives any right to object to any such disclosure. Proposals submitted and terms and conditions specified in each Firm’s bid response will remain the property of the District. Page 82 of 166 RFP No. 209 General Counsel Services Page 11 of 33 ______________________________________________________________________ SECTION 13 - PROPOSAL ACCURACY A Proposal which is in any way incomplete, irregular, or conditional will not be accepted. By submitting a Proposal, Firms agree that any significant inaccuracy in information given by the Firm to the District will constitute good and sufficient cause for rejection of the Proposal. SECTION 14 - DISCLAIMER Central Basin reserves the right: 1. To enter into agreements for legal services with persons or firms who do not respond. 2. To accept or reject any or all Proposals regardless of qualifications either in whole or part with or without cause; 3. To withdraw this solicitation at any time without prior notice, and furthermore does not make any representations that any contract will be awarded to any respondent to this RFP; 4. To award its total requirements to one respondent or to apportion those requirements among two or more respondents as Central Basin may deem to be in its best interests; 5. To negotiate a final contract with any respondent(s) as necessary to serve the best interest of Central Basin; and 6. Amend this RFP. SECTION 15 - CONFLICT OF INTEREST The District is subject to Political Reform Act, under California Government Code section 1090, et. seq. To protect the District Directors and staff, all potential contracting parties with the District shall be required to complete a Conflict of Interest Questionnaire prior to the award. Refer to Exhibit “B” attached hereto. SECTION 16 - DISCRIMINATION The Firm and all subcontractors must not discriminate, nor permit discrimination against any person on the grounds of race, national origin, sex, handicap, sexual orientation, veteran status, or any other protected class in their employment practices, in any of their contractual arrangements, in all services and accommodations they offer the public or in their business operations. SECTION 17 - ADMONITIONS As of the date of this Request for Proposals and continuing until the notice of intent to award is released or the recommended contract is placed on the agenda of the Board for Page 83 of 166 RFP No. 209 General Counsel Services Page 12 of 33 ______________________________________________________________________ a public meeting, all proposers are specifically directed not to hold any discussions, meetings, conferences or technical discussions regarding the RFP with District officials or employees. During the submittal period, questions regarding this RFP may be directed only to the person indicated in the cover letter or emailed to the individual. Contact with any other District official or employee during the submittal period regarding this RFP may be cause for immediate disqualification of the Proposer as determined in the sole discretion of the District Board. It is improper for any District officer, employee, or agent to solicit consideration, in any form, from a Proposer with the implication, suggestion, or statement that the Proposer’s provision of the consideration may secure more favorable treatment for the Proposer in the award of the contract or that the Proposer’s failure to provide such consideration may negatively affect the District’s consideration of the Proposer’s submittal. A Proposer shall not offer or give, either directly or through an intermediary, consideration, in any form, to a District officer, employee, or agent for the purpose of securing favorable treatment with respect to the award of the contract. A Proposer shall immediately report any attempt by a District officer, employee, or agent to solicit such improper consideration. The report shall be made to the District’s General Manager and/or the District’s General Counsel. Failure to report such a solicitation may result in the Proposer’s submittal being eliminated from consideration. Among other items, such improper consideration may take the form of a campaign contribution, cash, discounts, services, the provision of travel or entertainment, or tangible gifts. [THIS SECTION OF THE PAGE INTENTIONALLY LEFT BLANK] Page 84 of 166 RFP No. 209 General Counsel Services Page 13 of 33 ______________________________________________________________________ EXHIBIT “A” ACKNOWLEDGMENT FORM RFP No. 209 for General Counsel Services PART A The proposing Firm warrants the following: 1. That it will not delegate or subcontract its responsibilities under contract without the express, prior written permission from Central Basin Municipal Water District. 2. That all information provided in connection with this Proposal is true and correct. 3. That it will acknowledge and agree with all terms and conditions stated in this Request for Proposal. Firm Name (Respondent to RFP): Address: City: State: Zip: Contact Name: Title: Telephone No: Fax No: _________ Email: ______ Signature PART B The above listed Firm is responding to a Request for Proposals for a qualified and experienced Firm to provide special legal counsel. THIS COMPLETED FORM MUST BE RETURNED TO CENTRAL BASIN MUNICIPAL WATER DISTRICT BY THE RESPONDENT WITH THEIR PROPOSAL. RETURN PRIOR TO 2:00 P.M. NOVEMBER 1, 2023 Page 85 of 166 RFP No. 209 General Counsel Services Page 14 of 33 ______________________________________________________________________ EXHIBIT “B” CONFLICT OF INTEREST FORM RFP No. 209 for General Counsel Services Central Basin Municipal Water District’s (Central Basin) Code of Conduct prohibits its Directors and staff from making decision in which he/she has certain financial or personal relationships with a contracting party. The questions that follow are intended to alert Central Basin to potential code of conduct conflicts. If conflicts of only a remote interest exist, a contract may nonetheless be awarded as disclosure allows Central Basin to choose processes for negotiation, award, and administration of contracts to avoid such conflicts. However, Central Basin reserves the right to review and make a final determination regarding whether any actual or potential conflicts would violate Central Basin’s policies or California law and thus preclude a contracting party’s participation in this award. All contracting parties and proposed sub-consultants must respond to each of the following questions. For responses answered "yes" Central Basin may require additional information to evaluate potential conflicts prior to award. Failure to fully disclose conflicts will result in rejection of the proposal or immediate termination of any contract awarded therefrom. 1. To the best of your knowledge, do any current Central Basin Board members or employees have any of the following financial relationships with your Firm or with proposed sub-consultants? Owner [Yes] [No] Member [Yes] [No] Partner [Yes] [No] Officer [Yes] [No] Employee [Yes] [No] Contractor; Consultant [Yes] [No] Broker [Yes] [No] Major Stockholder: [Yes] [No] (Major stockholder means ownership of 3% or more of firm stock.) If "Yes" to any of the above, did this Board member or employee participate in formulating your submittal? [Yes] [No] 2. Are you or, to the best of your knowledge, are any officers or key employees of your Firm or proposed sub-consultants an immediate family member of any current Central Basin Board member or employee? [Yes] [No] 3. To the best of your knowledge, is a Central Basin employee or Board member seeking or being considered for employment by your Firm or by proposed sub- consultants? Page 86 of 166 RFP No. 209 General Counsel Services Page 15 of 33 ______________________________________________________________________ [Yes] [No] 4. To the best of your knowledge, have you or any officers or key employees of your Firm or any proposed sub-consultants provided contributions directly or indirectly to a Board member while this potential new contract is pending before the District? [Yes] [No] 5. To the best of your knowledge, have you or any officers or key employees of your Firm or any proposed sub-consultants ever served on Central Basin’s Board? [Yes] [No] 6. Have any of your current employees been employed by the District in the past 5 years? [Yes] [No] 7. Have you or any of your current employee been in direct or indirect communications with any of the District’s Board of Directors during the procurement process of this RFP? [Yes] [No] If Yes, then please indicate the date and the Director’s name ________________________________________________________________ 8. Have you made any contribution(s) in the last three (3) months to any member of the District’s Board of Directors? [Yes] [No] If Yes, then please indicate to whom and how much contribution was made? _______________________________________________________________ 9. On a separate sheet, identify and disclose any business relationship(s), direct or indirect, past, present, or pending, with any of the 22 cities served by the District, any public or private water purveyor/pumper, or any entity including any individuals associated with, i.e., council member or stockholder, in the Central Basin service area or any entity in past of present litigation against Central Basin Municipal Water District. Page 87 of 166 RFP No. 209 General Counsel Services Page 16 of 33 ______________________________________________________________________ I declare under penalty of perjury of the laws of the State of California that the foregoing is true and correct. __________________________________ ________________________________ Name (type or print) Signature __________________________________ ________________________________ Title Date ___________________________________ Firm Name THIS COMPLETED FORM MUST BE RETURNED TO CENTRAL BASIN MUNICIPAL WATER DISTRICT BY THE RESPONDENT WITH ITS PROPOSAL. RETURN PRIOR TO 2:00 P.M. NOVEMBER 1, 2023 Page 88 of 166 RFP No. 209 General Counsel Services Page 17 of 33 ______________________________________________________________________ EXHIBIT “C” SCOPE OF WORK The Board of Directors of the Central Basin Municipal Water District (hereinafter referred to as “Central Basin” or “District”) shall engage a law firm by contract to serve as primary agent responsible for the provision of general counsel services. Such duties will be divided into two categories, 1) duties listed under an annual retainer, with an annual maximum cost authorized for the duties and expectations as outlined below; and 2) a list of duties deemed as “Special Matters” with a guaranteed hourly rate schedule for the duration of contract term. Legal Services will be provided in accordance to the District’s Counsel Policy, Section 3- 3, and the Procurement Policy for Legal Services and Related Costs, Section 5-4 (See Exhibit “F”). ANNUAL RETAINER GENERAL EXPECTATIONS Duties that will be part of an annual retainer should include the following: 1. The review of agendas and related consultation with District staff and members of the Board of Directors regarding the proper placement and/or description of business items on agendas; 2. Attendance to meetings of the District and their duly appointed committees, for which attendance is requested by the General Manager/Board President, unless excused by the General Manager/Board President; 3. Except as otherwise listed under “Special Counsel”, preparation and approval as to legal form all resolutions, ordinances, contracts, agreements, and any other legal documents or matters which are referred for advice, review, or handling during the terms of this Agreement; 4. Preparation of all legal advice on behalf of the District to Board members, General Manager, and other designated departmental heads or personnel as directed by the General Manager; 5. Collaborate and coordinate with Finance Department’s Contracts Management group for the efficiency of creating, editing, revising and managing the District’s Contracts/MOUs/Engagement Letters/Request for Proposal (RFP) etc. Specify the process and turnaround time for urgent contracts/procurement related questions, a new contract and urgent Request for Proposal (RFP) to be reviewed. Identify if the Firm has risk management department. 6. Review and evaluation of the need as well as the engagement, coordination, and supervision of activities of any special counsel retained by Central Basin as requested an in accordance with District Special Counsel policy (Section 5-4.105). This will include financial management, including cost containment strategies; and Page 89 of 166 RFP No. 209 General Counsel Services Page 18 of 33 ______________________________________________________________________ administration of contracts that District may execute with special legal counsel. Such administration shall include oversight services such as review of attorney invoices, coordination of special legal counsel's activities, and direction to special legal counsel with regard to strategies and communication; 7. Providing conflict of interest assistance to the Board of Directors and General Manager on behalf of the District, and assist Board members and staff in seeking advice from the Fair Political Practices Commission; 8. Time spent reviewing, analyzing, redacting and/or developing a written response to any single California Public Records Act request (Gov. Code section 6250 et seq.); 9. Providing advice as it pertains to the general powers and duties assigned to the District and ensuring its operational compliance with all applicable federal, state, and local legislation, statutes, codes, and procedures. This includes, monitoring and applicability of pending state and federal legislation and regulations, and new case law, as appropriate; including and not limited to: a. Ralph M. Brown Act; b. Public Records Act; c. Political Reform Act; d. General Municipal Law; and e. California Water Code. 10. Providing advice as it pertains to Central Basin Municipal Water District activities as a Member of the Metropolitan Water District of Southern California. [THIS SECTION OF THE PAGE INTENTIONALLY LEFT BLANK] Page 90 of 166 RFP No. 209 General Counsel Services Page 19 of 33 ______________________________________________________________________ EXHIBIT “D” FALSE CLAIMS/FALSE CLAIMS ACT CERTIFICATION RFP No. 209 for Services as General Counsel Proposer shall provide either the certification requested below or the information requested on the next page. Failure to certify or provide the requested information may result in a determination that the Proposer is non-responsive and the District may reject the proposal on this basis. Failure to fully and accurately provide the requested certification or information may result in a determination that the Proposer is not responsible and the District may reject the proposal on this basis as well. “False Claims Act”, as used herein, is defined as either or both the Federal False Claims Act, 31 U.S.C. section 3729 et seq., and the California False Claims Act, Government Code section 12650 et seq. FALSE CLAIMS ACT CERTIFICATION If the Proposer has no False Claims Act violations as described above, complete the following: I, , am the (Print name of person responsible for submitting proposal) (Title with proposing entity) of___________________________________________________________ (hereinafter, “Proposer”). (Print Name of Proposing Entity) In submitting a proposal to the District, I hereby certify that neither Proposer nor any person who is an officer of, in a managing position with, or has an ownership interest in Proposer has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act as defined above. I declare under penalty of perjury that the foregoing is true and correct. Executed this day of at (month and year) (city and state) by Signature of Person Responsible for Submitting Proposal on behalf of Proposer) [THIS SECTION OF THE PAGE INTENTIONALLY LEFT BLANK] Page 91 of 166 RFP No. 209 General Counsel Services Page 20 of 33 ______________________________________________________________________ FALSE CLAIMS ACT VIOLATIONS INFORMATION (1) Date of Determination of Violation: (2) Identity of tribunal or court and case name or number, if any: (3) Government Contract or project involved: (4) Government agency involved: (5) Amount of fine imposed: (6) Exculpatory Information: DECLARATION I, , am the (Print name of person responsible for submitting proposal) (Title with proposing entity) of (hereinafter, “Proposer”) declare (Print Name of Proposing Entity) under penalty of perjury that the above information is true and correct. Executed this day of at (month and year) (city and state) by (Signature of Person Responsible for Submitting Proposal on behalf of Proposer) THIS COMPLETED FORM MUST BE RETURNED TO CENTRAL BASIN MUNICIPAL WATER DISTRICT BY THE RESPONDENT WITH THEIR PROPOSAL. RETURN PRIOR TO 2:00 P.M. NOVEMBER 1, 2023 Page 92 of 166 RFP No. 209 General Counsel Services Page 21 of 33 ______________________________________________________________________ EXHIBIT “E” CIVIL LITIGATION CERTIFICATION RFP No. 209 for Services as General Counsel The Firm shall provide either the certification requested below or information requested on the next page. Failure to provide such certification or information may result in a determination that the Firm is nonresponsive. Failure to fully and accurately provide the requested certification or information may result in a determination that the Firm is not responsible. For the five (5) years preceding the date of submittal of this Proposal, identify any civil litigation arising out of the performance of a procurement contract within the State of California in which any of the following was a named plaintiff or defendant in a lawsuit brought by or against the entity soliciting Proposals: the Firm submitting the instant Proposal, including any person who is an officer of, or in a managing position with, or has an ownership interest in the entity submitting the Proposal. Do not include litigation which is limited solely to enforcement of mechanics' liens or stop notices. Provide on the following page labeled “Civil Litigation History Information:” (i) the name and court case identification number of each case, (ii) the jurisdiction in which it was filed, and (iii) the outcome of the litigation, e.g., whether the case is pending, a judgment was entered, a settlement was reached, or the case was dismissed. CIVIL LITIGATION CERTIFICATION If the Firm has no civil litigation history to report as described above, complete the following: I, , am the (Print name of person responsible for submitting Proposal) (Title with Proposing Entity) of (hereinafter, “Proposer”). (Print Name of Proposing Entity) In submitting a Proposal to the District for Legal Services, I, hereby certify that neither the Firm nor any person who is an officer of, in a managing position with, or has an ownership interest in the Firm has been involved in civil litigation as described, above. I declare under penalty of perjury that the foregoing is true and correct. Executed this day of at (month and year) (city and state) by (Signature of Person Responsible for Submitting Proposal on behalf of Firm) [THIS SECTION OF THE PAGE INTENTIONALLY LEFT BLANK] ] Page 93 of 166 RFP No. 209 General Counsel Services Page 22 of 33 ______________________________________________________________________ CIVIL LITIGATION HISTORY INFORMATION (1) Name of Case: Court case identification number: (2) Jurisdiction in which case was filed: (3) Outcome of the case: (1) Name of Case: Court case identification number: (2) Jurisdiction in which case was filed: (3) Outcome of the case: THIS COMPLETED FORM MUST BE RETURNED TO CENTRAL BASIN MUNICIPAL WATER DISTRICT BY THE RESPONDENT WITH THEIR PROPOSAL. RETURN PRIOR TO 2:00 P.M. NOVEMBER 1, 2023 Page 94 of 166 RFP No. 209 General Counsel Services Page 23 of 33 ______________________________________________________________________ EXHIBIT “F” DISTRICT COUNSEL POLICY AND POLICY FOR PROCUREMENT FOR LEGAL SERVICES AND RELATED COSTS Part 3, Chapter 3 District Counsel Article 1 – Position Authorized 1.1 Position Authorized The Board shall engage an attorney and/or law firm by resolution or contract to serve as General Counsel to advise and counsel the District on legal matters. The resolution of appointment of the General Counsel shall include a fee schedule on either a retainer or billable hour basis for transactional or litigation work. General Counsel shall: (a) Submit advice or opinion to the Board or General Manager when requested by the Board or General Manager. (b) Review and comment on matters in written or oral form. (c) Review notices, agendas, resolutions, ordinances, agreements, contracts and supporting materials in advance of meetings as directed by the General Manager or Board. (d) Attend meetings of the Board unless excused by the President of the Board. (e) Attend committee meetings on request of the General Manager or Committee Chair. (f) Attend other business meetings as requested by the General Manager. (g) Attend to any other legal matter as authorized by the Board or as directed by the General Manager in an emergency before a regular Board meeting. When authorized by the Board, the General Counsel shall represent the District and its officers in their official capacity in all actions at law or in equity, and special proceedings, for or against said District, or in which it may be legally interested, or for or against said Board or any officer of said District, in his official capacity. If such a matter requires a response before a regular Board meeting, the General Counsel shall protect the interests of the District before further Board action. General Counsel shall submit a written report to the Board on such matters. The report shall describe the matter, evaluate the District’s position, and offer an action plan and preliminary budget. Page 95 of 166 RFP No. 209 General Counsel Services Page 24 of 33 ______________________________________________________________________ Part 5 - Chapter 4 Procurement Policy for Legal Services and Related Costs Article 1 - Guidelines 1.1 Applicability This section applies to procurement of legal services and related costs. 1.2 Definition of Terms The following terms shall apply to this policy in addition to those set forth in Part 5, Chapter 1, Article 1, Section 1.3: A. General Counsel - Engaged attorney or law firm who provides advice or counsel on legal matters to the District as outlined in Part 3, Chapter 3, Article 1, Section 1.1. B. Special Counsel - Any engaged attorney or law firm other than General Counsel who provides advice or counsel to the District. C. Legal Ancillary Services - Any service deemed necessary by the General Manager, General Counsel, or Special Counsel in support of the District for a legal matter. Such services include but are not limited to: expert witnesses, investigatory services, evidence processing, document duplication, etc. D. Legal Service Provider - Any agent outlined in part A, B, or C above. 1.3 Legal Services A. Procurement All Legal Service Providers must enter into a professional services agreement with the District as authorized below: (a) Services up to $5,000: 1. Requires single price quote or proposal, inclusive of service and price. 2. Requires justification memo approved by the Finance Director and General Manager. 3. Requires a professional services agreement or engagement letter executed by the General Manager. Page 96 of 166 RFP No. 209 General Counsel Services Page 25 of 33 ______________________________________________________________________ (b) Services of $5,000 up to $25,000: 1. Requires informal solicitation with at least three competitive proposals, inclusive of services and price. 2. Requires justification memo approved by the Finance Director and General Manager. 3. Requires a professional services agreement executed by General Manager and General Counsel. (c) Services of $25,000 or more: 1. Requires formal solicitation process and Board approval prior to execution of contract by General Manager and approval as to form by General Counsel. B. Minimum Contractual Provisions All contracts with Legal Services Providers must contain a provision that limits maximum amounts eligible to be charged to the District. Additionally, all such contracts shall include anticipated hourly billable rates and a maximum hourly billable rate. C. Reporting The Finance Director shall track all legal expenses by subject matter or legal case as directed by the Board. D. Invoice Approval and Payment The General Manager and/or Finance Director has authority to approve invoices and related payments for all costs to Legal Service Providers. 1.4 General Counsel A. Qualifications The Board will engage only an attorney authorized to practice law by the State of California. If General Counsel at any time is disbarred by the State Bar of California or is otherwise unable to practice law they shall immediately notify the District and must cease acting as legal counsel. Resuming as General Counsel shall only be permitted by approval by the Board after confirmation of the ability to resume the practice of law is given to the District. General Counsel shall meet a list of necessary minimum qualifications as approved by the Board in order to be engaged by the District. B. Role General Counsel shall serve as the primary agent responsible for the provision of legal counsel and for assisting in determining the need as well as engagement and coordination of Special Counsel. Page 97 of 166 RFP No. 209 General Counsel Services Page 26 of 33 ______________________________________________________________________ C. Scope of Duties A list of specified routine duties and expectations shall be included in a Board approved contract for any lawyer engaged as General Counsel. This list will serve as the basis for amounts eligible to be charged against an annual maximum or retainer as approved in the contract. D. Term Extension General Counsel shall not be retained for a period of more than three years without a review performed by the Board as to whether it is still in the best interest for the District to retain them or select another lawyer or firm. After the review is conducted, the Board may approve to retain General Counsel for another period up to three years until such time when an additional review is necessary. These term periods may continue indefinitely at the discretion of the Board. 1.5 Special Counsel A. Qualifications The Board will engage only an attorney authorized to practice law by the State of California. If Special Counsel at any time is disbarred by the State Bar of California or is otherwise unable to practice law they shall immediately notify the District and must cease acting as legal counsel. Resuming as Special Counsel shall only be permitted by approval by the Board after confirmation of the ability to resume the practice of law is given to the District. Engagement of Special Counsel should only be made in occurrences where special legal expertise is needed or due to limitations of work capacity of General Counsel and shall be made after a recommendation is given in writing by General Counsel. B. Role Special Counsel shall serve as supplemental legal counsel to meet legal needs requiring specialty expertise or to assist General Counsel in meeting assigned work demands. C. Scope of Duties Duties will be assigned to Special Counsel in writing as needed. D. Contract Term Extension Contract term extension for Special Counsel shall be done under General Manager’s Authority through a written justification memo by the General Manager or Finance Page 98 of 166 RFP No. 209 General Counsel Services Page 27 of 33 ______________________________________________________________________ Director or Designee prior to 45 calendar days of contract expiration. This provision only applies to time extension and no other terms and conditions of the Contract shall be changed. 1.6 Legal Ancillary Services A. Qualifications The General Manager or General Counsel or Special Counsel, with approval of the General Manager, may procure Legal Ancillary Services when necessary to support the District in such legal matters as specified in Part 5, Chapter 4, Article 1, Section 1.2(c). B. Contract Term Extension Contract term extension for Legal Ancillary Services shall be done under General Manager’s Authority through a written justification memo by the General Manager or Finance Director or Designee prior to 45 calendar days of contract expiration. This provision only applies to time extension and no other terms and conditions of the Contract shall be changed. Page 99 of 166 RFP No. 209 General Counsel Services Page 28 of 33 ______________________________________________________________________ EXHIBIT “G” SAMPLE CONTRACT RETENTION AGREEMENT NO: Between CENTRAL BASIN MUNICIPAL WATER DISTRICT And __________________________ For GENERAL COUNSEL SERVICES THIS RETENTION AGREEMENT (“Agreement”) is entered into this ___ day of __________, _________ (hereinafter, the “Effective Date”), by and between the Central Basin Municipal Water DISTRICT, a municipal water DISTRICT organized under the Municipal Water DISTRICT Law of 1911 (Water Code Section 71000 et seq.) (“DISTRICT”) and ____________________ (hereinafter, “FIRM”). (The terms “you” and “yours” as used in this letter shall refer to the DISTRICT). The term “Party” and “Parties” shall refer to either DISTRICT or FIRM int RECITALS THIS AGREEMENT is made and entered into with respect to the following facts: WHEREAS, the DISTRICT may make contracts to do all acts necessary for the full exercise of its powers pursuant to Water Code Section 71592; and WHEREAS, DISTRICT requires the performance of General Counsel Services that was requested as per the terms of conditions of RFP No.___________; and WHEREAS, the execution of this Agreement was approved by the DISTRICT’s Board of Directors (“Board”) in accordance with the DISTRICT’s procurement procedures through a written Board__________________; and WHEREAS, FIRM further represents that it is willing to accept responsibility for performing such services in accordance with the terms and conditions set forth in this Agreement: 1. DISTRICT appointed _________________ (“FIRM”) and specifically ________________, to serve as General Counsel to the DISTRICT. FIRM shall be providing services including but not limited to attending meetings; reviewing of contracts and other documents; performing legal research and analysis on matters referred by DISTRICT attend meetings of the Board of Directors, it’s Committees, and other meetings as requested, and all General Counsel services to be provided under this agreement shall be performed by ___________________ or under his direction and control unless otherwise agreed with DISTRICT. 2. Central Basin Municipal Water District is the exclusive DISTRICT for purposes of this agreement, and that FIRM shall not represent any of DISTRICT’s affiliated agencies, officers, directors, staff members, or consultants. There shall be no attorney‐DISTRICT relationship between FIRM and any such related person or entity. The attorney‐DISTRICT relationship and privilege is solely between DISTRICT and FIRM. Any proposed expansion of the representation to include any related person or entity shall be subject to, and contingent upon the express consent of the Board of Directors, and execution of a separate engagement letter directly with those persons or entities. 3. For the duration of FIRM’s provision of legal services to DISTRICT under this Agreement, ________________ and FIRM agree that no monetary or in‐kind political contribution shall be made to any member of the Board of Directors, or any candidate for Director of Central Basin Municipal Water District, or any candidate’s committee, or independent committee to elect a Director of the Central Basin Municipal Water District, by any principal, partner, associate, attorney, staff member, employee or agent of FIRM, or any intermediary acting Page 100 of 166 RFP No. 209 General Counsel Services Page 29 of 33 ______________________________________________________________________ at the direction any of such person. ________________ and FIRM shall take reasonable measures to ensure compliance with this provision. 4. This Agreement shall have an initial term of _________ (___) years commencing from _____________________ and terminating ____________ (hereinafter, the “Initial Term”). 5. On matters covered by this Agreement, FIRM shall provide such legal services as DISTRICT determine are reasonably required to represent DISTRICT; to take reasonable steps to keep DISTRICT informed of facts and developments concerning the subject matter of this Agreement as they come to FIRM attention; and to respond to DISTRICT’s reasonable inquiries. 6. FIRM’s fees for services pursuant to this agreement will be calculated and billed based upon hourly rates established for each attorney, paralegal and clerk rendering services on DISTRICT matters. Statements for services shall include a description of the services performed, the date they were performed, the time devoted to the matters and the specific hourly rate as set forth on Attachment A hereto of the attorney, paralegal or clerk that performed the services. 7. The hourly rates for legal services are set forth on Attachment A hereto and will generally be recorded and billed in one tenth hour increments. The rates set forth in Attachment A shall apply to all services performed during the Initial Term of this agreement. 8. DISTRICT and FIRM agree, that general counsel services under this agreement shall not exceed __________hours per month, without the express written consent of the General Manager. 9. Prior to undertaking services which will exceed the 70 hour per month allocation, FIRM shall notify General Manager and Finance Director, and obtain written approval for such services. Any approved additional hours of services provided which exceed the monthly allocation of 70 hours shall be paid to FIRM at the hourly rates indicated on the schedule/explanation of fees schedule. 10. FIRM’s hourly rates shall apply to all time spent on DISTRICT’s behalf, including but not limited to court appearances; motion practice; preparing, analyzing, reviewing and revising correspondence and documents; factual and legal research; consultation and advice; conducting negotiations; engaging in depositions and other discovery; conferences; preparing for and conducting trials and appeals; travel time; conferring with other attorneys in our Company, or with witnesses or attorneys also involved in the matter; and such other services of a professional nature as this engagement may require. 11. FIRM will ordinarily incur various costs and expenses or will provide certain in‐house services while performing legal services. DISTRICT agree to pay for these items in addition to the fees for legal services. The costs and expenses and in‐house services may include, but will not necessarily be limited to, filing fees fixed by law or assessed by courts or other agencies; court reporters’ fees; witness fees; experts’ fees; consultants’ fees; process server fees; investigation expenses; out of town travel expenses; long distance telephone charges; messenger and private courier delivery charges; photocopying and other reproduction services; computerized research charges; and similar items. 12. (a) It may become necessary to hire persons or entities outside FIRM, including but not limited to consultants, experts, investigators, co‐counsel, or other professionals. FIRM will select any consultants or investigators to be hired after notice to and consultation with DISTRICT and subject to DISTRICT’s written approval prior to entering into an agreement with such outside consultants or other vendors. (b) FIRM shall pay directly any of the costs incurred such as those set forth in for outside consultants or other vendors. DISTRICT agree to reimburse FIRM promptly for any such consultant or vendor payment made on DISTRICT’s behalf. Page 101 of 166 RFP No. 209 General Counsel Services Page 30 of 33 ______________________________________________________________________ 13. Files for work prepared pursuant to this agreement will be DISTRICT’s property. FIRM shall release our files for work performed pursuant to this agreement to DISTRICT or to anyone else DISTRICT designate upon DISTRICT’s written request delivered to the attorney in charge of this matter. FIRM shall permanently retain minutes from closed sessions of the Board of Directors. Minutes prepared in accordance with Administrative Code, Part 2, Chapter 1, Article 4, Section 4.6 and shall be filed and retained in FIRM’s office. Should there be a change in the District’s General Counsel representation at any time, FIRM shall turn over all closed session minutes, as described herein, to the new General Counsel within 30 days of transition in electronic format. The transition of all closed session minutes from FIRM to the new General Counsel shall be overseen by the General Manager. All other records and District legal files held by FIRM shall be filed and retained in FIRM office. Should there be a change in the District’s General Counsel representation at any time, FIRM shall turn over all District legal files, including all records described herein, in our possession to the new General Counsel within 30 days of transition, in electronic format if available, or otherwise in the format originally received. The transition of all District records from FIRM to the new General Counsel shall be overseen by the General Manager.” 14. DISTRICT agree to keep FIRM informed of any change in your address, telephone numbers, or electronic mail address so that FIRM may effectively communicate with DISTRICT. FIRM also shall advise DISTRICT promptly of any change in the FIRM’s business address, electronic mail address or telephone or facsimile numbers. FIRM agree that FIRM may communicate with DISTRICT via electronic mail or wireless telephone even though these media may be less secure than alternative means of communication. 15. FIRM shall send DISTRICT monthly statements for fees and costs incurred. Payment is due 30 days from the date of the invoice is received. DISTRICT appoints General Manager as its designee to receive billing statements and other information with respect to this Agreement and to give FIRM instructions as to how FIRM can provide service to the DISTRICT under this Agreement. DISTRICT shall read the FIRM statements carefully and promptly notify the Firm of any error. 16. DISTRICT may discharge FIRM as DISTRICT’s attorneys at any time. FIRM may withdraw as DISTRICT attorneys with or without your consent, as long as permitted by law with a written 30 days’ notice stating the effective date of termination. Some of the reasons that may cause us to withdraw include but are not limited to the following: a. DISTRICT breach of this agreement; b. DISTRICT failure to pay FIRM’s bills on time; If DISTRICT discharge FIRM, or if FIRM elect to withdraw, DISTRICT agree to secure forthwith other counsel of DISTRICT own selection to represent DISTRICT and, if FIRM are DISTRICT’s attorneys of record in any litigation, to cooperate fully in substituting such new counsel as DISTRICT’s attorneys of record in the litigation. 17. Nothing in this agreement and nothing in FIRM’s statements to DISTRICT should be construed as a guarantee or promise about the outcome of DISTRICT matter or any phase thereof. Comments about the course or outcome of DISTRICT matter or any phase thereof which FIRM may make from time to time are expressions of opinion only. 18. Any dispute as to the DISTRICT’s failure to pay fees for professional services and/or expenses shall, subject to the provisions of Business and Professions Code sections 6200 et seq., be resolved in the appropriate Superior Court of the State of California. The party prevailing in an action regarding a dispute as to the DISTRICT’s failure to pay fees for professional services and/or expenses shall be entitled to recover from the other party the prevailing party’s actual attorneys’ fees and costs incurred, including expert witness fees, witness fees, and associated expenses, whether or not the action proceeds to judgment. For the purposes of enforcing this Page 102 of 166 RFP No. 209 General Counsel Services Page 31 of 33 ______________________________________________________________________ agreement, and as otherwise required by law, DISTRICT agree that this agreement may be disclosed to a court or arbitrator. 19. This agreement is made under and shall be construed in accordance with the substantive laws of the State of California without reference to its choice of law rules. 20. FIRM shall carry professional liability insurance which would cover the services FIRM will be providing to DISTRICT under the terms of this agreement. That insurance is subject to a significant self‐insured retention. In addition, FIRM shall provide DISTRICT with proof of insurance coverage for general liability, automobile, workers’ compensation and professional liability insurance, where such insurance coverage can be reasonably shown to be relevant to the services to be provided pursuant to this Agreement as equivalent to the DISTRICT’s insurance requirements state as follow: A. Commercial General Liability Insurance: Commercial General Liability Insurance (“CGL Coverage”) as broad as Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001 or equivalent). Such CGL Coverage shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence for bodily injury, personal injury, property damage, operations, products and completed operations, and contractual liability and Two Million Dollars ($2,000,000.00) in the aggregate. B. Automobile Liability Insurance: Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability Insurance shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per accident for bodily injury and property damage. C. Workers’ Compensation Insurance/ Employer’s Liability Insurance: FIRM shall procure and maintain Workers’ Compensation Insurance affording coverage at least as broad as that required by the State of California with Employer’s Liability Insurance with minimum limits of no less than One Million Dollars ($1,000,000.00) per accident for bodily injury or disease. The Workers’ Compensation insurer shall also agree to waive all rights of subrogation against DISTRICT, DISTRICT’s governing board of directors and DISTRICT’s elected and appointed officials, officers, employees, agents and volunteers for losses paid under the terms of the insurance policy. D. Professional Liability Insurance: For the full term of this Agreement, the FIRM shall procure and maintain Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession. Such coverage shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per claim. 21. All notices pertaining to this Agreement shall be in writing and addressed as follows: If to FIRM: If to DISTRICT FIRM, LLP ____________________ ____________________ Attention: ______________ Central Basin Municipal Water DISTRICT Attention: _______________ General Manager 22. DISTRICT agrees that its performance under this agreement and its payment of the fees and costs required hereunder shall be in Los Angeles, California. 23. This Agreement constitutes a single, integrated written contract expressing the entire agreement of the DISTRICT and our Firm. There is no other Agreement, written or oral, express or implied, between the Page 103 of 166 RFP No. 209 General Counsel Services Page 32 of 33 ______________________________________________________________________ parties with respect to the subject matter of this agreement. This Agreement may be modified only in a writing signed by all the parties. 24. Any prevention, delay, nonperformance or stoppage due to any of the following causes shall excuse nonperformance for a period equal to such obligations imposed by this Agreement. The causes referred to above are strikes, walkouts, labor disputes, failure of power, irresistible superhuman cause, acts of public enemies of the State or United States, riots, insurrections, civil commotion, inability to obtain labor or material or reasonable substitutes for either, governmental restrictions or regulations or controls (except those reasonably foreseeable in connection with the uses contemplated by this Agreement), casualties not contemplated by insurance provisions of this Agreement, or other causes beyond the reasonable control of the party obligated to perform. 25. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 26. This Agreement shall be executed in two (2) original counterparts each of which shall be of equal force and effect. One counterpart shall be delivered to FIRM and the other shall be retained by DISTRICT. No handwritten or typewritten amendment, modification or supplement to any one counterparts shall be valid or binding. [SIGNATURE ON THE FOLLOWING PAGE] IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the date first written above. APPROVED: DISTRICT Central Basin Municipal Water District By: __________________________________ Date _____________ General Manager APPROVED: FIRM _________________________ By: __________________________________ Date _____________ Title:_________________________________ Page 104 of 166 RFP No. 209 General Counsel Services Page 33 of 33 ______________________________________________________________________ ATTACHMENT A SCHEDULE/EXPLANATION OF FEES [THIS SECTION OF THE PAGE INTENTIONALLY LEFT BLANK] Page 105 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES Issued November 21, 2023December 12, 2023 Response Due by 6:00 p.m., on Tuesday, February 6January 16, 2024 Page 106 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES November 21, 2023December 12, 2023 1 TABLE OF CONTENTS I. PURPOSE 2 II. BACKGROUND 2 III. SCOPE OF SERVICES 3 A. General Services 33 B. Board Services 33 C. Staff Services 44 D. Specialized Services 44 IV. QUALIFICATIONS 54 A. Required Qualifications 54 V. SUBMITTAL REQUIREMENTS AND RESPONSE FORMAT 5 A. Cover Letter 66 B. Qualifications 66 C. Approach to Legal Services 77 D. Firm 87 E. Experience 87 F. Local Experience 88 G. Location 88 H. Conflict of Interest / Ethics 88 I. References 88 J. Resumes 98 K. Fee Schedule 98 VI. REVIEW AND SELECTION PROCESS 9 A. Process 99 B. Schedule 109 C. Evaluation Criteria 109 VII. GENERAL TERMS AND CONDITIONS 1110 A. Limitation 1110 B. Information Disclosure to Third Parties 1110 C. District Rights and Options 1110 VIII. RESOURCES 11 Page 107 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES November 21, 2023December 12, 2023 2 I. PURPOSE The Yorba Linda Water District invites qualified law firms and individuals with a minimum of both ten (10) years of California water law and local government law experience to submit a proposal for General Legal Counsel Services. The proposed award of a contract for General Legal Counsel Services is for a term of ten yearsfive (5) years with onetwo 5-year options for the District to extend the agreement. II. BACKGROUND The Yorba Linda Water District is an independent special district, which operates under the authority of Division 12 of the California Water Code. The District has provided water and/or sewer services to residents and businesses in the City of Yorba Linda, and portions of Placentia, Brea, Anaheim, and unincorporated Orange County since 1959, after taking over the assets and water service responsibilities of the Yorba Linda Water Company, a mutual water company formed in 1909. The District is governed by a five-member Board of Directors, elected at large from within the District’s service area. The General Manager administers the day-to-day operations of the District in accordance with policies and procedures established by the Board of Directors. The District employs a full-time staff of 81 employees. The District’s Board of Directors meets two times a month (on average) on the second and fourth Thursdays at 8:30 a.m. Meetings are publicly noticed and citizens are encouraged to attend virtually or in person. The District has two sources of water it utilizes to serve its customers: (1) groundwater from a non-adjudicated basin operated and managed by the Orange County Water District, and (2) imported water from the Metropolitan Water District of Southern California, that is purchased through the Municipal Water District of Orange County. Additionally, the District operates local sewers with the wastewater flowing to and being treated by the Orange County Sanitation District at its Fountain Valley treatment facility. The District’s service area has larger than average residential lots and the City of Yorba Linda’s median household income is approximately 34% greater than the overall median income for Orange County. The District’s service area borders Chino Hills State Park to the north and east and the Santa Ana River to the south, encompassing the City of Yorba Linda, and portions of the Cities of Placentia, Brea, Anaheim, and unincorporated Orange County. The complex system of pipes, valves, pressure control stations, pump stations, fire suppression hydrants/heli-hydrants, and reservoirs are strategically located throughout the service area to provide reliable, high quality drinking water to customers, provide firefighting resources, and transport wastewater to the Orange County Sanitation District. The District provides water, sewer, or a combination of both services to residents and businesses within its service area, which includes approximately 14,475 acres of land, comprising 22.6 square miles. The District serves a population of approximately 83,000 and currently provides water service to approximately 25,500 residential, commercial, and light industrial connections. Residential customers make up approximately 93% of the District’s Page 108 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES November 21, 2023December 12, 2023 3 customer base and consume approximately 75% of the water provided annually by the District. The District also provides sewer collection service for approximately 24,600 customer connections. III. SCOPE OF SERVICES As General Counsel, the selected law firm or individual will provide a wide range of legal services to the District. General Counsel is selected by the Board of Directors and will work closely with the Board, and the District’s General Manager and staff. The anticipated scope of services will include, but are not limited to, the following: A. General Services  Oversee and manage the legal affairs of the District and ensure that the policies, programs, and activities of the District and its employees and agents are carried out in compliance with all applicable laws and that the legal interests of the District are otherwise protected to the fullest extent possible.  Provide legal advice and opinions as requested by the Board of Directors, General Manager, or staff.  Interpret laws, legislation, rulings, and regulations for the District.  Advise the Board of Directors and staff on issues related to water and wastewater law.  Represent and advise the Board of Directors as the governing body and all District Officers in all matters of law pertaining to their offices.  Represent the District in administrative and legal proceedings, providing litigation services as needed.  Represent and work with the Board of Directors and staff on negotiations and preparing related agreements.  Monitor current, new, and pending state and federal legislation, and case law as applicable to the District, and timely inform and provide direction to Board members, the General Manager, and staff regarding compliance issues and/or impacts to the District.  Provide prompt responses, have availability for telephone consultation and in person meetings, and render written opinions on given issues related to District business in a timely manner. B. Board Services  Attend all regular Board meetings and special Board meetings when called.  Advise the Board of Directors and staff on relevant laws and regulations including, but not limited to: the Ralph M. Brown Act, California Public Records Act; AB 1234 compliance requirements; parliamentary procedures for running meetings; and public official conflict of interest requirements under the Political Reform Act and Government Code Section 1090 et seq.; including, providing or arranging education and in-service seminars as mutually agreed to maintain and increase the knowledge of the Board of Directors and staff, to the fullest extent possible on these topics and water and wastewater issues.  Enforce all ordinances and regulations through administrative and judicial actions as Page 109 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES November 21, 2023December 12, 2023 4 required by law or as requested by the Board of Directors. C. Staff Services  Review and prepare board and committee agendas and reports as required.  Aid in responding to public records requests.  Prepare or review all ordinances, resolutions, agreements, contracts, deeds, declarations of restrictive covenants, leases, licenses, policies, rules and regulations, terms and conditions, and all other legal documents as requested by the General Manager or staff.  Draft memoranda, with proposed language, to address issues raised during negotiations.  Advise on individual labor and employment matters (to include personnel and pension/benefit issues) or work with special counsel as needed. D. Specialized Services  Advise on general issues of water rights, groundwater pumping, and related issues.  Provide support while working with federal and state government oversight agencies and maintaining compliance with environmental law (e.g., as applicable, California Department of Water Resources (DWR), California Division of Drinking Water (DDW), State and Regional Water Resources Control Boards, California Environmental Quality Act (CEQA), Federal National Environmental Policy Act (NEPA), U.S. Environmental Protection Agency, U.S. Army Corps of Engineers (USACE), U.S. Fish and Wildlife Service (USFWS), National Oceanic and Atmospheric Administration (NOAA), etc.).  Provide legal support while working with other individuals, local governmental agencies, or private entities that the district interacts with as part of providing water and wastewater services (e.g. Orange County Water District (OCWD), including those persons or entities engaged in activities related to the non-adjudicated water basin, Orange County Sanitation District (OCSan), Metropolitan Water District of Southern California (MWDSC), Municipal Water District of Orange County (MWDOC), cities of Yorba Linda, Placentia, Anaheim, and Brea, County of Orange, and Golden State Water Company. E. Value Added Services The Board invites applicants to discuss additional value added services, whether handled in-house or with the use of outside consultants (as identified in Section V.D., below), in the following areas or any other area that the applicant feels is warranted:  State/Federal advocacy  Trainings for Board and Staff  Drafting/Analysis of Legislation/Regulations  Grants/Grant writing/state and/or federal funding processes and opportunities  Value added resources, if any  Other Page 110 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES November 21, 2023December 12, 2023 5 IV. QUALIFICATIONS A. Required Qualifications 1. The General Counsel shall be licensed to practice in California. All attorneys in the firm who will provide services must be members in good standing of the State Bar of California. 2. The General Counsel shall be able to perform the services set forth above and have knowledge of and experience with, California special districts, water law and codes, or other public-sector experience. The relevant laws and regulations include, but are not limited to: 2.  California Government Code and California Water Code  Ralph M. Brown Act  California Public Contract Code and Labor Code  California Public Records Act  Political Reform Act  California Conflict of Interest Codes and Laws  Americans with Disabilities Act  Joint Powers Act  Proposition 218  Environmental law, including California Environmental Quality Act (CEQA); Federal National Environmental Policy Act (NEPA); California and Federal Endangered Species Acts (CESA and ESA); Federal Clean Water Act (CWA); California Porter-Cologne Water Quality Act; and Sustainable Groundwater Management Act (SGMA).  Real estate law, as it relates to purchase and sale agreements, easements, rights- of-way, encroachment permits, and other related agreements and negotiations generally associated with water and wastewater operations. V. SUBMITTAL REQUIREMENTS AND RESPONSE FORMAT The District requires the applicant to submit a well-organized, concise proposal clearly addressing all the requirements outlined in this Request for Proposals (RFP). Responses should demonstrate the firm’s qualifications and experience (particularly those of the individual who is proposed to act as General Counsel, and those who will provide support services) related to the required professional services and legal support. To be considered responsive, the proposal must provide specific answers to all requests for information (see A-K below). Emphasis should be on completeness and clarity of content with sufficient detail to allow for accurate and comparative evaluation. For the sake of efficient review, please restrict the proposal to a total not-to-exceed limit of 20 sized 8½” by 11” single-sided pages, including preprinted material. The minimum font size Page 111 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES November 21, 2023December 12, 2023 6 for the proposal is 11-point. The 20-page limit does not include the cover letter, dividers, resumes, appendices, front cover, or back cover included in the proposal. Please limit resumes to two (2) pages per individual. To be considered, please submit a proposal, as well as all other required documentation by 63:00 p.m., on Tuesday, February 6Monday, January 15, 2024. For electronic submittal, please contact Annie Alexander, Board Secretary, via email at aalexander@ylwd.com to obtain access to a secure FTP site. Delivery of physical submittals are to be addressed as follows: YLWD Board of Directors c/o Annie Alexander, Board Secretary Yorba Linda Water District 1717 E Miraloma Ave Placentia CA 92870 Proposals will not be accepted after the date and time designated above. It is the sole responsibility of the respondent to see that their proposal is delivered and received by the deadline. Any proposal received at the designated location after the required time and date specified for receipt shall be considered late and non-responsive. Any late submissions will not be evaluated for award. If you have any questions regarding this RFP prior to providing a proposal, please submit such in writing via email to the contact listed above before 6:00 p.m. on Tuesday, January 9December 19, 20234. All inquiries and responses will be provided to all parties who are sent or request a copy of this RFP. Do not otherwise contact District officials or employees regarding the RFP process during the pendency of the process. At a minimum, the Proposal shall include: A. Cover Letter This letter shall be a brief formal letter from the Law Firm that provides information regarding the Firm and its ability to perform the requirements of this RFP. This letter must include the following information:  Complete legal (company) name (as it should appear in a contract).  Company address.  Contact person, telephone number, and email address.  Identify all materials and enclosures being forwarded in response to this solicitation.  The letter must be signed by an individual authorized to bind the proposing Firm. B. Qualifications Describe the nature of your law firm’s practice and your qualifications for providing general legal services for the District. Page 112 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES November 21, 2023December 12, 2023 7 Provide the overall capabilities, qualifications, training, and areas of expertise for each of the principals, partners, and associates of the law firm, including the length of employment for each person and their area of specialization for those who are being proposed to provide services to the District, particularly the individual who is proposed to be General Counsel. It is expected that the person appointed General Counsel will be the primary point of contact and will devote the time necessary to attend Board Meetings and oversee all of the significant legal services provided to the District. Additionally, provide a specific organizational chart identifying key project personnel by name, title, work office location, California Bar Membership, or other qualifications for each employee and the areas of expertise for which each team member will be responsible. C. Approach to Legal Services A clear description of the Firm’s approach and methodology to complete the work tasks outlined in this RFP, including: 1. Describe your view of the role of the General Counsel, your interaction with the Board of Directors (both collectively and individually), the General Manager, and staff. Please identify the individual attorney who will serve as General Counsel, and also identify the attorney(s) who will serve in the event General Counsel is unavailable. 2. Describe how the firm would keep the District informed about the status of litigation and other legal matters. 3. Describe how you track and manage legal fees and costs. 4. Describe how you would proactively advise the District about legal developments or issues of concern, without being asked. If you use newsletters or other published communications, please describe the general content and frequency of publication. 5. Please identify whether the firm has had an agreement with a public agency terminated within the past five (5) years, and provide contact information for persons knowledgeable regarding the contract’s termination. 6. Please identify the most significant water policy, program, or legal matter (not considered attorney-client privilege) that the firm has handled within the past five (5) years, explain in detail why the matter was significant, and indicate the outcome of the legal matter. 7. Please provide the most creative advice the firm has provided to a public agency client (not considered attorney-client privilege) within the past five (5) years, explain why the advice was creative, and describe the outcome of the matter upon which Page 113 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES November 21, 2023December 12, 2023 8 the advice was provided. D. Firm Provide a brief overview of the firm and identify local and regional branch offices. Please identify the industries represented by the firm and provide a list of representative clients (subject to confidentiality restrictions), particularly within the water and wastewater industries. The Proposal shall also identify circumstances that may require the firm’s employment of a sub-consultant, expert, or investigator in connection with the provision of legal services to the District for which prior approval from the District would need to be obtained. E. Experience Include a summary of the experience and performance for similar agencies. Include the following information:  Agency, contact person (name, title, phone number, and email).  Agency size and description.  Agency budget.  Total term of relationship with Agency. F. Local Experience Describe the Firm’s experience and knowledge with the County of Orange, Yorba Linda Water District, and other local agencies, as well as local groundwater basin activities and concerns (e.g. OCWD Basin Production Percentage (BPP), treatment and pending litigation associated with per- and polyfluorinated substances (PFAS), etc.). G. Location Provide intended office location and accessibility and include a commitment of availability to attend District meetings. H. Conflict of Interest / Ethics It is the desire of the District to hire a law firm that would rarely need recuse itself from issues due to conflict of interest or concerns. Please provide a detailed statement identifying any general or specific potential conflicts of interest with other clients or interests with the firm. The firm shall identify and disclose all business relationships, direct or indirect, with the neighboring agencies, cities, and special districts, including with those listed in Subsection D of Section III above. I. References Please provide three (3) professional references, particularly from work with similar Page 114 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES November 21, 2023December 12, 2023 9 agencies, for the key individuals that are being proposed to provide legal services to the District. J. Resumes Please include resumes for the primary lead counsel who will be responsible for providing legal services to the District, and each attorney who will provide support services to the District’s legal matters. Please limit each resume to two (2) pages. K. Fee Schedule Please provide a monthly retainer fee detailing the services to be included and specific expenses (i.e. rate for mileage, reproduction of documents, travel, etc.) proposed for compensation and/or reimbursement for the above legal services. Also, please identify the services that are proposed to not be covered by the monthly retainer fee and provide the name, title, and hourly rate for each attorney that would provide services. The selected firm shall receive no compensation for travel expenses to/from the District for the normal course of business meetings and Board meetings. General Counsel will provide additional litigation services as needed. Please provide an hourly billing rate (this will not be included in a monthly retainer), for litigation services. Specific tasks outside of the retainer will be negotiated as needed, but are expected to meet the Scope of Services (Section III). L. Services Excluded Please identify legal services identified in this RFP that the firm does not provide and for which the District would need to hire outside counsel. M. Proposed Agreement Attach a proposed legal services agreement that you or your firm would propose to utilize should you or your firm be selected to provide services by the District. N. Errors and Omissions Coverage Please confirm that the firm is covered by errors and omissions insurance and state the limits thereof. VI. REVIEW AND SELECTION PROCESS A. Process Proposals will be evaluated based on the information included with the submittal utilizing the criteria in Section C below. Top-rated firms will be invited to an in-person interview with the District’s Evaluation Committee, which may be comprised of District Board Page 115 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES November 21, 2023December 12, 2023 10 members, District staff, and other agency staff. B. Schedule The District anticipates that the process for selection of a firm and awarding of the contract will be according to the following tentative schedule: Action Approximate Date District Releases RFP Tuesday, December 12November 21, 2023 at 12:00 p.m. Last Day for Respondent’s Questions* Tuesday, January 9December 19, 20243 at 6:00 p.m. Proposals Due Tuesday, February 6January 16, 2024 at 6:00 p.m. In-Person Interviews Thursday, March 14February 8, 2024 at 8:30 a.m. Selection Award/Contract Thursday, April 11March 14, 2024 at 8:30 a.m. *All questions and/or requests for clarification regarding this RFP must be received in writing to Annie Alexander, Board Secretary, at aalexander@ylwd.com. C. Evaluation Criteria Firms will generally be evaluated on the information presented in the Proposal. Final selection will be based on the proposal as well as an interview with the top-rated firms. Evaluation factors shall include the following: 1. Qualifications as they relate to this RFP.  Firm’s knowledge of and experience with, California special districts, water law and codes, other public-sector experience, and local government law.  Qualifications of proposed key personnel.  Communication skills. 2. Firm’s approach to complete the scope of services outlined in the RFP. 3. Ability to provide the required services in a timely matter.  Accessibility of staff.  Flexibility and readiness for completing specified work.  Minimal potential conflicts of interest. 4. Firm’s reputation for integrity, competence, and input from references included in the proposal. 5. Proposed legal services agreement. Page 116 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES November 21, 2023December 12, 2023 11 VII. GENERAL TERMS AND CONDITIONS A. Limitation This RFP does not commit the District to award a contract, to pay any cost incurred in the preparation of a response, or to procure or contract for services or supplies. B. Information Disclosure to Third Parties Proposals are a matter of public record and are open to inspection under the California Public Records Act. If any respondent claims any part of its proposal is exempt from disclosure and copying, they shall so indicate in the transmittal letter. By responding to this RFP, respondents waive any challenge to the District’s decision to make any information provided available to the public. Respondents recognize that the District will not be responsible or liable in any way for losses that the respondents may suffer from the disclosure of information or materials to third parties. C. District Rights and Options The District, at its sole discretion, reserves the following rights:  To determine which respondents, if any, shall be included on a short list of semi- finalists based on the criteria set forth in the RFP;  To reject any, or all proposals or information received pursuant to this RFP;  To supplement, amend, substitute, or otherwise modify this RFP at any time by means of written addendum;  To cancel this RFP with or without the substitution of another RFP or prequalification process;  To request additional information;  To verify the qualifications and experience of each respondent;  To require one or more respondents to supplement, clarify, or provide additional information in order for the District to evaluate proposals submitted;  To hire multiple firms to perform the necessary duties and range of services if it is determined to be in the best interests of the District;  To use any techniques or concepts included in the submitted proposal regardless of the firm’s selection; and  To waive any defect or technicality in any proposal received. VIII. RESOURCES Website: www.ylwd.com Page 117 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES Issued December 12, 2023 Response Due by 6:00 p.m., on Tuesday, February 6, 2024 Page 118 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES December 12, 2023 1 TABLE OF CONTENTS I. PURPOSE 2 II. BACKGROUND 2 III. SCOPE OF SERVICES 3 A. General Services 3 B. Board Services 3 C. Staff Services 4 D. Specialized Services 4 IV. QUALIFICATIONS 5 A. Required Qualifications 5 V. SUBMITTAL REQUIREMENTS AND RESPONSE FORMAT 5 A. Cover Letter 6 B. Qualifications 6 C. Approach to Legal Services 7 D. Firm 8 E. Experience 8 F. Local Experience 8 G. Location 8 H. Conflict of Interest / Ethics 8 I. References 8 J. Resumes 9 K. Fee Schedule 9 VI. REVIEW AND SELECTION PROCESS 9 A. Process 9 B. Schedule 10 C. Evaluation Criteria 10 VII. GENERAL TERMS AND CONDITIONS 10 A. Limitation 10 B. Information Disclosure to Third Parties 11 C. District Rights and Options 11 VIII. RESOURCES 11 Page 119 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES December 12, 2023 2 I. PURPOSE The Yorba Linda Water District invites qualified law firms and individuals with a minimum of both ten (10) years of California water law and local government law experience to submit a proposal for General Legal Counsel Services. The proposed award of a contract for General Legal Counsel Services is for a term of ten years with one 5-year option for the District to extend the agreement. II. BACKGROUND The Yorba Linda Water District is an independent special district, which operates under the authority of Division 12 of the California Water Code. The District has provided water and/or sewer services to residents and businesses in the City of Yorba Linda, and portions of Placentia, Brea, Anaheim, and unincorporated Orange County since 1959, after taking over the assets and water service responsibilities of the Yorba Linda Water Company, a mutual water company formed in 1909. The District is governed by a five-member Board of Directors, elected at large from within the District’s service area. The General Manager administers the day-to-day operations of the District in accordance with policies and procedures established by the Board of Directors. The District employs a full-time staff of 81 employees. The District’s Board of Directors meets two times a month (on average) on the second and fourth Thursdays at 8:30 a.m. Meetings are publicly noticed and citizens are encouraged to attend virtually or in person. The District has two sources of water it utilizes to serve its customers: (1) groundwater from a non-adjudicated basin operated and managed by the Orange County Water District, and (2) imported water from the Metropolitan Water District of Southern California, that is purchased through the Municipal Water District of Orange County. Additionally, the District operates local sewers with the wastewater flowing to and being treated by the Orange County Sanitation District at its Fountain Valley treatment facility. The District’s service area has larger than average residential lots and the City of Yorba Linda’s median household income is approximately 34% greater than the overall median income for Orange County. The District’s service area borders Chino Hills State Park to the north and east and the Santa Ana River to the south, encompassing the City of Yorba Linda, and portions of the Cities of Placentia, Brea, Anaheim, and unincorporated Orange County. The complex system of pipes, valves, pressure control stations, pump stations, fire suppression hydrants/heli-hydrants, and reservoirs are strategically located throughout the service area to provide reliable, high quality drinking water to customers, provide firefighting resources, and transport wastewater to the Orange County Sanitation District. The District provides water, sewer, or a combination of both services to residents and businesses within its service area, which includes approximately 14,475 acres of land, comprising 22.6 square miles. The District serves a population of approximately 83,000 and currently provides water service to approximately 25,500 residential, commercial, and light industrial connections. Residential customers make up approximately 93% of the District’s Page 120 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES December 12, 2023 3 customer base and consume approximately 75% of the water provided annually by the District. The District also provides sewer collection service for approximately 24,600 customer connections. III. SCOPE OF SERVICES As General Counsel, the selected law firm or individual will provide a wide range of legal services to the District. General Counsel is selected by the Board of Directors and will work closely with the Board, and the District’s General Manager and staff. The anticipated scope of services will include, but are not limited to, the following: A. General Services  Oversee and manage the legal affairs of the District and ensure that the policies, programs, and activities of the District and its employees and agents are carried out in compliance with all applicable laws and that the legal interests of the District are otherwise protected to the fullest extent possible.  Provide legal advice and opinions as requested by the Board of Directors, General Manager, or staff.  Interpret laws, legislation, rulings, and regulations for the District.  Advise the Board of Directors and staff on issues related to water and wastewater law.  Represent and advise the Board of Directors as the governing body and all District Officers in all matters of law pertaining to their offices.  Represent the District in administrative and legal proceedings, providing litigation services as needed.  Represent and work with the Board of Directors and staff on negotiations and preparing related agreements.  Monitor current, new, and pending state and federal legislation, and case law as applicable to the District, and timely inform and provide direction to Board members, the General Manager, and staff regarding compliance issues and/or impacts to the District.  Provide prompt responses, have availability for telephone consultation and in person meetings, and render written opinions on given issues related to District business in a timely manner. B. Board Services  Attend all regular Board meetings and special Board meetings when called.  Advise the Board of Directors and staff on relevant laws and regulations including, but not limited to: the Ralph M. Brown Act, California Public Records Act; AB 1234 compliance requirements; parliamentary procedures for running meetings; and public official conflict of interest requirements under the Political Reform Act and Government Code Section 1090 et seq.; including, providing or arranging education and in-service seminars as mutually agreed to maintain and increase the knowledge of the Board of Directors and staff, to the fullest extent possible on these topics and water and wastewater issues.  Enforce all ordinances and regulations through administrative and judicial actions as Page 121 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES December 12, 2023 4 required by law or as requested by the Board of Directors. C. Staff Services  Review and prepare board and committee agendas and reports as required.  Aid in responding to public records requests.  Prepare or review all ordinances, resolutions, agreements, contracts, deeds, declarations of restrictive covenants, leases, licenses, policies, rules and regulations, terms and conditions, and all other legal documents as requested by the General Manager or staff.  Draft memoranda, with proposed language, to address issues raised during negotiations.  Advise on individual labor and employment matters (to include personnel and pension/benefit issues) or work with special counsel as needed. D. Specialized Services  Advise on general issues of water rights, groundwater pumping, and related issues.  Provide support while working with federal and state government oversight agencies and maintaining compliance with environmental law (e.g., as applicable, California Department of Water Resources (DWR), California Division of Drinking Water (DDW), State and Regional Water Resources Control Boards, California Environmental Quality Act (CEQA), Federal National Environmental Policy Act (NEPA), U.S. Environmental Protection Agency, U.S. Army Corps of Engineers (USACE), U.S. Fish and Wildlife Service (USFWS), National Oceanic and Atmospheric Administration (NOAA), etc.).  Provide legal support while working with other individuals, local governmental agencies, or private entities that the district interacts with as part of providing water and wastewater services (e.g. Orange County Water District (OCWD), including those persons or entities engaged in activities related to the non-adjudicated water basin, Orange County Sanitation District (OCSan), Metropolitan Water District of Southern California (MWDSC), Municipal Water District of Orange County (MWDOC), cities of Yorba Linda, Placentia, Anaheim, and Brea, County of Orange, and Golden State Water Company. E. Value Added Services The Board invites applicants to discuss additional value added services, whether handled in-house or with the use of outside consultants (as identified in Section V.D., below), in the following areas or any other area that the applicant feels is warranted:  State/Federal advocacy  Trainings for Board and Staff  Drafting/Analysis of Legislation/Regulations  Grants/Grant writing/state and/or federal funding processes and opportunities  Value added resources, if any  Other Page 122 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES December 12, 2023 5 IV. QUALIFICATIONS A. Required Qualifications 1. The General Counsel shall be licensed to practice in California. All attorneys in the firm who will provide services must be members in good standing of the State Bar of California. 2. The General Counsel shall be able to perform the services set forth above and have knowledge of and experience with, California special districts, water law and codes, or other public-sector experience. The relevant laws and regulations include, but are not limited to:  California Government Code and California Water Code  Ralph M. Brown Act  California Public Contract Code and Labor Code  California Public Records Act  Political Reform Act  California Conflict of Interest Codes and Laws  Americans with Disabilities Act  Joint Powers Act  Proposition 218  Environmental law, including California Environmental Quality Act (CEQA); Federal National Environmental Policy Act (NEPA); California and Federal Endangered Species Acts (CESA and ESA); Federal Clean Water Act (CWA); California Porter-Cologne Water Quality Act; and Sustainable Groundwater Management Act (SGMA).  Real estate law, as it relates to purchase and sale agreements, easements, rights- of-way, encroachment permits, and other related agreements and negotiations generally associated with water and wastewater operations. V. SUBMITTAL REQUIREMENTS AND RESPONSE FORMAT The District requires the applicant to submit a well-organized, concise proposal clearly addressing all the requirements outlined in this Request for Proposals (RFP). Responses should demonstrate the firm’s qualifications and experience (particularly those of the individual who is proposed to act as General Counsel, and those who will provide support services) related to the required professional services and legal support. To be considered responsive, the proposal must provide specific answers to all requests for information (see A-K below). Emphasis should be on completeness and clarity of content with sufficient detail to allow for accurate and comparative evaluation. For the sake of efficient review, please restrict the proposal to a total not-to-exceed limit of 20 sized 8½” by 11” single-sided pages, including preprinted material. The minimum font size for the proposal is 11-point. The 20-page limit does not include the cover letter, dividers, Page 123 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES December 12, 2023 6 resumes, appendices, front cover, or back cover included in the proposal. Please limit resumes to two (2) pages per individual. To be considered, please submit a proposal, as well as all other required documentation by 6:00 p.m., on Tuesday, February 6, 2024. For electronic submittal, please contact Annie Alexander, Board Secretary, via email at aalexander@ylwd.com to obtain access to a secure FTP site. Delivery of physical submittals are to be addressed as follows: YLWD Board of Directors c/o Annie Alexander, Board Secretary Yorba Linda Water District 1717 E Miraloma Ave Placentia CA 92870 Proposals will not be accepted after the date and time designated above. It is the sole responsibility of the respondent to see that their proposal is delivered and received by the deadline. Any proposal received at the designated location after the required time and date specified for receipt shall be considered late and non-responsive. Any late submissions will not be evaluated for award. If you have any questions regarding this RFP prior to providing a proposal, please submit such in writing via email to the contact listed above before 6:00 p.m. on Tuesday, January 9, 2024. All inquiries and responses will be provided to all parties who are sent or request a copy of this RFP. Do not otherwise contact District officials or employees regarding the RFP process during the pendency of the process. At a minimum, the Proposal shall include: A. Cover Letter This letter shall be a brief formal letter from the Law Firm that provides information regarding the Firm and its ability to perform the requirements of this RFP. This letter must include the following information:  Complete legal (company) name (as it should appear in a contract).  Company address.  Contact person, telephone number, and email address.  Identify all materials and enclosures being forwarded in response to this solicitation.  The letter must be signed by an individual authorized to bind the proposing Firm. B. Qualifications Describe the nature of your law firm’s practice and your qualifications for providing general legal services for the District. Provide the overall capabilities, qualifications, training, and areas of expertise for each of the principals, partners, and associates of the law firm, including the length Page 124 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES December 12, 2023 7 of employment for each person and their area of specialization for those who are being proposed to provide services to the District, particularly the individual who is proposed to be General Counsel. It is expected that the person appointed General Counsel will be the primary point of contact and will devote the time necessary to attend Board Meetings and oversee all of the significant legal services provided to the District. Additionally, provide a specific organizational chart identifying key project personnel by name, title, work office location, California Bar Membership, or other qualifications for each employee and the areas of expertise for which each team member will be responsible. C. Approach to Legal Services A clear description of the Firm’s approach and methodology to complete the work tasks outlined in this RFP, including: 1. Describe your view of the role of the General Counsel, your interaction with the Board of Directors (both collectively and individually), the General Manager, and staff. Please identify the individual attorney who will serve as General Counsel, and also identify the attorney(s) who will serve in the event General Counsel is unavailable. 2. Describe how the firm would keep the District informed about the status of litigation and other legal matters. 3. Describe how you track and manage legal fees and costs. 4. Describe how you would proactively advise the District about legal developments or issues of concern, without being asked. If you use newsletters or other published communications, please describe the general content and frequency of publication. 5. Please identify whether the firm has had an agreement with a public agency terminated within the past five (5) years, and provide contact information for persons knowledgeable regarding the contract’s termination. 6. Please identify the most significant water policy, program, or legal matter (not considered attorney-client privilege) that the firm has handled within the past five (5) years, explain in detail why the matter was significant, and indicate the outcome of the legal matter. 7. Please provide the most creative advice the firm has provided to a public agency client (not considered attorney-client privilege) within the past five (5) years, explain why the advice was creative, and describe the outcome of the matter upon which the advice was provided. Page 125 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES December 12, 2023 8 D. Firm Provide a brief overview of the firm and identify local and regional branch offices. Please identify the industries represented by the firm and provide a list of representative clients (subject to confidentiality restrictions), particularly within the water and wastewater industries. The Proposal shall also identify circumstances that may require the firm’s employment of a sub-consultant, expert, or investigator in connection with the provision of legal services to the District for which prior approval from the District would need to be obtained. E. Experience Include a summary of the experience and performance for similar agencies. Include the following information:  Agency, contact person (name, title, phone number, and email).  Agency size and description.  Agency budget.  Total term of relationship with Agency. F. Local Experience Describe the Firm’s experience and knowledge with the County of Orange, Yorba Linda Water District, and other local agencies, as well as local groundwater basin activities and concerns (e.g. OCWD Basin Production Percentage (BPP), treatment and pending litigation associated with per- and polyfluorinated substances (PFAS), etc.). G. Location Provide intended office location and accessibility and include a commitment of availability to attend District meetings. H. Conflict of Interest / Ethics It is the desire of the District to hire a law firm that would rarely need recuse itself from issues due to conflict of interest or concerns. Please provide a detailed statement identifying any general or specific potential conflicts of interest with other clients or interests with the firm. The firm shall identify and disclose all business relationships, direct or indirect, with the neighboring agencies, cities, and special districts, including with those listed in Subsection D of Section III above. I. References Please provide three (3) professional references, particularly from work with similar agencies, for the key individuals that are being proposed to provide legal services to the District. Page 126 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES December 12, 2023 9 J. Resumes Please include resumes for the primary lead counsel who will be responsible for providing legal services to the District, and each attorney who will provide support services to the District’s legal matters. Please limit each resume to two (2) pages. K. Fee Schedule Please provide a monthly retainer fee detailing the services to be included and specific expenses (i.e. rate for mileage, reproduction of documents, travel, etc.) proposed for compensation and/or reimbursement for the above legal services. Also, please identify the services that are proposed to not be covered by the monthly retainer fee and provide the name, title, and hourly rate for each attorney that would provide services. The selected firm shall receive no compensation for travel expenses to/from the District for the normal course of business meetings and Board meetings. General Counsel will provide additional litigation services as needed. Please provide an hourly billing rate (this will not be included in a monthly retainer), for litigation services. Specific tasks outside of the retainer will be negotiated as needed, but are expected to meet the Scope of Services (Section III). L. Services Excluded Please identify legal services identified in this RFP that the firm does not provide and for which the District would need to hire outside counsel. M. Proposed Agreement Attach a proposed legal services agreement that you or your firm would propose to utilize should you or your firm be selected to provide services by the District. N. Errors and Omissions Coverage Please confirm that the firm is covered by errors and omissions insurance and state the limits thereof. VI. REVIEW AND SELECTION PROCESS A. Process Proposals will be evaluated based on the information included with the submittal utilizing the criteria in Section C below. Top-rated firms will be invited to an in-person interview with the District’s Evaluation Committee, which may be comprised of District Board members, District staff, and other agency staff. Page 127 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES December 12, 2023 10 B. Schedule The District anticipates that the process for selection of a firm and awarding of the contract will be according to the following tentative schedule: Action Approximate Date District Releases RFP Tuesday, December 12, 2023 at 12:00 p.m. Last Day for Respondent’s Questions* Tuesday, January 9, 2024 at 6:00 p.m. Proposals Due Tuesday, February 6, 2024 at 6:00 p.m. In-Person Interviews Thursday, March 14, 2024 at 8:30 a.m. Selection Award/Contract Thursday, April 11, 2024 at 8:30 a.m. *All questions and/or requests for clarification regarding this RFP must be received in writing to Annie Alexander, Board Secretary, at aalexander@ylwd.com. C. Evaluation Criteria Firms will generally be evaluated on the information presented in the Proposal. Final selection will be based on the proposal as well as an interview with the top-rated firms. Evaluation factors shall include the following: 1. Qualifications as they relate to this RFP.  Firm’s knowledge of and experience with, California special districts, water law and codes, other public-sector experience, and local government law.  Qualifications of proposed key personnel.  Communication skills. 2. Firm’s approach to complete the scope of services outlined in the RFP. 3. Ability to provide the required services in a timely matter.  Accessibility of staff.  Flexibility and readiness for completing specified work.  Minimal potential conflicts of interest. 4. Firm’s reputation for integrity, competence, and input from references included in the proposal. 5. Proposed legal services agreement. VII. GENERAL TERMS AND CONDITIONS A. Limitation This RFP does not commit the District to award a contract, to pay any cost incurred in the preparation of a response, or to procure or contract for services or supplies. Page 128 of 166 REQUEST FOR PROPOSALS GENERAL LEGAL COUNSEL SERVICES December 12, 2023 11 B. Information Disclosure to Third Parties Proposals are a matter of public record and are open to inspection under the California Public Records Act. If any respondent claims any part of its proposal is exempt from disclosure and copying, they shall so indicate in the transmittal letter. By responding to this RFP, respondents waive any challenge to the District’s decision to make any information provided available to the public. Respondents recognize that the District will not be responsible or liable in any way for losses that the respondents may suffer from the disclosure of information or materials to third parties. C. District Rights and Options The District, at its sole discretion, reserves the following rights:  To determine which respondents, if any, shall be included on a short list of semi- finalists based on the criteria set forth in the RFP;  To reject any, or all proposals or information received pursuant to this RFP;  To supplement, amend, substitute, or otherwise modify this RFP at any time by means of written addendum;  To cancel this RFP with or without the substitution of another RFP or prequalification process;  To request additional information;  To verify the qualifications and experience of each respondent;  To require one or more respondents to supplement, clarify, or provide additional information in order for the District to evaluate proposals submitted;  To hire multiple firms to perform the necessary duties and range of services if it is determined to be in the best interests of the District;  To use any techniques or concepts included in the submitted proposal regardless of the firm’s selection; and  To waive any defect or technicality in any proposal received. VIII. RESOURCES Website: www.ylwd.com Page 129 of 166 ITEM NO. 14.2. AGENDA REPORT MEETING DATE: December 12, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Joanna Gonzalez, Public Affairs Officer SUBJECT: Highland Reservoir Resident Input RECOMMENDATION: The staff recommends that we secure our facilities as we are doing across our entire service area. However, we acknowledge the public concern given the input we received from residents and initial Board of Director guidance. That said, the staff recommends status quo. SUMMARY: In September 2023, at the direction of the Board of Directors, staff circulated a letter seeking feedback from potentially affected residents regarding the Highland Reservoir. The first letter was sent on September 7, 2023, to thirteen residences surrounding the reservoir, and the second letter was sent on October 25, 2023. Five residents responded to the letters. Out of the five responses received, three residents agreed to meet in person with our staff, including the Operations Manager, Engineering Manager, and Public Affairs Officer. One resident sent an email with their input to the Public Affairs Officer, while another resident provided their input over the phone. After reviewing and analyzing the feedback provided by the residents, most of the input involved traffic concerns due to a recurring soccer camp in the area. The second most common concern involved road access for emergency and fire personnel. One property owner subsequently submitted a written request for the District to enter into negotiations with him regarding possible boundary realignments and/or exchanges and other real property considerations. Staff recognizes that some of these requests are counter to input received from other property owners. If the Board is interested in reviewing that request, staff recommends scheduling that matter for a future closed session as it necessarily involves real property negotiations under the Brown Act. The table below shows the different topics of concern and commonalities that residents highlighted during the feedback process from September-November, 2023. Page 130 of 166 FISCAL IMPACT: None BACKGROUND: In accordance with the District’s Strategic Plan and discussions over the past several years, the District was evaluating security enhancements (including a secondary security fence and limiting access along the District-owned portion of the access road). During the course of this evaluation, The City of Yorba Linda also reiterated its desire for an easement on YLWD property in order to preserve the City’s ability to construct an equestrian trail at some unspecified time in the future. On August 17, 2023, staff recommended that the Board of Directors review the Proposed Equestrian Easement at Highland Reservoir and Proposed Security Fence matter and provide direction to staff. Outreach to the residents in the area and this report followed the Board’s direction. PRIOR RELEVANT BOARD ACTION: On August 17, 2023, the Board of Directors voted not to install a 2nd security fence, and to seek resident input. STRATEGIC PLAN INITIATIVES: G1 3D - Maintain and update security and aesthetics (as needed) for community outreach and involvement. ATTACHMENTS: 1. Slide Deck - Highland Reservoir Resident Input Page 131 of 166 Highland Reservoir: Resident Input Presented by: Joanna Gonzalez & Rosanne Weston 12/12/2023 Board of Directors Regular Meeting 1Page 132 of 166 RESIDENT COMMUNICATIONS: Timeline 12/12/2023 Board of Directors Regular Meeting 2 August 17, 2023 Board voted not to install a 2nd security fence, and to seek resident input September 7, 2023 Community Input Letter #1 Mailed October 25, 2023 Community Input Letter #2 Mailed November 30, 2023 Resident Input Completed December 12, 2023 Present Resident Input to Board Page 133 of 166 Resident Input Resident 1 Wants permanent access to the road Not necessarily opposed to a horse trail Open-minded to other resident’s input Glad the Board decided not to build a second fence at this time, which would restrict access to properties. Resident subsequently submitted a written request for the District to enter into negotiations regarding possible boundary realignments and/or exchanges and other real property considerations. 12/12/2023 Board of Directors Regular Meeting 3Page 134 of 166 Resident Input Resident 2 Requesting that the gate at the top of the hill going to the Highland Reservoir remain closed permanently. Resident 2 cannot see who is coming down or up Highland Avenue and as such, they are vulnerable to being hit by oncoming traffic. The Newbury Homes are another obstacle to overcome for a safe exit. Mention of previous problems with kids going up to the dirt road and “partying” at all hours of the day and night. There was a lot of traffic coming and going down the dirt road last year. Subsequently, Resident 2 found out another property owner at the top of the road broke the lock and was allowing 20+ cars to go up the street to “soccer camp.” Resident 2 questioned if the gate remains open and cars are parked up and down the dirt road, how are the Fire Department or the Police going to be able to access the road if there is an emergency? Resident 2 raised the safety concern for our water is the most important issue. Resident 2 believes we should keep those gates closed and the water facilities secure. 12/12/2023 Board of Directors Regular Meeting 4Page 135 of 166 Resident Input Resident 3 Resident 3 indicated that adding a gate at the entrance of where their property begins is preferred. The gate would prevent issues on the road (issues include traffic due to soccer camp and cars parked on roadway blocking access). Not opposed to horse trail Resident 4 Resident 4 would like for it to stay the same as is. Would hate to see it changed. Would like to have keys like they did before for safety purposes such as allowing access for first responders Mentioned YLWD used to have a daisy chain and would like something similar Concerns about the soccer field, lots of people and strange cars in the area Mentioned excess trash from a neighbor - attracts lots of rats/rodents Resident 5 Resident 5 suggests do not open the gate on the water district property. Leave it as is. 12/12/2023 Board of Directors Regular Meeting 5Page 136 of 166 Analysis/Commonalities 12/12/2023 Board of Directors Regular Meeting 6 1.Most of the input involved traffic concerns due to a recurring soccer camp in the area. 2.The second most common concern involved road access for emergency and fire personnel. Page 137 of 166 Map #1 12/12/2023 Board of Directors Regular Meeting 7Page 138 of 166 11/21/2023 Board of Directors Regular Meeting 8 Map #2 Page 139 of 166 Staff Recommendation •The staff recommends that we secure our facilities as we are doing across our entire service area. However, we acknowledge the public concern given the input we received from residents and initial Board of Director guidance. That said, the staff recommends status quo. 912/12/2023 Page 140 of 166 Questions? Thank you! 12/12/2023 Board of Directors Regular Meeting 10Page 141 of 166 ITEM NO. 15.1. AGENDA REPORT MEETING DATE: December 12, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Rosanne Weston, Engineering Manager Reza Afshar, Principal Engineer Ammar Tohmeh, Senior Engineer SUBJECT: Capital Improvement Program (CIP) Project Status Staff will brief the Board on the status of Capital Improvement Program (CIP) Projects. ATTACHMENTS: 1. CIP Status Report Page 142 of 166 GOAL B.1: Develop a Plan and Meet 2022 Plan for Spending CIP Capital Improvement Program (CIP)Status Report Rosanne Weston, PE, PMP Engineering Manager December 12, 2023 Regular Board Meeting 12/12/2023 1Page 143 of 166 $0 $2,000,000 $4,000,000 $6,000,000 $8,000,000 $10,000,000 $12,000,000 $14,000,000 $16,000,000 FY 22‐23 FY 23‐24 $6,219,730 $14,359,507 $5,874,449 $5,303,498 CIP BUDGET AT A GLANCE Projected Spent Page 144 of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age 145 of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AGENDA REPORT MEETING DATE: December 12, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Annie Alexander, Senior Executive Assistant / Board Secretary SUBJECT: Director's Reports The Directors will report on their attendance at the following meetings and events: Event Date Time Attendance By OC San Board Wed, Nov 22 6:00 PM Hawkins SAWPA Commission Tue, Dec 5 9:30 AM YL City Council Tue, Dec 5 6:30 PM Barbre Brea City Council Tue, Dec 5 7:00 PM Lindsey Placentia City Council Tue, Dec 5 7:00 PM DesRoches MWDOC Board Wed, Dec 6 8:30 AM OCWD Board Wed, Dec 6 5:30 PM DesRoches Best of Yorba Linda Awards Thu, Dec 7 5:30 PM DesRoches WACO Fri, Dec 8 7:30 AM Financial Review Group Mon, Dec 11 8:30 AM Lindsey/DesRoches Well 22 Dedication Ceremony Mon, Dec 11 2:00 PM Page 158 of 166 ITEM NO. 16.2. AGENDA REPORT MEETING DATE: December 12, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Mark Toy, General Manager SUBJECT: General Manager's Report A brief update on District activities and matters of interest as of December 5, 2023. GENERAL MANAGER In accordance with Goal E: Maintain Workforce Engagement, Objective 3: Plan for succession, I am proud to announce the hiring of several new employees to the YLWD Team: (1) Human Resources and Risk Manager, Ms. Lori Thompson, (2) Maintenance Worker I, Mr. Ashton Tennison, and (3) Maintenance Worker I, Mr. Brandon Duke – we welcome these three outstanding professionals to the YLWD Family. We have also made tentative selections for our Senior Engineer and Plant Operator I vacancies – the candidates are currently undergoing the hiring process to include background checks and physicals - we hope to make official announcements soon. We have four remaining positions to fill including: Public Affairs Specialist, Public Affairs Intern, General Intern (use TBD), and Administrative Assistant – all four positions are in different phases of the hiring process, and we hope to conduct interviews and make selections before the end of the fiscal year. On November 15, 2023, the YLWD enjoyed its annual Friendsgiving Potluck at our District headquarters. With several of our Board Directors in attendance, the YLWD Family enjoyed great food and fellowship. On November 16, 2023, at the invitation of Herb Nakasone, Executive Director for the Santa Ana River Flood Protection Agency (SARFPA), I attended SARFPA’s executive committee meeting. James Tyler from Orange County Public Works provided updates on the Santa Ana River Mainstem and Westminster flood control projects. Congress has authorized both projects with the U.S. Army Corps of Engineers on a cost-share basis, and the non-federal sponsor is currently developing strategies to seek annual federal appropriations to complete the projects. The meeting was another excellent opportunity to create community partnerships with other water agencies across the region. From November 28-30, 2023, Assistant General Manager Doug Davert, Engineering Manager Rosanne Weston, and Public Affairs Officer Joanna Gonzalez accompanied me to the Fall Conference & Expo for the Association of California Water Agencies (ACWA) at Indian Wells. ACWA conferences continue to provide an excellent venue for education and collaboration with all of our partners in the California water industry. I personally attended the Federal Affairs Committee meeting as well as forums on policy and topics in water industry trends. A keynote speech was provided by Secretary Yana Garcia from the California Environmental Protection Agency, in addition to ACWA updates from Executive Director Dave Eggerton and Deputy Executive Director Cindy Tuck. A Page 159 of 166 special tribute was given to David Reynolds as he retires from his position as Director of Federal Relations for ACWA after 30 years of serving in this capacity – we wish him well. Finally, in a letter dated November 27th, 2023, ACWA JPIA President Melody McDonald recognized the Yorba Linda Water District with the President’s Special Recognition Award for achieving a low ratio of “Paid Claims and Case Reserves” to “Deposit Premiums” in the Property Program for the period July 1, 2019 to June 30, 2022. ADMINISTRATION / IT / PUBLIC AFFAIRS / SAFETY ▪ The long-planned migration from Microsoft Exchange to Office 365 was successfully completed over the weekend of December 2, 2023. Phase 1 of Office 365 includes the following enhancements: (1) Advanced Security: Robust security measures safeguard our data against evolving threats; (2) Flexibility and Accessibility: Cloud-based access ensures our team can work from anywhere, at any time; (3) Scalability and Cost Efficiency: A flexible subscription model allows us to scale as needed, ensuring cost-effectiveness; (4) Integration Capabilities: Improved opportunities for integrating different tools and applications allowing for a more cohesive and interconnected digital workplace; and (5) Continuous Updates: Access to the latest features and functionalities and security integrated into Office 365 applications. ▪ Attached is the monthly report from Communications LAB. The monthly report from Townsend Public Affairs will be distributed once available. ENGINEERING ▪ Bids were received on December 4, 2023 for the Camino de Bryant Waterline Project. Staff is currently reviewing the bids and will recommend award at the January 11, 2024 Board meeting. ▪ Quotes were requested for the removal and evaluation of the vertical turbine pump, and inspection of the well casing at Well 19. General Pump was selected to provide the services for a total of $44,785. ▪ Staff is preparing a draft baseline 5-year Capital Improvement Program (CIP) in preparation for a CIP Review Group meeting to be scheduled in early 2024. FINANCE ▪ Accounting staff met with Wells Fargo and Great Plains to discuss the different approaches by which to integrate and implement ACH capabilities for payment of vendor invoices via the Accounts Payable module. We are currently waiting to hear back from GP experts on the cost and complexity of integrating the required enhancements. ▪ Staff has forwarded the FY 2022-23 Annual Comprehensive Financial Report (ACFR) to the District’s banking and financial institutions to comply with reporting requirements. ▪ The collection status of the Capital Finance Charge is as follows: Item FY 21-22 FY 22-23 FY 23-24 # CFC Bills Placed on PT 23,888 23,967 24,126 $ Value of CFC Bills Placed on PT $2,579,520 $2,855,981 $3,120,240 $ Collected Through Bills Placed on PT $2,571,538 99.7% $2,841,697 99.5% $695,405 22.3% # CFC Invoices in Lieu of PT 444 273 230 $ Value of CFC Invoices $391,412 $372,528 $425,632 $ Collected CFC Via Invoices $375,164 95.8% $349,527 93.8% $293,908 69.1% Page 160 of 166 HUMAN RESOURCES / RISK MANAGEMENT ▪ Applications are under review for Administrative Assistant, Public Affairs Representative, and Public Affairs Interns. ▪ A Senior Engineering candidate began the pre-employment process last week. ▪ A Plant Operator I/OIT candidate is scheduled to join the District on December 11, 2023. ▪ HR staff is preparing for the holiday luncheon with the TCOP Events Sub-Committee. OPERATIONS ▪ The 16-inch water main at Copper Canyon and Lomas de Yorba West was evaluated using video camera technology. The line has many deficiencies and will require a plan to address them. Engineering will be working with their on-call contractors to come up with the best solution. The line was returned to service on December 4, 2023. ▪ Staff replaced the failed pump control valve on Well 19. The well is currently out of service while Engineering works with their contractor to evaluate, design, and install a new pump and possibly the motor. ▪ YLWD received its first invoice from Procure America for the savings on our natural gas bills for the months of June-August. We realized a savings of $9,212.50 for that period. ▪ Per the request from the Board of Directors, we had our kick-off meeting with Forefront Power to evaluate the potential for solar panels at the District field headquarters. Preliminary drawings and system design are moving forward in order to determine if there is a feasible project. If a feasible project materializes, we will seek Board direction and guidance. ATTACHMENTS: 1. ACWA JPIA Recognition 2. CommLAB Monthly Report Page 161 of 166 11/27/2023 YOUR BEST PROTECTION Yorba Linda Water District (Y002) P.O.Box 309 Yorba Linda,CA 92885-0309 ACWA JPIA P.O.Box 619082 Roseville,CA 95661-9082 General Manager: Each year at Fall Conference,the JPIA recognizes members thathaveaLossRatioof20%or less in either of the Liability,Propertv Workers’Compensation programs (loss ratio =total losses / total premiums). The members with this distinction receive the “President’s Special Recognition Award”certificate for each Program that they qualify in. The JPIA is extremely pleased to present Yorba Linda Water District (Y002)with this special recognition and commends the District on the hard work in reducing claims. Congratulations to you,your staff.Board,and District.Keep up thf good work! The JPIA wishes you the best in 2024. phone 916.786.5742 800.231.5742 or www.acwajpia.com Core Values ●People ♦Service ●Integrity ●Innovation Sincerely, Melody McDonald President Enclosure;President’s Special Recognition Award(s) Page 162 of 166 Limu IN U.b.A.Page 163 of 166 Novem ber Activity Report TO: Joanna Gonzalez, Public Information Officer, Yorba Linda Water District FROM: Diego Teran, Sr. Account Manager, Communications LAB DATE: Dec. 5, 2023 RE: Current communications projects Below are highlights of current Communications Lab projects for Yorba Linda Water District: Social Media • On Nov. 21, the agency presented social media analytics in board meeting. Kelsey Eiben answered inquires and explained strategic vision of social media. • The agency submitted new copy to the Dec. 15-Jan. 31 editorial calendar. Graphic Design • Agency designed paper programs for Well 22 dedication event. Additionally, the agency sent email invitations using the client’s ConstantContact account. Video Production • The agency visited Well 22 and filmed aerial footage of the location in preparation for of the upcoming well dedication ceremony. The agency will film and photograph the Well 22 Dedication Ceremony as well. Special Events • Agency is assisting client with logistics for Well 22 dedication ceremony, which include renting of equipment for hypothetical rain. Additionally, agency will assist with shuttle operation, ceremony run-of-show, photography and video, and social media posts after the event. Board meeting • On Nov. 21, agency staff presented social media analytics slide at the district’s board meeting. Kelsey Eiben answered inquires and explained strategic vision of social media. Page 164 of 166 ITEM NO. 18.1. AGENDA REPORT MEETING DATE: December 12, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Annie Alexander, Senior Executive Assistant / Board Secretary SUBJECT: Meetings from December 13, 2023 - January 31, 2024 Event Date Time Attendance By OC LAFCO Commission Wed, Dec 13 8:15 AM YL Planning Commission Wed, Dec 13 6:30 PM Hawkins (As Needed) SAWPA Commission Tue, Dec 19 9:30 AM CalMutuals Board Tue, Dec 19 2:00 PM Barbre Board of Directors Special Meeting Tue, Dec 19 3:00 PM YL City Council Tue, Dec 19 6:30 PM DesRoches Brea City Council Tue, Dec 19 7:00 PM Hawkins MWDOC Board Wed, Dec 20 8:30 AM OCWA Meeting Wed, Dec 20 12:30 PM OCWD Board Wed, Dec 20 5:30 PM DesRoches District Offices Closed Mon, Dec 25 7:00 AM OC San Board Wed, Dec 27 6:00 PM Hawkins Board of Directors Regular Meeting Thu, Dec 28 8:30 AM YL City Council Tue, Jan 2 6:30 PM Placentia City Council Tue, Jan 2 7:00 PM Hawkins Brea City Council Tue, Jan 2 7:00 PM Barbre MWDOC Board Wed, Jan 3 8:30 AM OCWD Board Wed, Jan 3 5:30 PM DesRoches Board of Directors Special Meeting Thu, Jan 4 9:00 AM WACO Fri, Jan 5 7:30 AM MWDSC Board Tue, Jan 9 12:00 PM PYLUSD Board Tue, Jan 9 6:00 PM Barbre OC LAFCO Commission Wed, Jan 10 8:15 AM YL Planning Commission Wed, Jan 10 6:30 PM Hawkins (As Needed) Board of Directors Regular Meeting Thu, Jan 11 8:30 AM CalMutuals Board Tue, Jan 16 2:00 PM Barbre YL City Council Tue, Jan 16 6:30 PM DesRoches Brea City Council Tue, Jan 16 7:00 PM Hawkins Placentia City Council Tue, Jan 16 7:00 PM Lindsey MWDOC Board Wed, Jan 17 8:30 AM Page 165 of 166 OCWA Meeting Wed, Jan 17 12:30 PM OCWD Board Wed, Jan 17 5:30 PM DesRoches PYLUSD Board Tue, Jan 23 6:00 PM Barbre OC San Board Wed, Jan 24 6:00 PM Hawkins YL Planning Commission Wed, Jan 24 6:30 PM Board of Directors Regular Meeting Thu, Jan 25 8:30 AM Page 166 of 166