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2016-05-12 - Board of Directors Meeting Agenda Packet
ora Linda Water District AGENDA YORBA LINDA WATER DISTRICT BOARD OF DIRECTORS REGULAR MEETING Thursday, May 12, 2016, 8:30 AM 1717 E Miraloma Ave, Placentia CA 92870 1. CALL TO ORDER 2. PLEDGE OF ALLEGIANCE 3. ROLL CALL Ric Collett, President Michael J. Beverage, Vice President Phil Hawkins Robert R. Kiley Gary T. Melton 4. ADDITIONS/DELETIONS TO THE AGENDA 5. INTRODUCTIONS AND PRESENTATIONS 5.1. MWDSC/MWDOC Director's Report 6. PUBLIC COMMENTS Any individual wishing to address the Board is requested to identify themselves and state the matter on which they wish to comment. If the matter is on the agenda, the Board 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 matters of public interest and matters within the jurisdiction of the Water District. Comments are limited to three minutes. 7. CONSENT CALENDAR All items listed on the consent calendar are considered to be routine matters, status reports, or documents covering previous Board instructions. The items listed on the consent calendar may be enacted by one motion. There will be no discussion on the items unless a member of the Board, staff, or public requests further consideration. 7.1. Minutes of the Board of Directors Workshop Meeting held April 21, 2016 Recommendation. That the Board of Directors approve the minutes as presented. 7.2. Payments of Bills, Refunds, and Wire Transfers Recommendation. That the Board of Directors ratify and authorize disbursements in the amount of$381,078.04. 7.3. Cash and Investment Report for Period Ending March 31, 2016 Recommendation. That the Board of Directors receive and file the Cash and Investment Reports for the Period Ending March 31, 2016. 7.4. Unaudited Financial Statements for the Period Ending March 31, 2016 Recommendation. That the Board of Directors receive and file the Unaudited Financial Statements for the Period Ending March 31, 2016. 7.5. Electronic Content Management System Upgrade (Laserfiche) and Scanner Recommendation. That the Board of Directors authorize the General Manager to execute a Professional Services Agreement with Complete Paper less Solutions for a not-to-exceed amount of$63,592.34 for the purchase of Laserfiche Avante, Laserfiche Forms and Fujitsu Scanner. 8. PUBLIC HEARING 8.1. Public Hearing for 2015 Update of Urban Water Management Plan A. Open Hearing B. Staff Report C. Public Comments D. Continue or Close Hearing E. Consideration of Action 9. ACTION CALENDAR This portion of the agenda is for items where staff presentations and Board discussions are needed prior to formal Board action. 9.1. 2015 Update to Urban Water Management Plan Recommendation. That the Board of Directors approve Resolution No. 16-02 adopting the 2015 Urban Water Management Plan and direct staff to submit a final copy to the Department of Water Resources and other applicable agencies by July 1, 2016. 9.2. Long-Term Water Conservation and Management Policy in California Recommendation. That the Board of Directors adopt Resolution No. 16-03 regarding Long-Term Water Conservation and Management Policy in California and direct staff to send correspondence to State legislators advocating for this approach. 9.3. Agreement with MWDOC for Transfer of Fuel Trailer and Equipment for FY 2015 Urban Areas Security Initiative Recommendation. That the Board of Directors authorize the General Manager to execute an agreement with MWDOC for the Transfer of Fuel Trailers and Equipment for FY 2015 Urban Areas Security Initiative. 9.4. Ballots for Proposed Increased Assessments Affecting District Properties Located in Local Landscaping Zone L-5A of the City of Yorba Linda Street Lighting and Landscaping Maintenance District Recommendation. That the Board of Directors vote in favor of the increased assessments for these parcels and authorize the General Manager to complete and submit the ballots as required. 9.5. California Special District Association Call for Nominations (Seat B) Recommendation. That the Board of Directors consider nominating one Board member or the General Manager as a candidate for election to CSDA's Board of Directors. 9.6. Professional Services Agreements for Water Consumption Analytics Recommendation. That the Board of Directors. (1) approve the Application to Participate in the SA WPA grant with SAWPA/OmniEarth to provide a water consumption analytics tool for FY 2016117; (2) approve a Confidentiality Agreement with OmniEarth in relation to customer meter data, (3) approve a Professional Services Agreement with OmniEarth to provide a water consumption analytics tool for FY 2017118 to FY 2020121 as identified in the Scope of Work and/or other services as deemed necessary; and (4) approve a Professional Services Agreement with DropCountr to provide a water consumption analytics and customer engagement tool for FY 2017118 to FY 2020121 as identified in the Scope of Work and/or other services as deemed necessary. 10. REPORTS, INFORMATION ITEMS, AND COMMENTS 10.1. President's Report 10.2. Directors' Reports 10.3. General Manager's Report 10.4. General Counsel's Report 10.5. Future Agenda Items and Staff Tasks 11. COMMITTEE REPORTS 11.1. Interagency Committee with MWDOC and OCWD (Collett/Melton) • Next meeting is scheduled to be held May 24, 2016 at 4:00 p.m. 11.2. Joint Agency Committee with City of Yorba Linda (Collett/Beverage) • Minutes of the meeting held April 26, 2016 at 9:00 a.m. (To be provided when available.) • Next meeting is scheduled to be held May 31, 2016 at 9:00 a.m. at YL City Hall. 11.3. Interagency Committee with City of Placentia and Golden State Water Company (Collett/Kiley) • Minutes of the meeting held May 9, 2016 at 3:00 p.m. (To be provided when available.) • Next meeting is yet to be scheduled. 11.4. Citizens Advisory Committee (Melton) • Minutes of the meeting held April 25, 2016 at 8:30 a.m. • Next meeting is scheduled to be held May 23, 2016 at 8:30 a.m. 12. INTERGOVERNMENTAL MEETINGS 12.1. YL City Council - May 3, 2016 (Beverage) 12.2. OCSD Operations Committee - May 4, 2016 (Kiley/Beverage) 12.3. LAFCO - May 11, 2016 (Beverage -As Needed) 12.4. YL Planning Commission - May 11, 2016 (Melton) 13. BOARD OF DIRECTORS ACTIVITY CALENDAR 13.1. Meetings from May 13, 2016 - June 30, 2016 14. 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. 14.1. Conference with Legal Counsel - Pending Litigation Pursuant to Subdivision (a) of Section 54956.9 of the California Government Code Name of Case: Kent Ebinger and Yorba Linda Taxpayers Association vs. Yorba Linda Water District (OC Superior Court - Case No. 00829548) 15. ADJOURNMENT 15.1. The next Regular Board of Directors Meeting will be held Thursday, May 26, 2016 at 8:30 a.m. Items Distributed to the Board Less Than 72 Hours Prior to the Meeting Pursuant to Government Code section 54957.5, non-exempt public records that relate to open session agenda items and are distributed to a majority of the Board less than seventy-two (72) hours prior to the meeting will be available for public inspection in the lobby of the District's business office located at 1717 E. Miraloma Avenue, Placentia, CA 92870, during regular business hours. When practical, these public records will also be made available on the District's internet website accessible at http://www.ylwd.com/. Accommodations for the Disabled Any person may make a request for a disability-related modification or accommodation needed for that person to be able to participate in the public meeting by telephoning the Executive Secretary at 714-701-3020, or writing to Yorba Linda Water District, P.O. Box 309, Yorba Linda, CA 92885-0309. Requests must specify the nature of the disability and the type of accommodation requested. A telephone number or other contact information should be included so the District staff may discuss appropriate arrangements. Persons requesting a disability-related accommodation should make the request with adequate time before the meeting for the District to provide the requested accommodation. ITEM NO. 7.1 AGENDA REPORT Meeting Date: May 12, 2016 Subject: Minutes of the Board of Directors Workshop Meeting held April 21, 2016 STAFF RECOMMENDATION: That the Board of Directors approve the minutes as presented. ATTACHMENTS: Description: Type: 2016-04-21 - Minutes - BOD.doc Minutes Minutes 2016-XXX MINUTES OF THE YORBA LINDA WATER DISTRICT BOARD OF DIRECTORS WORKSHOP MEETING Thursday, April 21, 2016, 10:00 a.m. 1717 E Miraloma Ave, Placentia CA 92870 1. CALL TO ORDER ]if The April 21, 2016 Yorba Linda Water District Board of Directors Workshop Meeting was called to order by President Collett at 10:00 a.m. The meeting was held in the Board Room at the District's Administration Building located at 1717 East Miraloma Avenue in Placentia, California 92870. 2. PLEDGE OF ALLEGIANCE Director Beverage led the pledge. ROLL CALL DIRECTORS PRESENT STAFF PRESENT Ric Collett, President Marc Marcantonio, General Mgr (Arrived at 10:50 a.m.) Michael J. Beverage, Vice President Steve Conklin, Engineering Manager Phil Hawkins (Arrived at 10:40 a.m.) John DeCriscio, Operations Manager Robert R. Kiley Delia Lugo, Finance Manager Gary T. Melton Art Vega, Information Technology Manager Damon Micalizzi, Public Information Manager Annie Alexander, Executive Secretary Cindy Botts, Water Cons Supvr/Mgmt Analyst Kelly McCann, Senior Accountant Bryan Melton, Human Resources Analyst Malissa Tem, Public Affairs Representative OTHER ATTENDEE Art Kidman, Partner, Kidman Law LLP Piper Schaar, Product Support & Development, OmniEarth Dustin Cady, Business Development Manager, Dropcountr Al Nederhood, Resident Eddy Jackson, Resident Ben Parker, Resident President Collett noted that Director Hawkins was running late and would arrive as soon as possible. He also indicated that some of the following agenda items would be taken out of order. Minutes of the YLWD Board of Directors Workshop Meeting Held April 21,2016 at 10:00 a.m. 1 4. PUBLIC COMMENTS Mr. Al Nederhood, resident, commented on the recall petition, the current budget, and pending litigation. Ms. Julia Shultz, resident, commented on the current budget and the impact of the State's conservation mandate. 5. DISCUSSION ITEMS The following items were taken out of order. 5.2. Draft FY 2016-17 Operating Budget 4t Mrs. Delia Lugo commented on a recent incident at the City of Placentia and provided the Board with an overview of the District's process for initiating and approving wire transfers. She also noted that the District had recently received the Distinguished Budget Presentation Award for the FY 2015/16 budget from the Government Finance Officers Association (GFOA). Mrs. Lugo then reviewed the various cost increases associated with the District's groundwater and import water supplies for the next fiscal year as well as key budget assumptions. She then presented the draft water and sewer budget summary and noted that it did not include any increase in rates or pass-through costs. While reserve levels won't meet previous projections, the District would still be able to meet its debt service requirements. Mrs. Botts then reviewed the projected variable water costs, potential pass-through costs (which weren't included in the draft budget calculations), as well as projected import water and groundwater costs. Mrs. Lugo noted that the draft budget for personnel costs had increased by $3,000 due to the 1959 Survivor Benefit Program. This cost will decrease incrementally in subsequent years. Mrs. Botts then presented the draft supplies and services budget and explained that it had also increased by $4,000. Mrs. Lugo noted that this cost was for completion of an actuarial report related to the survivor benefit program as required by GASB 74 and 75. Mrs. Lugo then responded to questions from the Board related to uncollectible accounts and fees and permits. Mrs. Lugo then reported on the impact of potential litigation on the process of refinancing the 2008 Certificates of Participation. Mr. McCann provided the Board with an analysis of several scenarios for payoff of the District's line of credit with Wells Fargo. Mrs. Botts then reviewed four different scenarios of the 5 year financial plan and responded to related questions from the Board. Mrs. Lugo provided a summary of the purpose of reserves and basic reserve types. She also provided an overview of the District's reserve types, their purpose, projected year end balances, and the recommended balances included in the recent water/sewer rate study. Mrs. Lugo then presented a financial statement for the administrative penalty reserve and responded to questions from the Board. Minutes of the YLWD Board of Directors Workshop Meeting Held April 21,2016 at 10:00 a.m. 2 Mr. Al Nederhood, resident, commented on the budget summary and projected supplies and services. He also commented on the duties of the water conservation representatives and historical water conservation efforts in the community. Mr. Eddy Jackson, resident, commented on the budget information contained in the presentation and the administrative penalty reserve. Mr. Ben Parker, resident, commented on the administrative penalty reserve statement, the District's water conservation activities, and the five year financial plan. Mr. Ed Gunderson, resident, commented on projected water purchases and reserves. &OF 1% Mrs. Lugo explained that staff was working on developing the final draft budget document in accordance with GFOA standards and expected to be ready to present it to the Board for review in early June. As such, the Board decided to reschedule the workshop meeting on May 19, 2016 to a future date yet to be determined in June. President Collett declared a recess at 11:30^a.m The meeting reconvened at 11:37 a.m. 3. INTRODUCTIONS AND PRESENTATIONS 3.1 Presentation from OmniEarth/Dropcountr Regarding Grant Opportunity for Water Consumption Analytics Ms. Piper Schaar and Mr. Dustin Cady provided a presentation to the Board regarding an opportunity for the District to participate in a grant being funded by the Santa Ana Watershed Project Authority for a web- based water consumption analytics and customer engagement tool. Director Melton left the meeting at 11:44 a.m. Following discussion, the Board instructed staff to pursue participation in the grant opportunity and obtain cost information for continuation of the program following the one year expiration for consideration at a future meeting. Minutes of the YLWD Board of Directors Workshop Meeting Held April 21,2016 at 10:00 a.m. 3 5. DISCUSSION ITEMS CONTINUED 5.1. Scheduling of Future Presentation from HomeServe Regarding Services Offered The Board discussed scheduling a future presentation regarding this program and determined not to do so at this time. 6. ADJOURNMENT 6.1. The meeting was adjourned at 12:08 p.m. The next Regular Board of Directors Meeting will be held Thursday, April 28, 2016 at 8:30 a.m. Annie Alexander Assistant Board Secretary Minutes of the YLWD Board of Directors Workshop Meeting Held April 21,2016 at 10:00 a.m. 4 ITEM NO. 7.2 AGENDA REPORT Meeting Date: May 12, 2016 Budgeted: Yes To: Board of Directors Cost Estimate: $381,078.04 Funding Source: All Funds From: Marc Marcantonio, General Manager Presented By: Delia Lugo, Finance Manager Dept: Finance Reviewed by Legal: N/A Prepared By: Richard Cabadas, Accounting CEQA Compliance: N/A Assistant I Subject: Payments of Bills, Refunds, and Wire Transfers SUMMARY: Section 31302 of the California Water Code says the District shall pay demands made against it when they have been approved by the Board of Directors. Pursuant to law, staff is hereby submitting the list of disbursements for Board of Directors' approval. STAFF RECOMMENDATION: That the Board of Directors ratify and authorize disbursements in the amount of $381,078.04. DISCUSSION: The Accounts Payable check register total is $125,283.95; Payroll No. 08 total is $255,794.09; and the disbursements of this agenda report are $381,078.04. A summary of the checks is attached. PRIOR RELEVANT BOARD ACTION(S): The Board of Directors approves bills, refunds and wire transfers semi-monthly. ATTACHMENTS: Description: Type: 16-CS 0512.pdf CAP SHEET Backup Material CkReg051216.pdf CHECK REGISTER Backup Material 16 CC 0512.pdf CREDIT CARD SUMMARY Backup Material May 03, 2016 CHECK NUMBERS: Computer Checks 67569-67627 $ 125,283.95 $ 125,283.95 TOTAL OF CHECKS $125,283.95 PAYROLL NO. 08: Direct Deposits $ 160,751 .44 Third Party Checks 6390-6401 $ 50,333.35 Payroll Taxes $ 44,709.30 $ 255,794.09 TOTAL OF PAYROLL $255,794.09 ---------------------------------------------------------------------------------------------------------------------- DISBURSEMENT TOTAL: $381,078.04 ------------------------------------------------------------------ ------------------------------------------------------------------ APPROVED BY THE BOARD OF DIRECTORS MINUTE ORDER AT BOARD MEETING OF MAY 12, 2016 ------------------------------------------------------------------ ------------------------------------------------------------------ Yorba Linda Water District Check Register For Checks Dated: 04/29/2016 thru 05/12/2016 Check No. Date Vendor Name Amount Description 67572 05/12/2016 ALICIA GAGLIANO 111.60 CUSTOMER REFUND 67581 05/12/2016 Alternative Hose Inc. 261.54 HOSE ASSEMBLY-UNIT 168 67573 05/12/2016 ANDREA SAUNDERS 85.04 CUSTOMER REFUND 67582 05/12/2016 Aramark 482.30 UNIFORM SERVICE 67583 05/12/2016 AT&T-Calnet3 3,361.91 ATT CALNET 3 67586 05/12/2016 CalCard US Bank 22,492.87 CREDIT CARD TRANSACTIONS FOR MARCH&APRI L 2016 67584 05/12/2016 Calolympic Safety Co. 121.91 PPE EQUIPMENT 67585 05/12/2016 CAPERS 1,950.00 GASB-68-REPORTS AND SCHEDULES 67577 05/12/2016 CHIP J MCCARTNEY 66.41 CUSTOMER REFUND 67587 05/12/2016 City Of Placentia 2,487.51 SEWER FEES-APRIL 2016 67588 05/12/2016 City OfYorba Linda 7,000.00 J2014-12-CITY OF YORBA LINDA INSPECTION FEES 67589 05/12/2016 Clinical Lab.Of San Bern. 1,240.00 LAB SAMPLES-MARCH 2016 67570 05/12/2016 Damien Bates 223.92 CUSTOMER REFUND 67590 05/12/2016 Don Wolf&Associates Inc. 257.95 AUTO MAINTENANCE-02 SENSOR 67591 05/12/2016 Eagle Aerial Photography 9,200.00 AERIAL OF ENTIRE YLWD SERVICE AREA 67592 05/12/2016 Eisel Enterprises,Inc. 1,246.32 438 MTR BOX,LID&COVER 67593 05/12/2016 Elite Equipment Inc 1,573.62 TOOLS&EQUIPMENT 67594 05/12/2016 Enkay Engineering&Equipment Inc 900.00 REMOVAL&DISPOSAL-TRANS PIPE 67595 05/12/2016 Enthalpy Analytical,Inc. 2,013.50 MARCH 2016-INVOICE 67596 05/12/2016 ESRI 12,008.00 ARC GIS FOR DESKTOP 67597 05/12/2016 Flex Advantage 108.00 FLEX ADVANTAGE-APRIL 2016 67598 05/12/2016 Fry's Electronics 360.08 IT HARDWARE AND SUPPLIES 67571 05/12/2016 GEORGE GEROGIEFF 548.26 CUSTOMER REFUND 67599 05/12/2016 Graybar Electric Co 2,396.18 SCADA PARTS-TIMBER RIDGE PUMP 67579 05/12/2016 HENRY MARQUEZ 59.88 CUSTOMER REFUND 67600 05/12/2016 Hydrex Pest Control 175.00 PEST CONTROL 67601 05/12/2016 Infosend Inc. 5,139.37 POSTAGE BILLING-MONTHLY FEE 67602 05/12/2016 Jackson's Auto Supply-Napa 776.32 AUTO MAINTENANCE-UNITS 145,147,162,176,184&210 67578 05/12/2016 JEREMYALDRIDGE 153.23 CUSTOMER REFUND 67603 05/12/2016 John Bogosian 332.79 TOOLS&EQUIPMENT 67580 05/12/2016 JUNG BAEG 54.78 CUSTOMER REFUND 67575 05/12/2016 KAM CHEUNG 10.00 CUSTOMER REFUND 67604 05/12/2016 Konica Minolta Business 242.07 BIZHUB C224 LEASE 67605 05/12/2016 Lancab,Inc. 2,815.87 CAT6&AUDIO CABLING INSTALL 67606 05/12/2016 Liebert Cassidy Whitmore 19,194.10 LEGAL SERVICES 67607 05/12/2016 Managed Health Network 171.00 EAP-MAY 2016 67608 05/12/2016 Marc Marcantonio 153.77 MI.REIMBURSEMENT&TRAVEL EXPENSE REIMBURSEMENT-SWRCB CONFERENCE 67609 05/12/2016 Marcus Millen 27.43 MILEAGE REIMBURSEMENT-2016 RIM SEMINAR 67610 05/12/2016 Mc Fadden-Dale Hardware 32.06 TOOLS&EQUIPMENT 67611 05/12/2016 Mc Master-Carr Supply Co. 762.60 HARDWARE SUPPLIES 67612 05/12/2016 Michael J.Beverage 24.30 MILEAGE REIMBURSEMENT-APRIL 2016 67627 05/12/2016 Nickey Kard Lock Inc 10,921.83 FUEL-APRIL 1-15,2016&FLEET OIL 67615 05/12/2016 P.T.I.Sand&Gravel,Inc. 1,015.17 MATERIAL -3/4"CL2 BASE&+30 FILL SAND 67613 05/12/2016 Powerstride Battery 89.38 BATTERY-PS59-675 67614 05/12/2016 Praxair Distribution 157.80 WELDING SUPPLIES-GAS CYLINDER RENTAL 67616 05/12/2016 Robert Kiley 48.60 MILEAGE REIMBURSEMENT-APRIL 2016 67617 05/12/2016 Schorr Metals,Inc. 37.32 AUTO MAINT-UNIT 211 67569 05/12/2016 SHAUN EASTMAN 123.28 CUSTOMER REFUND 67618 05/12/2016 South Coast AQMD 3,460.73 ANNUAL OPERATING&EMISSION FEES 67619 05/12/2016 Southern Calif Edison Co. 305.63 6115&6354-ELECTRICITY CHARGES-APRIL 2016 67574 05/12/2016 SUMIE BEACH 180.51 CUSTOMER REFUND 67620 05/12/2016 Switch Ltd 544.37 HALF CABINET WITH THERMAL SCIF-CO-LOCATION 67621 05/12/2016 The Shredders 60.00 SHRED SERVICE 67622 05/12/2016 Time Warner Cable 2,000.00 ETHERNET INTERSTATE CO-LOCATION 67624 05/12/2016 U S Bank 2,750.00 2008 COP FEE-3/1/16-2/28/17 67623 05/12/2016 UNUM Life Insurance Co.of America 2,585.18 LIFE,AD&D,STD<D 67625 05/12/2016 West Coast Safety Supply Co 146.66 REPLACEMENT PART-6'CHAIN TURBO 67576 05/12/2016 XIAO-LIE WEI 150.00 CUSTOMER REFUND 67626 05/12/2016 Zane Woller 86.00 CERTIFICATE REIMBURSEMENT-CSM GD 2 125,283.95 Cal Card Credit Card U S Bank 3/29/16-4/28/16 Date Vendor Name Amount Description 3/29/2016 Amazon.com 157.00 Cell phone supplies 3/30/2016 Motion Industries 242.32 AC maintenance-Admin building 3/31/2016 Courtyard Marriot 535.34 Travel Expense-SWRCB workshop-Marcantonio,M 4/18/2016 Amazon.com 11.39 Printer supplies 4/18/2016 Harrington Industrial 197.42 CL2 Parts-production 4/18/2016 Magliner 61.04 Replacement parts-hand cart 4/18/2016 Frazier Auto Upholstery 364.00 Seat repair-Unit 144 4/20/2016 Engineer Supply 95.20 Tools&Equipment 4/20/2016 Home Depot 150.12 Replacement battery for handheld tools 4/20/2016 Scott Equipment 317.88 Oil filters-Unit E175 4/21/2016 Orchard Supply 37.99 Landscape supplies 4/21/2016 CWEA 164.00 CWEA Reneal for 2016-Ostiz,M 4/21/2016 Placentia Disposal 506.08 Richfield-(2)front loads 4/21/2016 Online Information Services 347.30 Online utility exchange 4/21/2016 America's Instant Signs 191.16 Business Open During Construction signs 4/22/2016 United Water Works 14,975.34 February 2016 Invoices 4/25/2016 OC Taxpayer Association 210.00 OC Taxpayer Association meeting-04/27/16 4/25/2016 ABS Power Brake Inc. 270.00 ABS brake module 4/25/2016 Pulltarp Mfg. 1,151.70 Supershield pull tarp systems 4/26/2016 Swiss Cleaners 24.00 Repair of traffic signals 4/26/2016 Action Wholesale 59.00 Shop supplies 4/26/2016 Action Wholesale 136.46 Forms-Non Business Hours Turn on Report 4/27/2016 Center Tower Parking 15.00 Parking fee-OC Taxpayer Association meeting 4/27/2016 Action Wholesale 73.44 Warehouse inventory bins 4/28/2016 Home Depot 182.44 Tools&Equipment 4/28/2016 City of Placentia 2,017.25 Inspection fees for City of Placentia J2014-23 22,492.87 ITEM NO. 7.3 AGENDA REPORT Meeting Date: May 12, 2016 To: Board of Directors From: Marc Marcantonio, General Manager Presented By: Delia Lugo, Finance Manager Dept: Finance Prepared By: Kelly McCann, Senior Accountant Subject: Cash and Investment Report for Period Ending March 31, 2016 SUMMARY: Government Code Section 530607, et. seq., requires the person delegated to invest funds to make quarterly report of investments to the legislative body. STAFF RECOMMENDATION: That the Board of Directors receive and file the Cash and Investment Reports for the Period Ending March 31, 2016. DISCUSSION: Staff is submitting the Cash and Investment Report for the Period Ending March 31, 216. The Cash and Investment Portfolio Report presents the market value and percent yield for all District investments by institution. The Cash and Investment Report Summary includes budget and actual interest and average term portfolio information as well as market value broken out by reserve categories. The total yield for the month ending March 31, 2016 is 0.81%. The overall increase in the reported balance from the previous month is approximately $826,000. A larger balance change includes an increase in COP Revenue Bond - Reserve fund of $821,000. Though the District has made its March 31, 2016 biannual Debt Service interest payment on the 2008 Certificates of Participation and on the Refunding Revenue Bonds, Series 2012A, US Bank will not post the biannual interest payment until April 1, 2016. STRATEGIC PLAN: FR 1-F: Continue to Record and Report the Fairly Stated Financial Activities of the District in a Timely and Transparent Manner to the Board of Directors and Member Agencies ATTACHMENTS: Name: Description: Type: Invst Rpt 3-16.xlsx Cash and Investment Report for the Period Ending Backup Material March 31,2016 Invst Agenda Backup - March 2016.xlsx Cash and Investment Summary Report-March 31,2016 Backup Material Yorba Linda Water District Cash&Investment Portfolio Report March 31,2016 Market % Date of Percent Value Par of Total Institution Maturity dli Checking Account: $ 461,761 $ 461,761 Wells Fargo Bank 592,315 592,315 Pershing $ 1,054,076 $ 1,054,076 2.75% Total 0.00% Money Market Accounts: $ 55,001 $ 55,001 Wells Fargo Money Market 0.03% 867,128 867,128 US Bank (Revenue Bonds) 0.10% 552,488 552,488 Bank of the West 0.08% $ 1,474,617 $ 1,474,617 3.85% Total 0.09°/% Federal Agency Securities: $ 500,060 $ 500,000 Fannie Mae 05/25/18 1.12% $ 499,945 500,000 Federal Home Loan Bank 06/12/18 1.00% $ 500,215 500,000 Federal Home Loan Bank 06/13/18 1.09% $ 500,805 500,000 Federal Home Loan Bank 06/20/18 1.12% $ 2,119,822 $ 2,124,676 Federal Home Loan Bank 05/24/17 0.87% $ 4,120,847 $ 4,124,676 10.76% Total 0.97% Certificates of Deposits: $ 248,843 $ 248,000 CIT Bank,Salt Lake 05/22/18 1.19% $ 248,737 248,000 Discover 05/22/18 1.19% $ 248,112 248,000 Goldman Sachs Bank 05/22/18 1.19% $ 248,895 248,000 Beal Bank 05/23/18 0.99% $ 248,067 248,000 Wells Fargo 04/27/18 0.89% $ 249,645 247,000 Barclays Bank 04/30/18 0.69% $ 249,220 248,000 State Bank of India 05/14/18 1.14% $ 247,633 249,000 Webster Bank 05/03/18 0.90% $ 248,841 248,000 American Express Centurion Bank 05/23/18 1.19% $ 247,586 248,000 GE Capital Bank 05/24/18 1.10% $ 250,091 249,000 Merrick Bank 05/24/17 0.74% $ 249,081 248,000 BMW Bank 05/24/17 0.89% $ 249,105 249,000 Firstbank Puerto Rico 05/24/16 0.74% $ 248,298 249,000 Oriental Bank&Trust 05/29/18 1.05% $ 248,034 249,000 Silvergate Bank 05/30/18 1.00% $ 248,034 249,000 Enterprise Bank&TR Co Lowell 05/30/18 1.00% $ 248,031 249,000 Safra National Bank 05/31/18 1.00% $ 247,035 248,000 Townebank Portsmouth 05/31/18 1.00% $ 248,036 249,000 Mascoma Savings Bank 05/29/18 1.00% $ 100,416 100,000 Ally Bank Midvale Utah 12/11/17 1.54% $ 4,821,740 $ 4,819,000 12.59% Total 1.01% Pooledlnvestment Accounts: $ 9,485,393 $ 9,485,393 Local Agency Investment Fund 0.51% 4,331 4,331 Ca1TRUST Short Term 0.69% 17,344,706 17,324,421 Ca1TRUST Medium Term 1.00% $ 26,834,430 $ 26,814,145 70.05% 0.83% $ 38,305,711 $ 38,286,515 100% Total Investments 0.81% 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. .y. Kelly D.McCann,Senior Accountant 3/31/16 Cash & Investment Summary Report Below is a chart summarizing the yields as well as terms and maturities for the month of March 2016: Average #of Month Portfolio Days to of 2015 Yield Maturity March 0.81% 164 Below are charts comparing operating fund interest for current and prior fiscal years. Actual Interest 3/31/2015 3/31/2016 Monthly-March $ 14,333 $ 19,709 Year-to-Date $ 122,969 $ 173,573 Budget 2014/2015 2015/2016 Interest Budget, March YTD $ 84,000 $ 69,750 Interest Budget,Annual $ 112,000 $ 93,000 Interest earned on investments is recorded in the fund that owns the investment. Cash&Investment Summary Comparison Between Current and Previous Month The distribution of investments in the portfolio both in dollars and as a percentage of the total portfolio by funds is as follows: Total of$38.3 million in cash and investments which is split between minimum reserve requirements and what is available to meet current year obligations(operating costs, debt service, capital costs) Reserve Cash and Requirements Investments February 2016 %Alloc March 2016 %Alloc "Conditional Available for Fund Description Balance 2/29/2016 Balance 3/31/2016 Use" CY Obligations Water Operating Reserve $ 7,683,874 20.72% $ 7,536,529 19.91% $ 4,270,217 3,601,512 Water Emergency Reserve 1,034,333 2.79% 1,036,262 2.74% $ 1,000,000 36,262 Water Capital Project Reserve 19,097,163 51.50% 19,141,612 50.58% $ 8,820,000 10,321,612 Water Reserve for Debt Service 2,736,514 7.38% 2,744,075 7.25% $ 2,723,509 20,566 Maintenance Reserve 201,113 0.54% 201,113 0.53% $ 200,000 1,113 Employee Liability Reserve 300,303 0.81% 300,301 0.79% $ 279,000 21,301 COP Revenue Bond 2008-Reserve 2,165,331 5.84% 2,986,950 7.89% $ 2,152,320 834,630 Sewer Operating Reserve 341,861 0.92% 341,905 0.90% $ 220,000 248,466 Sewer Emergency Reserve 1,025,564 2.77% 1,028,171 2.72% $ 1,000,000 28,171 Sewer Capital Project Reserve 2,498,381 6.74% 2,527,032 6.68% $ 2,023,439 503,593 $ 37,084,437 100.00% $ 37,843,950 100.00% $ 22,688,485 15,617,226 Wells Fargo Bank Checking Water Operating 286,111 335,200 Sewer Operating 109,156 126,561 395,268 461,761 Totals $ 37,479,704 $ 38,305,711 ITEM NO. 7.4 AGENDA REPORT Meeting Date: May 12, 2016 To: Board of Directors From: Marc Marcantonio, General Manager Presented By: Delia Lugo, Finance Manager Dept: Finance Prepared By: Kelly McCann, Senior Accountant Subject: Unaudited Financial Statements for the Period Ending March 31, 2016 SUMMARY: Presented are the Unaudited Financial Statements for the Period Ending March 31, 2016 for the District. STAFF RECOMMENDATION: That the Board of Directors receive and file the Unaudited Financial Statements for the Period Ending March 31, 2016. DISCUSSION: For the period ending March 31, 2016, staff is presenting unaudited statements in the CAFR format. We have included the traditional budget to actual statements for the District as a whole, as well as the individual water and sewer funds, and the debt service coverage calculation. Year to date Total Water Operating Revenue, as presented, is 73.32% of annual budget, which is .02% lower than the historical trend for this point of the fiscal year. Water Other Operating Revenue, which includes administrative penalty assessments, is 58.76% of annual budget. Year to date Total Sewer Operating Revenue, as presented, is 77.51% of annual budget. As reported through March 31, 2016, Variable Water Costs are 63.79% of annual budget, which is 9.55% lower than budget. This is predominantly a result of the conservation efforts of the community, where the water production staff was able to increase the Districts ground water supply portfolio to levels never achieved in the history of the District. This has realized a significant cost saving to the Districts overall variable water costs. With the issuance of the 2008 Certificates of Participation (COP's) and the Refunding Revenue Bonds, Series 2012A the District covenanted "...to fix, prescribe and collect rates and charges for Water Service which will be at least sufficient to yield during each Fiscal Year, Net Revenues equal to 110% of the Debit Service for such Fiscal Year." To confirm the covenant is upheld, a calculation is made quarterly and presented to the Finance- Accounting Committee and received and filed by the Board of Directors. Accordingly, the unaudited debt service ratio through December 2015 is shown in the calculation as 342%. This shows strong financial health for the District as it pertains to the debt service ratio. STRATEGIC PLAN: FR 1-F: Continue to Record and Report the Fairly Stated Financial Activities of the District in a Timely and Transparent Manner to the Board of Directors and Member Agencies ATTACHMENTS: Name: Description: Type: FY 2016 3rd Qtr Consolidated Balance Sheet.xlsx FY 2016 3rd Qtr Consolidated Balance Sheet Backup Material 3rd Qtr 2016 Debt Svc Calc.xlsx FY 2016 3rd Qtr Debt Service Calculation Backup Material 3rd QTR 2016 Consolidated Statement.xlsx 3rd Qtr 2016 Consolidated Statement Backup Material 3rd QTR 2016 Water Statement.xlsx 3rd Qtr 2016 Water Statement Backup Material 3rd QTR 2016 Sewer Statement.xlsx 3rd Qtr 2016 Sewer Statement Backup Material YORBA LINDA WATER DISTRICT UNAUDITED COMBINING SCHEDULE OF NET ASSETS March 31, 2016 (With March 31, 2015 for comparison only) ASSETS March 2016 March 2015 CURRENT ASSETS: Cash and cash equivalents $ 29,369,113 $ 21,547,545 Investment 8,942,587 9,419,478 Accounts receivable-water and sewer services 3,382,684 2,788,759 Accounts receivable-property taxes - - Accrued interest receivable 36,092 18,915 Prepaid expenses &other deposits 357,439 346,205 Inventory 256,267 271,875 TOTAL CURRENT ASSETS 42,344,182 34,392,777 NONCURRENT ASSETS: Bond issuance costs 431,428 457,128 Other post-employment benefit(OPEB)asset 142,701 138,944 Deferred Pension Plans 587,176 - Notes Receivable 226,741 - Capital assets: Non-depreciable 3,845,351 3,823,852 Depreciable, net of accumulated depreciation 185,948,734 191,556,271 TOTAL NONCURRENT ASSETS 191,182,131 195,976,195 TOTAL ASSETS 233,526,313 230,368,972 LIABILITIES CURRENT LIABILITIES: Accounts payable 1,227,841 1,246,737 Accrued expenses 637,554 924,480 Accrued interest payable 828,529 848,029 Certificates of Participation -current portion 795,000 765,000 Accrued OPEB 1,224 8,305 Refunding Revenue Bond -current portion 285,000 280,000 Compensated absences 330,840 281,896 Customer and construction deposits 472,154 384,569 Deferred revenue 345,460 380,795 TOTAL CURRENT LIABILITIES 4,923,602 5,119,811 LONG-TERM LIABILITIES (LESS CURRENT PORTION): Deferred annexation revenue 14,721,828 13,757,522 Compensated absences 1,047,660 892,672 Net Pension Liability 5,092,626 - Deferred Pension Plan 1,810,965 - Refunding Revenue Bond 8,056,842 8,401,472 LOC 6,458,297 5,620,784 Certificate of Participation 29,649,042 30,458,534 TOTAL LONG TERM LIABILITIES (LESS CURRENT PORTION) 66,837,260 59,130,984 TOTAL LIABILITIES 71,760,862 64,250,795 NET ASSETS: $ 161,765,451 $ 166,118,177 YORBA LINDA WATER DISTRICT UNAUDITED COMBINING SCHEDULE OF REVENUES, EXPENSES AND CHANGES IN NET ASSETS For the period ended March 31, 2016 (With fiscal year ended March 2015 for comparison only) March 2016 March 2015 OPERATING REVENUES: Water sales $ 19,922,336 $ 20,297,732 Sewer revenues 1,346,193 1,310,654 Other operating revenues 2,155,981 794,673 TOTAL OPERATING REVENUES 23,424,510 22,403,060 OPERATING EXPENSES Variable water costs 7,705,766 10,072,620 Personnel services 6,388,345 5,892,572 Supplies and services 3,161,167 2,786,376 Depreciation and amortization 5,682,524 5,549,210 TOTAL OPERATING EXPENSES 22,937,802 24,300,778 OPERATING INCOME/(LOSS) 486,708 (1,897,718) NONOPERATING REVENUES (EXPENSES): Property taxes 1,015,622 929,606 Investment income 173,879 122,969 Interest expense (1,271,090) (1,287,498) Other nonoperating revenues 576,557 504,859 Other nonoperating expenses (21,360) (112,014) TOTAL NONOPERATING REVENUES/EXPENSES 473,608 157,922 NET INCOME/(LOSS) BEFORE CAPITAL CONTRIBUTIONS & EXTRAORDINARY ITEM(S) 960,316 (1,739,796) EXTRAORDINARY ITEM(S) - CAPITAL CONTRIBUTIONS 182,472 81,104 CHANGES IN NET ASSETS 1,142,788 (1,658,692) NET ASSETS-BEGINNING OF YEAR 160,622,663 167,776,869 NET ASSETS-FOR PERIOD END MARCH 31, 2016 $ 161,765,451 $ 166,118,177 Yorba Linda Water District Unaudited Debt Service Ratio Calculation For Period Ending March 31, 2016 YTD Debt Actual Service FY 2016 Calculation Revenue (Operating): Water Sales $19,922,336 $ 19,922,336 Other Operating Revenue 2,089,887 2,089,887 Total Operating Revenue: 22,012,223 22,012,223 Revenue (Non-Operating): Interest 160,846 160,846 Property Tax 1,015,622 1,015,622 Other Non-Operating Revenue 529,887 167,614 Total Non-Operating Revenue: 1,706,355 1,344,082 Total Revenue 23,718,678 23,366,306 Expenses (Operating): Variable Water Costs (G.W., Import& Power) 7,705,766 7,705,766 Salary Related Expenses 5,729,181 5,729,181 Supplies & Services 2,891,647 2,891,647 Depreciation 4,656,714 - Total Operating Expenses 20,983,308 16,326,594 Expenses (Non-Operating): Interest on Long Term Debt 1,271,090 - Other Expense 39,386 39,386 Total Non-Operating Expenses: 1,310,476 39,386 Total Expenses 22,293,784 16,366,980 Net Income (Loss) Before Capital Contributions 1,424,794 6,990,326 Capital Contributions 104,605 - Net Change in Assets $ 1,629,399 $ 6,990,326 DEBT SERVICE RATIO CALCULATION: Net Revenues $ 6,990,325 Debt Service $ 2,041,169 % 342% Yorba Linda Water District Summary Financial Report Water&Sewer Funds For Period Ending March 31,2016 Annual YTD YTD YTD YTD YTD Budget Budget Actual Under(Over) %of %of YTD FY 2016 FY 2016 FY 2016 Budget Budget Budget Revenue(Operating): Water Revenue(Residential) $11,472,028 $8,413,585 $9,267,898 2,204,130 80.79% 110.15% Water Revenue(Commercial&Fire Det.) 1,385,979 1,016,477 1,284,280 101,699 92.66% 126.35% Water Revenue(Landscape/Irrigation) 2,782,183 2,040,453 1,972,995 809,188 70.92% 96.69% Water Revenue(Service Charge) 10,824,413 7,672,068 7,397,163 3,427,250 68.34% 96.42% Sewer Charge Revenue 1,584,348 1,188,261 1,240,413 343,935 78.29% 104.39% Locke Ranch Assessments 201,500 126,341 105,780 95,720 52.50% 83.73% Other Operating Revenue 3,592,969 2,694,727 2,155,981 1,436,988 60.01% 80.01% Total Operating Revenue: 31,843,420 23,151,912 23,424,510 8,418,910 73.56% Revenue(Non-Operating): Interest 93,000 69,750 173,879 (80,879) 186.97% 249.29% Property Tax 1,395,000 874,665 1,015,622 379,378 72.80% 116.12% Other Non-Operating Revenue 607,155 455,366 576,556 30,599 94.96% 126.61% Total Non-Operating Revenue: 2,095,155 1,399,781 1,766,057 329,098 84.29% Total Revenue 33,938,676 24,661,693 26,190,667 8,748,008 74.22% Expenses(Operating): Variable Water Costs(G.W., Import&Power) 12,080,410 8,859,773 7,705,766 4,374,644 63.79% 86.97% Salary Related Expenses 8,964,218 6,787,123 6,388,345 2,575,873 71.26% 94.12% Supplies&Services 7,564,117 5,673,088 3,161,167 4,402,950 41.79% 55.72% Total Operating Expenses 28,608,745 21,319,983 17,255,278 11,353,467 60.31% Expenses(Non-Operating): Interest on Long Term Debt 1,655,685 1,241,764 1,271,090 384,595 76.77% 102.36% Other Expense 22,000 16,500 21,360 640 97.09% 129.46% Total Non-Operating Expenses: 1,677,685 1,258,264 1,292,450 385,235 77.04% Total Expenses 30,286,430 22,678,247 18,647,728 11,738,702 61.24% Net Income(Loss)Before Capital Contributions 3,662,146 1,973,446 6,642,839 (2,990,694) 181.89% Capital Contributions - - 182,472 182,472 0.00% Net Income(Loss)Before Depreciation 3,662,146 199739446 698269311 (298089222) 186.88% Depreciation&Amortization 7,350,000 5,512,500 5,682,524 1,667,477 77.31% 103.08% Total Net Income(Loss) ($396979866) ($396399064) $191429788 ($498409643) -30.90% (153,342) Yorba Linda Water District Water Fund For Period Ending March 31,2016 Annual YTD YTD YTD YTD YTD Budget Budget Actual Under(Over) %of Annual %of YTD FY 2016 FY 2016 FY 2016 FY Budget Budget Budget Revenue(Operating): Water Revenue(Residential) $11,472,028 $8,413,585 $9,267,898 2,204,130 80.79% 110.15% Water Revenue(Commercial&Fire Det.) 1,385,979 1,016,477 1,284,280 101,699 92.66% 126.35% Water Revenue(Landscape/Irrigation) 2,782,183 2,040,453 1,972,995 809,188 70.92% 96.69% Water Revenue(Service Charge) 10,824,413 7,672,068 7,397,163 3,427,250 68.34% 96.42% Other Operating Revenue 3,556,678 2,667,509 2,089,887 1,466,792 58.76% 78.35% Total Operating Revenue: 30,021,281 21,810,092 22,012,223 8,009,058 73.32% Revenue(Non-Operating): Interest 85,000 63,750 160,846 (75,846) 189.23% 252.31% Property Tax 1,395,000 874,665 1,015,622 379,378 72.80% 116.12% Other Non-Operating Revenue 595,230 446,423 529,887 65,343 89.02% 118.70% Total Non-Operating Revenue: 2,075,230 1,384,838 1,706,355 368,875 82.22% Total Revenue 32,096,511 23,194,930 23,718,578 8,377,933 73.90% Expenses(Operating): Variable Water Costs(G.W., Import&Power) 12,080,410 8,859,773 7,705,766 4,374,644 63.79% 86.97% Salary Related Expenses 8,118,352 6,150,268 5,729,181 2,389,171 72.26% 93.15% Supplies&Services: Communications 280,232 210,174 159,657 120,576 56.97% 75.96% Contractual Services 545,124 408,843 369,338 175,786 67.75% 90.34% Data Processing 279,461 209,596 167,197 112,264 59.83% 79.77% Dues&Memberships 106,773 80,080 70,977 35,796 66.47% 88.63% Fees&Permits 2,718,822 2,039,117 155,613 2,563,209 5.72% 7.63% Insurance 253,596 190,197 178,105 75,491 70.23% 93.64% Materials 690,479 517,859 574,651 115,828 83.22% 110.97% District Activities, Emp Recognition 27,072 20,304 7,108 19,964 26.26% 35.01% Maintenance 415,101 311,326 217,975 197,126 52.51% 70.02% Non-Capital Equipment 148,338 111,254 89,933 58,405 60.63% 80.84% Office Expense 39,851 29,888 28,241 11,610 70.87% 94.49% Professional Services 494,350 370,763 458,171 36,179 92.68% 123.58% Training 67,718 50,789 16,623 51,095 24.55% 32.73% Travel&Conferences 88,406 66,305 36,314 52,092 41.08% 54.77% Uncollectible Accounts 37,200 27,900 57,715 (20,515) 155.15% 206.86% Utilities 83,700 62,775 83,737 (37) 100.04% 133.39% Vehicle Equipment 300,328 225,246 220,292 80,036 73.35% 97.80% Supplies&Services Sub-Total 6,576,551 4,932,413 2,891,647 3,684,904 43.97% Total Operating Expenses 26,775,313 19,942,454 16,326,594 10,448,719 60.98% Expenses(Non-Operating): Interest on Long Term Debt 1,655,685 1,241,764 1,271,090 384,595 76.77% 102.36% Other Expense 22,000 16,500 39,386 (17,386) 179.03% 238.70% Total Non-Operating Expenses: 1,677,685 1,258,264 1,310,476 367,209 78.11% Total Expenses 28,452,998 21,200,718 17,637,070 10,815,928 61.99% Net Income(Loss) Before Capital Contributions 3,643,513 1,994,212 6,081,508 (2,437,995) 166.91% Capital Contributions - - 104,605 104,605 0.00% Net Income(Loss) Before Depreciation 3,643,513 1,994,212 6,186,112 (2,333,390) 169.78% Depreciation&Amortization 6,003,400 4,502,550 4,656,714 1,346,687 77.57% 103.42% Total Net Income(Loss) ($2,359,887) ($2,508,338) $1,529,399 ($3,889,286) -64.81% Capital-Direct Labor (136,952) Yorba Linda Water District Sewer Fund For Period Ending March 31,2016 Annual YTD YTD YTD YTD YTD Budget Budget Actual Under(Over) %of Annual %of YTD FY 2016 FY 2016 FY 2016 Budget Budget Budget Revenue(Operating): Sewer Charge Revenue $1,584,348 $1,188,261 $1,240,413 343,935 78.29% 104.39% Locke Ranch Assessments 201,500 126,341 105,780 95,720 52.50% 83.73% Other Operating Revenue 36,291 27,218 66,094 (29,803) 182.12% 242.83% Total Operating Revenue: 1,822,139 1,341,820 1,412,287 409,852 77.51% Revenue(Non-Operating): Interest 8,000 6,000 13,033 (5,033) 162.91% 217.22% Other Non-Operating Revenue 11,925 8,944 46,669 (34,744) 391.35% 521.81% Total Non-Operating Revenue: 19,925 14,944 59,702 (39,777) 299.63% Total Revenue 1,842,064 1,366,764 1,471,989 370,076 79.91% Expenses(Operating): Salary Related Expenses 845,865 636,854 659,164 186,701 79.87% 103.50% Supplies&Services: Communications 21,293 15,970 9,914 11,379 46.56% 62.08% Contractual Services 41,031 30,773 26,890 14,141 65.54% 87.38% Data Processing 16,368 12,276 11,817 4,551 72.20% 96.26% Dues&Memberships 8,337 6,253 5,520 2,817 66.21% 88.28% Fees&Permits 207,843 155,882 7,653 200,190 3.68% 4.91% Insurance 20,744 15,558 13,406 7,338 64.63% 86.17% Materials 105,472 79,104 26,937 78,535 25.54% 34.05% District Activities, Emp Recognition 2,038 1,529 533 1,505 26.15% 34.87% Maintenance 332,244 249,183 68,798 263,446 20.71% 27.61% Non-Capital Equipment 29,413 22,059 21,154 8,259 71.92% 95.89% Office Expense 3,000 2,250 1,839 1,161 61.30% 81.73% Professional Services 100,360 75,270 16,631 83,729 16.57% 22.10% Training 7,297 5,472 2,244 5,053 30.75% 41.01% Travel&Conferences 10,074 7,555 2,567 7,506 25.49% 33.98% Uncollectible Accounts 2,800 2,100 7,117 (4,317) 254.20% 338.93% Utilities 7,150 5,362 6,059 1,091 84.75% 113.00% Vehicle Equipment 72,105 54,078 40,444 31,661 56.09% 74.79% Supplies&Services Sub-Total 987,567 740,675 269,523 718,043 27.29% Total Operating Expenses 1,833,432 1,377,529 928,688 904,744 50.65% Expenses(Non-Operating): Interest Expense - - - - 0.00% Other Expense (18,026) 18,026 0.00% Total Non-Operating Expenses: (18,026) 18,026 0.00% Total Expenses 1,833,432 1,377,629 910,662 922,769 49.67% Net Income(Loss)Before Capital Contributions 8,633 (20,766) 661,327 (662,694) 6602.48% Capital Contributions - - 77,867 77,867 0.00% Net Income(Loss)Before Depreciation 8,633 (20,766) 639,194 (474,827) 7404.60% Depreciation&Amortization 1,346,600 1,009,950 1,025,810 320,790 76.18% 101.57% Total Net Income(Loss) ($1,337,968) ($1,030,716) ($386,616) ($961,361) 28.90% Capital-Direct Labor (16,390) ITEM NO. 7.5 AGENDA REPORT Meeting Date: May 12, 2016 Budgeted: Yes To: Board of Directors Funding Source: Operating Funds From: Marc Marcantonio, General Account No: 1-6020-0620-10 Manager Presented By: Gina Knight, HR/Risk Manager Dept: Human Resources/Risk Management Prepared By: Laurie Mcallaster, Records Mgmt. Administrator Subject: Electronic Content Management System Upgrade (Laserfiche) and Scanner i SUMMARY: The current electronic content management system, Laserfiche, is nearing the end of its life. The District has budgeted for the purchase of an updated version that will allow all the Records Management Division to properly monitor the lifecycle of records. District staff will be able to collaborate on documents and view records. Workflow will efficiently route forms and documents to the appropriate staff member for attention. Forms can be created and utilized both internally and externally. STAFF RECOMMENDATION: That the Board of Directors authorize the General Manager to execute a Professional Services Agreement with Complete Paperless Solutions for a not-to-exceed amount of $63,592.34 for the purchase of Laserfiche Avante, Laserfiche Forms and Fujitsu Scanner. DISCUSSION: Laserfiche is an enterprise content management system that allows for storage and archiving of District records, collaboration and access to records for members of the public. Laserfiche will be utilized as the single repository to house all of the District's official records. Users can check documents in and out to collaborate on assignments. Retention periods for destruction can be applied and audit trails can be maintained. Laserfiche will integrate seamlessly with Microsoft Office and Adobe. The newly created Records Management Division is in the process of developing a comprehensive records program for the District. A top initiative is to rid the District of the dark data that resides in shared drives, desktops and other storage places of electronic content by assigning metadata and properly classifying the records. These records will then be stored in a central repository for lifecycle monitoring. The Records Management Division is also striving to become more paperless by archiving hardcopy permanent documents and storing them in Laserfiche. Clearing the dark data will provide the District with more legal defensibility by allowing proper retention periods to be applied and legal holds assigned. Proper metadata will permit for the retrieval of the appropriate records for responding to California Public Record Act requests, subpoenas and internal requests for records. Archiving hardcopy records will allow for a faster disaster recovery and preservation of information on aging paper. The District Records Management Division currently maintains the documents stored within Laserfiche United. This aged version of Laserfiche is no longer supported. Bugs continue to be discovered with no patches available. Laserfiche United is not compatible with Microsoft Windows 10. The upgrade version, Laserfiche Avante, will include Workflow and Web Access, which the District does not currently have. Workflow will make the approval process more efficient and automate the routing of documents and forms to the appropriate staff members. Workflow automates collaboration by alerting users to edits, ensuring assignments are completed by notification emails, allows simultaneous viewing and tracks who is working on the document. Workflow can automate invoice processing, records management, expense management and much more. Users will receive e-mail notifications reminding them a document is waiting for approval or is waiting for edits. Web Access will be configured to allow all District employees access to Laserfiche from any computer connected to the network. Depending on permissions, employees can search and view all records in the repository, instead of the extremely limited documents that are shared with members of the public. Documents such as Safety Data Sheets will be accessible to all field staff working away from the office. Employees can also collaborate on documents in a single location utilizing workflow and preventing stalls when someone is out of the office. Laserfiche Forms will bring automation and quicker response times. Forms can be created for internal and external use. An unlimited number of forms can be created with the only limitation being the user's imagination. Forms can be submitted and approved via smartphone, email or web browser. Laserfiche Forms is more efficient, allows the District to save on resources and will remind approvers of pending forms through workflow. Present Department scanners are not utilized often due to the slow scanning speed, pages jamming, the cumbersome and inefficient procedure to scan documents into Laserfiche and the limited functionality. The scanner staff is proposing to purchase has the ability to scan up to 90 pages per minute, has both a feeder and flatbed, can detect and delete blank pages, scan double sided pages, and detect color versus black and white pages. The new scanner will allow Records Management staff to efficiently scan records into Laserfiche at a high quality. These records will be an exact replica of the hardcopy and will serve as the District's official record. Phase 1 Update and Install Hardware; Install Software June 2016 Phase 1 a Program Permissions, Set File Structure; Create June 2016 — July 2016 Templates Phase 2 Clear Dark Data July 2016 — December 2016 Phase 3 Scan/Import Hardcopy Permanent Records August 2016 - Ongoing Phase 3a Share Drive Clean Up — Import Electronic Files August 2016 - Ongoing Sole Source - Complete Paperless Solutions currently provides support to the District for Laserfiche. Their experience with Laserfiche and prior knowledge of the District demonstrates their qualified professional service in this field. It is an industry practice to purchase software from a value added reseller who will be conducting the installation and on-going support. PRIOR RELEVANT BOARD ACTION(S): The Board approved the initial purchase of Laserfiche and department scanners on October 23, 2008. ATTACHMENTS: Name: Description: Type: Scanner Functions.pdf Scanner Functions Backup Material Fujitsu Scanner fi-6670 Desktop Scanner Scan Directly into Laserfiche Pre-configure/save Settings Flatbed for Books/Pamplets Resolution Up to 600 dpi Speed Monochrome 90ppm / 180ipm Color 70ppm / 140ipm Functions Color Detection Double Feed Detection Multi-Feed Function Long Document Scanning Blank Page Detection Auto Rotation Auto Crop Flatbed Scan Field Batch Scanning Duplex Scanning Content-Based Rotation ITEM NO. 8.1 AGENDA REPORT Meeting Date: May 12, 2016 Subject: Public Hearing for 2015 Update of Urban Water Management Plan A. Open Hearing B. Staff Report C. Public Comments D. Continue or Close Hearing E. Consideration of Action ATTACHMENTS: Description: Type: Backup Material Distributed Less Than 72 Hours Prior to UWMP Presentation.pdf Backup Material the Meeting YL W YORBA LINDA WATER DISTRICT J 2015 URBAN WATER MANAGEMENT PLAN 4 Public Hearing • May 12t" 2016 P ►a.M�M �rw hfw■ /w F � • fY*frwwfrw■ wr jaw~�r..r4■ � ywr..i . f � wes �rr4rr� •7r. �"�� w � 4 w .r Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District Overview 64ARCADIS I Urban Water Management Plan (UWMP) Background 2. Major Elements 3. Significant Changes since 2010 4. Yorba Linda Water District (Yl-WD) UWMP Overview 5 Recommendation ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District Tasks and Schedule Kickoff Meeting First Draft 60-day Notification Final Draft Public Hearing Notice Public Hearing Adoption Submit to DWR ©Arcadis 2016 9/21/15 2/19/16 3/3/16 4/20/16 4/28/16 & 5/5/16 5/12/16 5/12/16 7/1/16 64ARCADIS I Complete Complete Complete Complete Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District ARCADIS Design&Consultancy for naturaland built assets ©Arcadis 2015 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District 64ARCADIS I Up*ban Water Management Plan UWMP Act of 1983 applies to all CA water suppliers with : 3,000 or more service connections Sells at least 3,000 acre-feet per year (AFY) Plans must be filed with DWR every 5 years July 1 , 2016 current plan deadline ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District ARCADIS Design&Consultancy for naturaland built assets ©Arcadis 2015 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District Major Fla,. ments 64ARCADIS I • Demonstrate water supply reliability over 25-year period Normal year single-dry year multiple-dry year Detail shortage contingency planning for up 50% reduction of service Describe water demand management measures Identify planned water supply projects including recycling and desalination ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District ARCADIS Design&Consultancy for naturaland built assets ©Arcadis 2015 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District Reporting ©Arcadis 2015 • Standardized tables • Online Submittal Tool — Manually upload data — all electronic • Standardized forms and tables • Streamlined process for calculating and reporting methodologies Metrics include gross water use, indirect recycled water use GIS based tool Conjunction with SBx7-7 verification form Two methods: Manually draw agency's boundary Import existing GIS boundary • Narrative focused, not quantitative • Retail Agencies — simplified to six general requirements AWWA Water Audit Software Tracks water into system, consumption, and losses Evaluate quality and efficiency of operations Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District SR x7 -7 ( 20°/a x 2020) 64ARCADIS I Based on Governor's goal to achieve a 20% statewide reduction in per capita water use by 2020 Reductions achieved through conservation or recycled water supplies Choose among four methods for measuring 20% reduction Agency can compliance ©Arcadis 2016 join a "Regional Alliance" to achieve Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District SBx7 =7 (20% mr 2020 ) Water use target compliance steps Calculate base daily per capita water use Choose a water use target calculation method 64ARCADIS I Report water use target and progress in UWMPs U WM P SBx7-7 Water Use Targets 2010: baseline water use & water use target 2015: interim progress (10% goal) 2020: meet or exceed goal ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District SBx7 =7 (20% � 2020 ) YLWD's Compliance Method : Option 1 Simple 20% reduction YLWD's 20% x 2020 Base/Targets: Base: 296 GPCD 64ARCADIS I 2015: 266 GPCD (actual 204 GPCD) 2020: 237 GPCD OC Regional Alliance 20% x 2020 Targets: 2015: 178 GPCD (actual 125 GPCD) 2020: 158 GPCD ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District ARCADIS Design&Consultancy for naturaland built assets ©Arcadis 2015 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District P YLWD 's Demand Projections (AF ) 100°x° so°r° 5,984 6,423 6,467 6,471 . , 80% 60% 50% 40% 13,962 14,987 15,091 15,099 15,107 20% 10% 0% 2020 2025 2030 2035 2040 ■Groundwater ■Imported ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District 64ARCADIS I YLWP 's Imported Wq# -% r Supply Municipal Water District of Orange County (MWDOC) Retail Agency Supply sufficient to meet demands from 2020 through 2040 under the single-dry year and multiple-dry year conditions Impacts to imported water supply reliability from the Delta pumping restrictions Integrates Metropolitan and MWDOC's shortage allocation plan Assumes short-term and long-term improvements in the Bay- Delta ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District Supply Reliability ©Arcadis 2016 64ARCADIS I Base Year Available Supplies if (Fiscal Year Year Type Repeats (AF) Ending) Volume Available % of Average Supply 2015 19,776 100% 2014 20,963 106% 2012 20,963 106% 2013 20,963 106% 2014 20,963 106% Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District 64ARCADIS I Normal Year Reliability Demands based on projections for average year factoring in growth and weather FYE Supply ©Arcadis 2016 2020 191946 191946 2025 21 ,410 21 ,410 2030 211558 211558 2035 211570 211570 2040 211582 211582 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District 64ARCADIS I Single-Dry Year Reliability Demand Increase of 6% using FY 2013-14 demands as the single dry year historical 2020 2025 2030 2035 2040 211143 221695 221851 221864 221877 211143 221695 221851 221864 221877 ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District 64ARCADIS I Multiple-Dry Year Reliability Demand increase of 6% using FY 2011 -12 through FY 2013-14 demands as the multiple dry years historical ©Arcadis 2016 2020 2025 2030 2035 2040 Supply 21 ,143 22,695 22,851 22,864 22,877 Demand 21 ,143 22,695 22,851 22,864 22,877 Supply 21 ,143 22,695 22,851 22,864 22,877 Demand 21 ,143 22,695 22,851 22,864 22,877 Supply 21 ,143 22,695 22,851 22,864 22,877 Demand 21 ,143 22,695 22,851 22,864 22,877 ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District Local Supplies Groundwater 64ARCADIS I Approximately 14, 181 AFY through ten wells from the Orange County Groundwater Basin Pumping limitations set by the Basin Pumping Percentage (BPP) Recycled Water No wastewater or recycled water treatment facilities. All wastewater sent to Orange County Sanitation District (OCSD) for treatment and disposal ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District Local Supplies Desalination ©Arcadis 2016 64ARCADIS I Desalination projects are identified, but not part of assumed supplies over the 25-year period In 2001 , Metropolitan developed a Seawater Desalination Program (SDP) to provide incentives for seawater desalination projects In 2014, Metropolitan modified the Local Resources Program (LRP) to include incentives for locally produced seawater desalination projects Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District 64ARCADIS I shortage/Contingency Planning Incorporates Metropolitan's Water Surplus and Drought Management Plan (WSDMP) / Water Supply Allocation Plan (WSAP) and MWDOC's WSAP Documents YLWD's participation in Water Emergency Response Organization of Orange County (WEROC) YLWD's Water Conservation Measures — Ordinance No. 09-01 ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District SummarAff 64ARCADIS I Based on the planning assumptions, YLWD is projected to have sufficient supplies under the hydrologic scenarios defined in the UWMP Supply shortage contingency planning for 50% reduction and supply interruption Planned water supply projects including recycling Current and planned demand management measures ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District ARCADIS Design&Consultancy for naturaland built assets ©Arcadis 2015 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda Water District 64ARCADIS I Recommendation to Board of Directors : 1 . Receive and consider Public Hearing comments 2. Approve the Resolution Adopting the 2015 UWMP 3. District staff to submit final UWMP to Department of Water Resources by July 1 , 2016 ©Arcadis 2016 Backup Material Distributed Less Than 72 Hours Prior to the Meeting Yorba Linda , Water District 64ARCADIS Yorba Linda Water District ©Arcadis 2016 ITEM NO. 9.1 AGENDA REPORT Meeting Date: May 12, 2016 Budgeted: Yes Total Budget: $40,650 To: Board of Directors Cost Estimate: $40,650 Funding Source: All Water Funds From: Marc Marcantonio, General Account No: 1-4020-0780-00 Manager Job No: J2015-09 Presented By: Steve Conklin, Engineering Dept: Engineering Manager Reviewed by Legal: N/A Prepared By: Anthony Manzano, Senior CEQA Compliance: N/A Project Manager Subject: 2015 Update to Urban Water Management Plan SUMMARY: The draft 2015 Urban Water Management Plan (UWMP) is complete and was made available for public review on April 21, 2016 on the District's website (under the tab: News/YLWD Reports). A printed copy is also available for review at the Public Counter. A Notice of Public Hearing was published in the Orange County Register on April 28 and May 5, 2016 to announce the Public Hearing on May 12, 2016. The consultant who prepared the Plan will present a summary of the UWMP findings to the Board, and will be available to respond to any questions or comments from the public hearing. STAFF RECOMMENDATION: That the Board of Directors approve Resolution No. 16-02 adopting the 2015 Urban Water Management Plan and direct staff to submit a final copy to the Department of Water Resources and other applicable agencies by July 1, 2016. DISCUSSION: The State Water Code (Sections 10610-10656) requires every urban water supplier that either provides over 3,000 AF annually or serves 3,000 or more connections, to prepare an Urban Water Management Plan (UWMP) every five years. The Municipal Water District of Orange County (MWDOC) retained the consulting firm Arcadis to prepare an UWMP for MWDOC as well as for YLWD and each of (22) twenty-two other member agencies who chose to participate in this collaborative effort. The UWMP is prepared by urban suppliers to support their long-term resource planning and ensure adequate water supplies are available for existing and future water demands. The 2015 UWMP addresses YLWD's programs, projections and issues surrounding future water demands. The Plan incorporates information regarding import supplies from MWD/MWDOC from MWD's Regional UWMP. It also incorporates information regarding groundwater supplies from OCWD's 2015 Groundwater Management Plan. It should be noted that while the 2015 UWMP finds that there are adequate water supplies for existing and future demands through 2040 (the study period), the potential exists for the need for future curtailment in supply in drought conditions. Pursuant to state regulations, a public hearing and board adoption must be completed and filed with the California Department of Water Resources by July 1, 2016, in order to qualify for any future State grants. Resolution No. 16-02 is attached for Board consideration for adoption. ATTACHMENTS: Description: Type: Resolution No. 16-02 - 2015 UWMP Update.doc Resolution No. 16-02 Resolution RESOLUTION NO. 16-02 RESOLUTION OF THE BOARD OF DIRECTORS OF YORBA LINDA WATER DISTRICT ADOPTING THE 2015 URBAN WATER MANAGEMENT PLAN WHEREAS, the Board of Directors of the Yorba Linda Water District first adopted an Urban Water Management Plan in 1985 ("the Plan") pursuant to the requirements of the Urban Water Management Plan Act of 1983 ("the Act"); and WHEREAS, the Board of Directors last adopted an update to the Plan in May 2011; and WHEREAS, the District is required to review and update the Plan every five years in accordance with Section 10621 of the Act; and WHEREAS, the 2015 update to the Plan has been made available for public inspection and notice of a public hearing thereon has been given pursuant to Section 6066 of the California Government Code; and WHEREAS, at the time set, the duly noticed public hearing was held and all persons interested were given an opportunity to be heard concerning any matter set forth in the Plan. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of Yorba Linda Water District as follows: Section 1. The 2015 update to the Urban Water Management Plan of the Yorba Linda Water District is hereby adopted. Section 2. The General Manager or his/her designee is authorized and directed to file a copy of the Urban Water Management Plan of the Yorba Linda Water District with the California Department of Water Resources and other applicable agencies by July 1, 2016. Resolution No. 16-02 Adopting the 2015 Urban Water Management Plan 1 PASSED AND ADOPTED this 12th day of May 2016, by the following called vote: AYES: NOES: ABSTAIN: ABSENT: Ric Collett, President Yorba Linda Water District ATTEST: Marc Marcantonio, Board Secretary Yorba Linda Water District Reviewed as to form by General Counsel: Arthur G. Kidman, Esq. Kidman Law LLP Resolution No. 16-02 Adopting the 2015 Urban Water Management Plan 2 ITEM NO. 9.2 AGENDA REPORT Meeting Date: May 12, 2016 To: Board of Directors From: Marc Marcantonio, General Manager Presented By: Damon Micalizzi, Public Information Manager Prepared By: Damon Micalizzi, Public Information Manager Subject: Long-Term Water Conservation and Management Policy in California SUMMARY: In recent weeks, the State Water Resources Control Board staff has indicated interest in pursuing permanent conservation regulations in the near future that could affect the ability of local agencies to determine appropriate water management strategies at the local level. ACWA strongly believes that any long-term policy for California should recognize investments in drought-resilience, emphasize ongoing water-use efficiency, and leave management discretion to local water agencies. In anticipation of ongoing advocacy with the Brown Administration and possible state legislation on this issue, ACWA is asking member agencies to weigh in and advance the water community's vision for a highly efficient and resilient water future for California and counter any proposals that would limit local decision making. STAFF RECOMMENDATION: That the Board of Directors adopt Resolution No. 16-03 regarding Long-Term Water Conservation and Management Policy in California and direct staff to send correspondence to State legislators advocating for this approach. DISCUSSION: On Feb. 2, 2016, the State Water Resources Control Board adopted an emergency conservation regulation that will extend mandatory urban conservation through October 2016. The action extends the mandatory conservation requirements that have been in place since the State Water Board's original emergency regulation took effect on June 1 , 2015 as a result of Gov. Jerry Brown's April 1 executive order on the drought. The recently extended regulation provides for some limited adjustments (e.g., for climate and population growth) to conservation standards assigned to individual urban water suppliers but continues to rely almost exclusively on mandatory urban water conservation determined by the State Water Board. Since the 1990s, local water agencies have proactively invested close to $20 billion in drought- resilient strategies and tools that have added nearly 5 million acre-feet of "new" local and regional water supply across the state. These farsighted investments were supported by the public and have largely shielded California's overall economy from the worst impacts of the drought. Yet, the State Water Board's emergency approach largely overlooks the value of both water supply and water efficiency tools made possible by more than 25 years of local investments. The concern is that this approach could extend to longer term, permanent regulations. ACWA believes it is important for the water community to lead by outlining an affirmative policy vision around long-term conservation that preserves local authority and promotes high water use efficiency performance and accountability. To this end, ACWA is asking members to weigh in with visible support for a long-term policy vision that demands high levels of water use efficiency, promotes innovation in developing water shortage contingency plans, requires high levels of accountability at local water agencies, and preserves local decision-making authority over water management. We also must make it clear that long-term policy is most appropriately developed and administered by the California Department of Water Resources, which already is working with ACWA and local water agencies to lead implementation and refinement of the 20X2020 process — authorized by the Legislature in 2009 — that calls on urban water suppliers to reduce water use by 20% by 2020. Many local agencies already have achieved efficiencies that far exceed that goal. ATTACHMENTS: Description: Type: Resolution No. 16-03 - Long-term Water Cons.doc Resolution Backup Material 2016-05-12 Correspondence Huff.docx Letter Huff Backup Material 2016-05-12 Correspondence Chang.docx Letter Chang Backup Material RESOLUTION NO. 16-03 RESOLUTION OF THE BOARD OF DIRECTORS OF THE YORBA LINDA WATER DISTRICT REGARDING LONG-TERM WATER CONSERVATION AND MANAGEMENT POLICY IN CALIFORNIA WHEREAS, local California water agencies have invested nearly $20 billion in the past 20 years to build and prudently manage diverse water supply portfolios to meet their customers' needs and provide reliable supplies during times of drought; and WHEREAS, these local investments in everything from water recycling to local and regional water storage to desalination of brackish groundwater and ocean water were made with the public's support and are widely credited with keeping California's economy largely intact throughout the current multiyear drought; and WHEREAS, the emergency drought regulation adopted in May 2015 and extended in February 2016 by the State Water Resources Control Board largely overlooked these investments and required local urban water suppliers to impose mandatory reductions in water use on their customers, even where hydrology and available local supply options did not warrant such stringent reductions; and WHEREAS, Californians responded heroically to the drought emergency and largely met the statewide goal of reducing urban water use by 25% through February 2016; and WHEREAS, Yorba Linda Water District Customers met an even more stringent conservation mandate of 36%; and WHEREAS, as the state's focus transitions from the emergency regulation to a potential long-term policy approach to conservation, local water agencies believe it should be the state's policy to emphasize investments in drought-resiliency and ongoing water-use efficiency and to leave discretion with local water agencies to choose appropriate management strategies; and WHEREAS, California water agencies affirmatively support a long-term policy that demands high levels of water use efficiency, promotes innovation in developing water shortage contingency plans, requires high levels of accountability at local water agencies, and preserves local control over water management decisions; Resolution No. 16-03 Regarding Long-Term Water Conservation and Management Policy 1 NOW, THEREFORE, BE IT RESOLVED, that Yorba Linda Water District supports a long-term policy that will result in a highly efficient and resilient water future and will allow local water agencies to continue planning for and investing in the water supply reliability actions needed to meet California's 21 st century water needs; and BE IT FURTHER RESOLVED that Yorba Linda Water District believes long-term water management policy is most appropriately developed and administered by the California Department of Water Resources, which already has the lead role in managing the state's Urban Water Management Plan /Water Shortage Contingency Plan process. PASSED AND ADOPTED this 12th day of May 2016, by the following called vote: AYES: NOES: ABSTAIN: ABSENT: Ric Collett, President Yorba Linda Water District ATTEST: Marc Marcantonio, Board Secretary Yorba Linda Water District Reviewed as to form by General Counsel: Arthur G. Kidman, Esq. Kidman Law LLP Resolution No. 16-03 Regarding Long-Term Water Conservation and Management Policy 2 Yorba Linda Water District Independent,Reliable and Trusted Service for More Than 100 Years May 12, 2016 The Honorable Bob Huff California State Senate State Capitol Rm 4090 Sacramento CA 95814 RE: Long-term Water Conservation and Management Strategy Dear Senator Huff, As the state's focus begins to transition from the State Water Resources Control Board's 2015 emergency regulation to a potential long-term strategy for water conservation, Yorba Linda Water District strongly believes it should be the state's policy to emphasize local investments in drought-resiliency and ongoing water-use efficiency and leave discretion with local water agencies to choose appropriate management strategies. Since the 1990s, local water agencies have invested nearly $20 billion in drought- resilient strategies and projects that have given today's local water managers a wide array of water supply tools to minimize disruptive shortages. These investments are widely credited with keeping California's economy intact throughout the current multi- year drought. While well-intended, the State Water Board's 2015 emergency regulation largely overlooked these investments and required local urban water suppliers to impose mandatory reductions in water use on their customers, even where local water supply conditions did not warrant such stringent restrictions. This one-size-fits-all approach should not be the basis for the state's long-term strategy moving forward. Rather than focusing on mandatory, across-the-board conservation that does not recognize local conditions, California's long-term strategy should demand high levels of water use efficiency established at the local level, require high levels of accountability at local water agencies, and preserve local control over water management strategies. The long-term strategy is most appropriately administered by the California Department of Water Resources, which already has the lead role under state law in California's Urban Water Management Plan /Water Shortage Contingency Plan process. As the Legislature begins to discuss this important public policy issue, Yorba Linda Water District respectfully requests that you advocate for a more sustainable approach to water conservation that complements the critical plans for and local investments in water supply reliability actions needed to meet California's 21 st century water needs. Sincerely, Ric Collett Board President Yorba Linda Water District Independent,Reliable and Trusted Service for More Than 100 Years May 12, 2016 The Honorable Ling Ling Chang California Assembly State Capitol Rm 3149 Sacramento CA 95814 RE: Long-term Water Conservation and Management Strategy Dear Assemblywoman Chang, As the state's focus begins to transition from the State Water Resources Control Board's 2015 emergency regulation to a potential long-term strategy for water conservation, Yorba Linda Water District strongly believes it should be the state's policy to emphasize local investments in drought-resiliency and ongoing water-use efficiency and leave discretion with local water agencies to choose appropriate management strategies. Since the 1990s, local water agencies have invested nearly $20 billion in drought- resilient strategies and projects that have given today's local water managers a wide array of water supply tools to minimize disruptive shortages. These investments are widely credited with keeping California's economy intact throughout the current multi- year drought. While well-intended, the State Water Board's 2015 emergency regulation largely overlooked these investments and required local urban water suppliers to impose mandatory reductions in water use on their customers, even where local water supply conditions did not warrant such stringent restrictions. This one-size-fits-all approach should not be the basis for the state's long-term strategy moving forward. Rather than focusing on mandatory, across-the-board conservation that does not recognize local conditions, California's long-term strategy should demand high levels of water use efficiency established at the local level, require high levels of accountability at local water agencies, and preserve local control over water management strategies. The long-term strategy is most appropriately administered by the California Department of Water Resources, which already has the lead role under state law in California's Urban Water Management Plan /Water Shortage Contingency Plan process. As the Legislature begins to discuss this important public policy issue, Yorba Linda Water District respectfully requests that you advocate for a more sustainable approach to water conservation that complements the critical plans for and local investments in water supply reliability actions needed to meet California's 21 st century water needs. Sincerely, Ric Collett Board President ITEM NO. 9.3 AGENDA REPORT Meeting Date: May 12, 2016 To: Board of Directors From: Marc Marcantonio, General Manager Presented By: Steve Conklin, Engineering Dept: Engineering Manager Reviewed by Legal: Yes Prepared By: Steve Conklin, Engineering Manager Subject: Agreement with MWDOC for Transfer of Fuel Trailer and Equipment for FY 2015 Urban Areas Security Initiative SUMMARY: WEROC has been approved for a Department of Homeland Security Grant to purchase diesel fuel trailers as a coordinated regional approach to utilize available fuel supplies within the county following a disaster by providing a mechanism to deliver those supplies to the most disrupted areas. The grant proposal includes funding to purchase 10 diesel fuel trailers that will be located by agreement with WEROC Member Agencies who will have the responsibility to host, utilize, and maintain the equipment. YLWD applied as an agency for one of the fuel trailers and was accepted. Attached is the subject Agreement between MWDOC and YLWD for the transfer of the fuel trailer. STAFF RECOMMENDATION: That the Board of Directors authorize the General Manager to execute an agreement with MWDOC for the Transfer of Fuel Trailers and Equipment for FY 2015 Urban Areas Security Initiative. DISCUSSION: As a recipient of a fuel trailer, the Agreement requires the District to make its fuel trailer available for mutual aid response, if not needed first by the District. The fuel trailer will consist of 400-500 gallon capacity tank with fuel-transfer pumps, mounted on a trailer frame with tires capable of towing on unpaved roads. Having a fuel trailer is beneficial to the District for easier refueling of remote facilities. Having it located at the District is also beneficial to WEROC, as it provides additional emergency equipment in the northeast portion of Orange County. Other conditions in the Agreement include: • District provides a secure yard for storage. • District maintains two vehicles with the capacity to pull the trailer when full. • District has a minimum of two staff with vehicle licensing as necessary to drive. • District provides vehicle while pulling the 6,000-pound trailer. • District maintains the trailer for the useful life of the equipment. • District pays for DMV registration, insurance, cleaning, repairs and general maintenance. ATTACHMENTS: Name Description: Type: Fuel Trailer Equipment Transfer Agreement FINAL 4 Fuel Trailer Transfer Agreement Backup Material 21-16.pdf AGREEMENT FOR TRANSFER OF EQUIPMENT (FUEL TRAILERS AND EQUIPMENT) FOR FY2015 URBAN AREAS SECURITY INITIATIVE (UASI) THIS AGREEMENT is entered into this _ day of 2016 (dated for identification purposes only) by and between the Municipal Water District of Orange County, a municipal water district ("MWDOC") and Yorba Linda Water District a county water district ("RECIPIENT"), also referred to collectively as "Parties" and individually as "Party." WHEREAS,the City of Santa Ana ("CITY"), acting through its Police Department, in its capacity as a Core City of the MWDOC/Santa Ana Urban Area under the FY2015 Urban Areas Security Initiative, has applied for, received and accepted a grant entitled "FY2015 Urban Areas Security Initiative" ("UASI") from the federal Department of Homeland Security, Federal Emergency Management Agency ("FEMA"),through the State of California Office of Emergency Services ("Cal OES") to enhance countywide emergency preparedness (the "GRANT"); and WHEREAS, MWDOC, acting through the Water Emergency Response Organization of Orange County ("WEROC"), is eligible to receive financial assistance under the GRANT in its capacity as the Sub-Recipient under the agreement between MWDOC and the CITY entitled "Agreement for Transfer or Purchase of Equipment/Services or For Reimbursement of Training Costs For FY2015 Urban Areas Security Initiative (UASI)" ("GRANT AGREEMENT"), a copy of which is attached hereto as Attachment A and incorporated herein by this reference; and WHEREAS, the terms of the GRANT AGREEMENT require that MWDOC use certain GRANT funds to purchase authorized equipment, exercises, services or training that will be transferred to sub-recipients, including RECIPIENT, to be used for GRANT purposes in a manner consistent with the GRANT, as set forth in the FY 2015 Urban Areas Security Initiative Grant Program City of Santa Ana UASI Sub-Recipient Grant Guide Standard Operating Procedures, Policies and Forms ("GRANT 5 5401.00009\20767812.1 GUIDELINES"), a copy of which is attached hereto as Attachment B and incorporated herein by this reference; and WHEREAS, RECIPIENT desires to acquire FUEL TRAILERS and EQUIPMENT ("TRAILER") as conditioned herein and authorized by the GRANT. NOW, THEREFORE, THE PARTIES MUTUALLY AGREE AS FOLLOWS: 1) As more specifically set forth herein, MWDOC shall purchase and transfer to RECIPIENT a TRAILER as specified in Attachment C, attached hereto and incorporated herein by this reference,in accordance with the GRANT GUIDELINES and the Cal OES Fiscal Year(FY) 2015 Grant Assurances ("GRANT ASSURANCES"), a copy of which are a component of Attachment A and incorporated herein by this reference. When purchasing the TRAILER, MWDOC shall comply with its purchasing and bidding procedures and applicable state laws and shall meet federal procurement requirements for the GRANT as set forth in 2 Code of Federal Regulations (CFR) Part 200 "Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards." Further, as required by FEMA and established by the Office of Federal Procurement Policy in the Office of Management and Budget,this AGREEMENT includes the FEMA Required Provisions specified in Attachment D, attached hereto and incorporated herein by this reference. 2) Within ten (10) days of receiving the TRAILER, RECIPIENT shall initiate action to transfer title, ownership and financial responsibility of the TRAILER from MWDOC to RECIPIENT pursuant to applicable California Department of Motor Vehicles procedures. 3) Throughout its useful life,RECIPIENT shall use the TRAILER acquired with GRANT funds only for those purposes permitted under the terms of the GRANT AGREEMENT,and shall make the TRAILER available for mutual aid response to other governmental entities to the maximum extent practicable and when not in use by the RECIPIENT. 4) Care of the TRAILER. Once in RECIPIENT's possession and control, RECIPIENT shall exercise due care to preserve and safeguard the TRAILER from undue wear, damage or 5 5401.00009\20767812.1 destruction and shall provide such regular maintenance, service and repairs for the TRAILER as are reasonable and consistent with responsible ownership. These shall include, without limitation, maintenance, service and repairs recommended by any warranty or owner's manual to keep the TRAILER continually in good working order. Such maintenance and servicing shall be the sole responsibility of RECIPIENT,which shall assume full j oint and several responsibility for maintenance and repair of the equipment throughout the life of the TRAILER. RECIPIENT's exercise of due care as provided in this section shall include (1) the storage of the TRAILER at a secure facility, and (2) the provision of procedures,facilities and equipment to protect the TRAILER from theft,unauthorized use and vandalism. a) At all times RECIPIENT has possession and control of the TRAILER as provided herein, it shall procure and maintain insurance against claims for injuries to persons or damage to property which may arise from or in connection with the TRAILER and package. The minimum scope and limits of insurance coverage shall be: i. CGL coverage (ISO Occurrence Form No. CG 0001, or equivalent); $1,000,000 per occurrence of Bodily Injury, Personal Injury and Property Damage, and $2,000,000 Aggregate Total Bodily Injury and Property Damage. ii. Automobile Liability, Any Auto (ISO Form No. CA 0001, or equivalent); $1,000,000 for Bodily Injury and Property Damage, each accident. b) The cost of such insurance shall be borne by the RECIPIENT. Proof of insurance acceptable to MWDOC shall be provided prior to delivery of TRAILER. c) As respects the liability insurance required herein, RECIPIENT may elect to (1) self- insure, (ii) provide coverage through a joint powers insurance authority (JPIA) duly formed under the laws of the State of California, or (iii) utilize a combination of self- insurance and JPIA coverage. Proof of self-insurance and/or JPIA coverage acceptable to MWDOC shall be provided prior to delivery of TRAILER. 5) In the event of loss, damage, disposal or theft of equipment, RECIPIENT shall notify WEROC and the CITY in writing as soon as practicable, and no later than 30 calendar days after 5 5401.00009\20767812.1 discovery of same. RECIPIENT shall be responsible for all costs of repair. If the TRAILER is lost, stolen, or damaged beyond repair, the TRAILER shall be replaced by the RECIPIENT, at its sole cost, with equipment of like kind and capability, subject to approval by WEROC and the CITY. The RECIPIENT's liability for repair and replacement costs shall not be limited to insurance proceeds. 6) Permits. RECIPIENT shall obtain and maintain all permits, licenses, certificates or other authorizations (collectively PERMITS) necessary for storing, maintaining and operating the TRAILER as provided herein, and RECIPIENT shall pay any and all fees required for such PERMITS. RECIPIENT shall notify MWDOC immediately of any suspension, termination, lapse, non-renewal, or restriction, of PERMITS relative to the TRAILER. Necessary PERMITS include, without limitation: a) California Department of Motor Vehicles TRAILER Registration b) At least 2 California-licensed drivers with hazardous materials (HAZMAT) endorsements per TRAILER received c) At least 2 vehicles of appropriate size and capacity to tow the TRAILER when full, per TRAILER received d) All PERMITS required by State and Federal regulation,as they may change from time to time. 7) All equipment acquired or obtained with GRANT funds and transferred to RECIPIENT, including without limitation the TRAILER: a) Shall be made available under the California Disaster and Civil Defense Master Mutual Aid Agreement in consultation with representatives of WEROC and the various fire, emergency medical,hazardous materials response services,and law enforcement agencies within the Orange County Operational Area,when not in use by the RECIPIENT; b) Shall be made available pursuant to applicable terms of the California Disaster and Civil Defense Master Mutual Aid Agreement and deployed with personnel trained in the use of such equipment in a manner consistent with the California Law Enforcement 5 5401.00009\20767812.1 Mutual Aid Plan or the California Fire Services and Rescue Mutual Aid Plan, when not in use by the RECIPIENT; c) Shall be subject to the following provisions in FEMA's "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments": 44 CFR 13.32 ("Equipment") and 13.33 ("Supplies") regarding title to, maintenance and use of, and disposition of equipment and supplies acquired under a federal grant. d) Shall be made available for use on other projects or programs currently or previously supported by the Federal Government,providing such use will not interfere with the work on the projects or program for which it was originally acquired. First preference for other use shall be given to other programs or projects supported by Cal OES as awarding agency under the GRANT. e) Shall be added to the WebEOC Resource Manager system as a mutual aid resource that can be tracked, requested and deployed. f) Shall be recorded on a ledger maintained by RECIPIENT. The initial ledger shall be prepared by RECIPIENT and provided to MWDOC within 30 days of receiving the TRAILER and then biannually on a schedule set by MWDOC. The ledger, shall include: (a) description of the TRAILER, (b) manufacturer's model(s) and serial number(s), if any, (c) Federal Stock number, national stock number, or other identification number,if any; (d)the source of acquisition of the TRAILER, including the award number, (e) date of acquisition; (f) the per unit acquisition cost of the TRAILER, (g) records showing maintenance procedures that been undertaken to keep the TRAILER in good running order, and (h) location and condition of TRAILER. Records constituting the ledger must be retained pursuant to 2 CFR 200.313(d)1, and the Office of Grants &Training. g) Shall have an UASI Grant identification decal affixed to it in a location where,whenever practicable, it is readily visible, and RECIPIENT shall not remove or obscure the decal. 5 5401.00009\20767812.1 8) Shall have a physical inventory taken of the equipment, including the TRAILER, by RECIPIENT at least once every year, and the inventory results shall be reconciled by RECIPIENT against its equipment records. In addition, inventory shall be taken prior to any UASI, State or Federal monitor visits. 9) If the TRAILER acquired with GRANT funds becomes obsolete or unusable,RECIPIENT shall notify MWDOC of such condition. RECIPIENT shall transfer or dispose of the GRANT-funded TRAILER only in accordance with the instructions of MWDOC or the CITY in its capacity as the agency from which MWDOC received the GRANT funds. 10) RECIPIENT agrees to comply with and be fully bound by all applicable provisions of the GRANT and Attachments A through D to this Agreement. 11) In the event MWDOC, as the result of a grant audit or other occurrence, becomes responsible for reimbursing the CITY or FEMA some portion of the funding provided for the TRAILER, MWDOC will make every effort to minimize the amount of the TRAILER purchase for which funding will be disallowed. If TRAILER purchase costs remain unfunded despite their efforts MWDOC will look to the receiving agencies to cover these costs for the TRAILER(s)they receive. 12) Indemnification. Each of the Parties to this Agreement is a public entity. In contemplation of the provisions of Section 895.2 of the Government Code of the State of California imposing certain tort liability jointly upon public entities, solely by reason of such entities being parties to an Agreement as defined by Section 895 of said Code, the Parties hereto, as between themselves,pursuant to the authorization contained in Section 895.4 and 895.6 of said Code,will each assume the full liability imposed upon it or upon any of its directors, officers, agents, or employees by law, for injury caused by a negligent or wrongful act or omission occurring in the performance of this Agreement, to the same extent that such liability would be imposed in the absence of Section 895.2 of said Code. To achieve this above-stated purpose, each Party indemnifies and holds harmless the other Party for liability that may be imposed on the other Party solely by virtue of Section 895.2. 5 5401.00009\20767812.1 The provision of Section 2778 of the California Civil Code is made a part hereto as if fully set forth herein. 13) Public Records Act. MWDOC and RECIPIENT are public agencies subject to the California Public Records Act (Ca. Gov. Code, § 6250 et seq.) (Act). All requests for records related to this Agreement will be handled pursuant to the Act. 14) Conflict Of Interest. Under the provisions of the GRANT AGREEMENT, MWDOC and RECIPIENT are required to include the following Conflict of Interest provisions in this Agreement. a) The RECIPIENT covenants that none of its directors,officers, employees, or agents shall participate in selecting, or administrating any subcontract supported (in whole or in part) by Federal funds where such person is a director, officer, employee or agent of the subcontractor; or where the selection of subcontractors is or has the appearance of being motivated by a desire for personal gain for themselves or others such as family business, etc.; or where such person knows or should have known that: I. A member of such person's immediate family, or domestic partner or organization has a financial interest in the subcontract; ii. The subcontractor is someone with whom such person has or is negotiating any prospective employment; or iii. The participation of such person would be prohibited by the California Political Reform Act, California Government Code §87100 et seq. if such person were a public officer, because such person would have a "financial or other interest" in the subcontract. b) Definitions: I. The term "immediate family" includes but is not limited to domestic partner and/or those persons related by blood or marriage, such as husband, wife, father, mother, 5 5401.00009\20767812.1 brother, sister, son, daughter, father in law, mother in law, brother in law, sister in law, son in law, daughter in law. ii. The term "financial or other interest" includes but is not limited to: 1. Any direct or indirect financial interest in the specific contract, including a commission or fee, a share of the proceeds, prospect of a promotion or of future employment, a profit, or any other form of financial reward. 2. Any of the following interests in the subcontractor ownership: partnership interest or other beneficial interest of five percent or more; ownership of five percent or more of the stock; employment in a managerial capacity; or membership on the board of directors or governing body. c) The RECIPIENT further covenants that no officer, director, employee, or agent shall solicit or accept gratuities,favors,anything of monetary value from any actual or potential subcontractor, supplier, a party to a sub agreement, (or persons who are otherwise in a position to benefit from the actions of any officer, employee, or agent). d) The RECIPIENT shall not subcontract with a former director,officer,or employee within a one year period following the termination of the relationship between said person and the RECIPIENT. e) Prior to obtaining MWDOC'S Approval of any subcontract, the RECIPIENT shall disclose to MWDOC any relationship, financial or otherwise, direct or indirect, of the RECIPIENT or any of its officers, directors or employees or their immediate family with the proposed subcontractor and its officers, directors or employees. f) For further clarification of the meaning of any of the terms used herein,the parties agree that references shall be made to the guidelines, rules, and laws of the RECIPIENT, State of California, and Federal regulations regarding conflict of interest. g) The RECIPIENT warrants that it has not paid or given and will not pay or give to any third person any money or other consideration for obtaining this Agreement. 5 5401.00009\20767812.1 h) The RECIPIENT covenants that no member, officer or employee of RECIPIENT shall have interest, direct or indirect, in any contract or subcontract or the proceeds thereof for work to be performed in connection with the TRAILER during his/her tenure as such employee,member or officer or for one year thereafter. 15) Incorporation by Reference of GRANT AGREEMENT. Pursuant to Section 7 of the GRANT AGREEMENT (Attachment A hereto), the terms of the GRANT AGREEMENT are hereby incorporated by reference and binding on the RECIPIENT. 16) Nondiscrimination and Affirmative Action. RECIPIENT shall comply with the applicable nondiscrimination and affirmative action provisions of the laws of the United States of America, the State of California, and the CITY. In performing this Agreement, RECIPIENT shall not discriminate in its employment practices against any employee or applicant for employment because of such person's race, religion, national origin, ancestry, sex, sexual orientation, age, physical handicap, mental disability, marital status, domestic partner status or medical condition. RECIPIENT shall comply with Executive Order 11246, entitled "Equal Employment Opportunity," as amended by Executive Order 11375, and as supplemented in Department of Labor regulations (41 C.F.R. Part 60). a) If required, RECIPIENT shall submit an Equal Employment Opportunity Plan ("EEOP") to the DOI Office of Civil Rights ("OCR") in accordance with guidelines listed at hiip://www.ojp.usdoj.gov/ocr/eeop.htm. b) Any subcontract entered into by RECIPIENT relating to this Agreement, to the extent allowed hereunder, shall be subject to the provisions of this section. 17) No alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by duly authorized representatives of MWDOC and RECIPIENT, and no oral understanding or agreement not incorporated herein shall be binding on any of the Parties hereto. 5 5401.00009\20767812.1 18) RECIPIENT may not assign this Agreement in whole or in part without the express written consent of MWDOC. 19) Records must be maintained for 3 years after the grant is closed out by CalOES—the Grant Office will be notified of the close and pass along the information and resulting 3 year record retention period to MWDOC; 20) Equipment documents must be maintained throughout the life of the equipment, once disposition of the item has taken place, the disposition records must be kept for 3 years past the date of disposal; 21) RECIPIENT shall provide to MWDOC all records and information requested by MWDOC for inclusion in quarterly reports and such other reports or records as MWDOC may be required to provide to the agency from which MWDOC received GRANT funds or other persons or agencies. 22) MWDOC may terminate this Agreement and be relieved of the delivery of any consideration to RECIPIENT if(a) RECIPIENT fails to perform any of the covenants contained in this Agreement, at the time and in the matter herein provided, or (b) MWDOC loses funding under the GRANT. If at any point WEROC/MWDOC or the CITY reasonably believes that RECIPIENT is in breach of this Agreement, MWDOC may send a Corrective Action Notification Letter to RECIPIENT identifying the breach and the corrective actions that are needed. If corrective actions are not taken within the time frame stated in the letter, further actions by MWDOC or the CITY may include repossession and reassignment of the TRAILER in cooperation with the City of Santa Ana UASI grant office, invoicing of the CITY for costs attributable to breach of the Agreement, and denial of participation in future UASI grant projects. 23) RECIPIENT and its agents and employees and independent contractors shall act in an independent capacity in the performance of this Agreement, and shall not be considered officers, agents or employees of MWDOC or of the agency from which MWDOC received GRANT funds. 5 5401.00009\20767812.1 24) In the performance of this Agreement, RECIPIENT and its governing body,officers, agents and employees shall comply with by all applicable federal, state and local laws,including all applicable statutes,regulations,executive orders and ordinance. IN WITNESS HEREOF,the MUNICIPAL WATER DISTRICT OF ORANGE COUNTY and Yorba Linda Water District [Insert Agency Name]have executed this Agreement through their authorized representatives on the date first set forth above. MUNICIPAL WATER DISTRICT OF RECIPIENT ORANGE COUNTY Yorba Linda Water District [Insert Agency Name] By: By: Robert Hunter [Insert Name]: Marc Marcantonio General Manager [Insert Title]: General Manager [Date] [Date] ATTACHMENT A AGREEMENT FOR TRANSFER OR PURCHASE OF EQUIPMENT/SERVICES OR FOR REIMBURSEMENT OF TRAINING COSTS FOR FY2015 URBAN AREAS SECURITY INITIATIVE (UASI) BETWEEN THE CITY OF SANTA ANA AND MUNICIPAL WATER DISTRICT OF ORANGE COUNTY DATED FEBRUARY 22,2016 A-1 AGREEMENT SUB-RECIPIENT: MUNICIPAL WATER DISTRICT OF ORANGE COUNTY City Contract Number 1 TABLE OF CONTENTS Section Description Paqe I INTRODUCTION §101. Parties to the Agreement 3 §102. Representatives of the Parties and Service of Notices 3 §103. Independent Party 4 §104. Conditions Precedent to Execution of this Agreement 4 TERM AND SERVICES TO BE PROVIDED §201. Time of Performance 5 §202. Use of Grant Funds 5 III PAYMENT §301. Payment of Grant Funds and Method of Payment 8 IV STANDARD PROVISIONS §401. Construction of Provisions and Titles Herein 9 §402. Applicable Law, Interpretation and Enforcement 9 §403. Integrated Agreement 9 §404. Excusable Delays 9 §405. Breach 10 §406. Prohibition Against Assignment or Delegation 10 §407. Permits 10 §408. Non Discrimination and Affirmative Action 10 §409. Bonds 11 i TABLE OF CONTENTS Section Description Page §410. Indemnification 11 §411. Conflict of Interest 11 §412. Restriction on Disclosures 13 §413. Statutes and Regulations Applicable to All Grant Contracts 13 §414. Federal, State, and Local Taxes 20 §415. Inventions, Patents and Copyrights 20 §416. MBEM/BE 22 V DEFAULTS, SUSPENSION, TERMINATION, AND AMENDMENTS §501. Defaults 23 §502. Amendments 23 V ENTIRE AGREEMENT §601. Complete Agreement 24 §602. Number of Pages and Attachments 24 Execution (Signature) Page 25 EXHIBITS Exhibit A Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions Exhibit B Certification Regarding Lobbying Exhibit C Grant Assurances ii Agreement Number: AGREEMENT FOR TRANSFER OR PURCHASE OF EQUIPMENT/SERVICES OR FOR REIMBURSEMENT OF TRAINING COSTS FOR FY2015 URBAN AREAS SECURITY INITIATIVE (UASI) BETWEEN THE CITY OF SANTA ANA AND MUNICIPAL WATER DISTRICT OF.ORANGE COUNTY THIS AGREEMENT is made and entered into this 18th day of November, 2015, by and between the CITY OF SANTA ANA, a municipal corporation (the "CITY"), and MUNICIPAL WATER DISTRICT OF ORANGE COUNTY(the "SUB-RECIPIENT" or"Contractor"). WITNESSETH WHEREAS, CITY, acting through the Santa Ana Police Department in its capacity as a Core City for the Anaheim/Santa Ana Urban Area under the FY15 Urban Areas Security Initiative;-has applied for, received and accepted a grant entitled "FY 2015 Urban Areas Security Initiative" from the federal Department Of Homeland Security(DHS) Federal Emergency Management Agency (FEMA), through the State of California Governor's Office of Emergency Services (CalOES), to enhance countywide emergency preparedness (the "grant"), as set forth in the grant guidelines and assurances that are incorporated to this Agreement by reference and located at: "U.S. Department of Homeland Security "Fiscal Year 2Q15 Homeland Security Grant Program (HSGP) Notice of Funding;Opportunity (NOFQ)" http://www.fema.goy/media-library-data/1429291822887- 7f203c9296fde6160b727475532c7796/FY2015HSGP NOFO 'v3.pdf California Governor's Office of Emergency Services "FY2015 Homeland Security Grant Program: California Supplement to Federal Program Guidance and Application Kit" http://www.caloes.ca gov/GrantsManakementSitbZDocuments/FY%202075- %20HSG P%20State%20Guida nce.pdf Copies of the grant guidelines shall be retained in the Anaheim/Santa Ana Grant Office. WHEREAS, this financial assistance is administered by the CITY OF SANTA ANA ("CITY") and is overseen by the California Governor's Office of Emergency Services ("Cal-OES"); and WHEREAS, this financial assistance is being provided to address the unique equipment, training, planning, and exercise needs of large urban areas, and to assist` them in building an enhanced and sustainable capacity to prevent, respond to, and recover from threats or acts of terrorism; and 1 WHEREAS, the Anaheim/Santa Ana Urban Area ("ASAUA") consists of 34 cities in Orange County, including the City of Santa Ana and the City of Anaheim, the County of Orange, including the unincorporated area of the County of Orange, Santa Ana Unified School District Police, California State University, Fullerton, University of California, Irvine, Municipal Water District of Orange County, and the Orange County Fire Authority; and WHEREAS, the Office of Grants Management ("OGM") awarded a FY15 UASI Grant of$4,400,000 ("Grant Funds") to the CITY OF SANTA ANA, as a Core City, for use in the ASAUA; and WHEREAS, the CITY has designated the Chief of Police, or his designee and the Santa Ana Police Department, Homeland Security Division ("UASI Grant Office") to provide for terrorism prevention and emergency preparedness; and WHEREAS, the UASI Grant Office now wishes to distribute FY15 UASI Grant Funds throughout the ASAUA, as further.detailed in this Agreement ("Agreement") to MUNICIPAL WATER DISTRICT OF ORANGE COUNTY ("SUB-RECIPIENT") and others; WHEREAS, the CITY and SUB-RECIPIENT are desirous of executing this Agreement as authorized by the City Council and the City Manager which authorizes the CITY to prepare and execute the Agreement. NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS: j 2 i INTRODUCTION §101. Parties to the Agreement The parties to this Agreement are: A. The CITY, a municipal corporation, having its principal office at 20 Civic Center Plaza, Santa Ana, CA 92702; and B. MUNICIPAL WATER DISTRICT OF ORANGE COUNTY, a municipal corporation, P.O. Box 20895, Fountain Valley, CA 92708-4736 §102. Representatives of the Parties and Service of Notices A. The representatives of the respective parties who are authorized to administer this Agreement and to whom formal notices, demands and communications shall be given are as follows: 1. The representative of the CITY OF SANTA ANA shall be, unless otherwise stated in the Agreement: Kenneth Gominsky, Jr., Commander Santa Ana Police Department Homeland Security Division 60 Civic Center Plaza Santa Ana, CA 92702 Phone: (714) 245-8040 Fax: (714) 245-8098 kgominsky @santa-ana.org 2. The representative of MUNICIPAL WATER DISTRICT OF ORANGE COUNTY shall be: Kelly Hubbard, Program Manager MUNICIPAL WATER DISTRICT OF ORANGE COUNTY P.O. Box 20895, Fountain Valley, CA 92708-4736 Phone: (714) 593-5010 E-mail: khubbard @mwdoc.com i 3 i B. Formal notices, demands and communications to be given hereunder by either party shall be made in writing and may be effected by personal delivery or by registered or certified mail, postage prepaid, return receipt requested and shall be deemed communicated as of the date of mailing. C. If the name of the person designated to receive the notices, demands or communications or the address of such person is changed, written notice shall be given, in accord with this section, within five (5) business days of said change. §103. Independent Party SUB-RECIPIENT is acting hereunder as an independent party, and not as an agent or employee of the CITY OF SANTA ANA. No employee of SUB- RECIPIENT is, or shall be an employee of the CITY OF SANTA ANA by virtue of this Agreement, and SUB-RECIPIENT shall so inform each employee organization and each employee who is hired or retained under this Agreement. SUB- ; RECIPIENT shall not represent or otherwise hold out itself or any of its directors, officers, partners, employees, or agents to be an agent or employee of the CITY OF SANTA ANA. §104. Conditions Precedent to Execution of This Agreement SUB-RECIPIENT shall provide copies of the following documents to the CITY OF SANTA ANA, unless otherwise exempted. A. Grant Assurances in accordance with section 415C of this Agreement attached hereto as Exhibit C and made part hereof. B. Certifications Regarding Ineligibility, Suspension and Debarment as required by Executive Order 12549 in accordance with Section 415Al2 of this Agreement and attached hereto as Exhibit A and made a part hereof. C. Certifications and Disclosures Regarding Lobbying in accordance with Section 415C of this Agreement and attached hereto as Exhibit B and made a part hereof. SUB-RECIPIENT shall also file a Disclosure Form at the end of each calendar quarter in which there occurs any event requiring disclosure or which materially affects the accuracy of the information contained in any Disclosure Form previously filed by SUB-RECIPIENT. 4 I I TERM AND SERVICES TO BE PROVIDED §201. Time of Performance The term of this Agreement shall commence on November, 18, 2015 and end on April 30, 2018 or upon the final disbursement of all of the Grant Amount (as defined in Section 301) and any additional period of time as is required to complete any necessary close out activities. Said term is subject to the provisions herein. §202. Use of Grant Funds A. CITY may, a) transfer to SUB-RECIPIENT, equipment or services purchased with grant funds and in accordance with grant guidelines set forth above; or, b) reimburse SUB-RECIPIENT for purchase of authorized equipment, exercises, services or training upon receiving prior written approval from CITY or its designee and in accordance with grant guidelines and in full compliance with all of the SUB-RECIPIENT'S purchasing and bidding procedures. SUB-RECIPIENT shall specify the equipment, services, exercises and training to be purchased using the Application for Project Funding. A paper copy of this document will be provided to SUB- RECIPIENT by CITY. In addition, a compact disc with a copy of the document will be provided to SUB-RECIPIENT by CITY. If additional copies of the document are needed, SUB-RECIPIENT may contact the Santa Ana Grant Coordinator,and it will be provided. B. SUB-RECIPIENT shall.provide any reports requested by the CITY regarding the performance of the Agreement. Reports shall be in the form requested by the CITY, and shall be provided in a timely manner. C. The Authorized Equipment List (AEL) is a list of the allowable equipment which may be purchased pursuant to this Agreement and is located at http://www.fema.gov/media-library-data/20130726-1825-25045- 7138/fema preparedness grants authorized equipment list.pdf, and incorporated to this Agreement by reference. A copy of the AEL shall be retained in the Anaheim/Santa Ana Grant Office. Unless otherwise stated in program guidance any equipment acquired pursuant to this Agreement shall meet all mandatory regulations and/or DHS-adopted standards to be eligible for purchase using grant funds. SUB-RECIPIENT shall provide the CITY a copy of its most current procurement guidelines and follow its own procurement requirements as long as they meet the minimum federal requirements. Federal procurement requirements for the FY 15 UASI Grant can be found at 2 Code of Federal Regulations (CFR) Part 200 "Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards." 5 Any equipment acquired or obtained with Grant Funds: 1. Shall be made available under the California Disaster and Civil Defense Master Mutual Aid Agreement in consultation with representatives of the various fire, emergency medical, hazardous materials response services, and law enforcement agencies within the jurisdiction of the applicant; 2. Shall be consistent with needs as identified in the National Priorities and Core Capabilities, the State Homeland Security Strategy and the Anaheim/Santa Ana Urban Area and Orange County Operational Area Homeland Security Grants Strategy; and deployed in conformance with those plans; 3. Shall be made available pursuant to applicable terms of the California Disaster and Civil Defense Master Mutual Aid Agreement and deployed with personnel trained in the use of such equipment in a manner consistent with the California Law Enforcement Mutual Aid Plan or the California Fire Services and Rescue Mutual Aid Plan; 4. Shall be subject to the requirements of Title 2 CFR Part 200.313 and 200.314. For the purposes of this subsection, "Equipment" is defined as nonexpendable property that is not consumed or does not lose its identity by being incorporated into another item of equipment, which costs $5,000 or more per unit, or is expected to have useful life of one (1) year or more.; 5. Shall be used by SUB-RECIPIENT in the program or project for which it was acquired as long as needed, whether or not the project or program continues to be supported by Federal funds. When no longer useful for the original program or project, the Equipment may be used in other activities currently or previously supported by a Federal agency. 6. Shall be made available for use on other,projects or programs currently or previously supported by the Federal Government, providing such use will not interfere with the work on the projects or program for which it was originally acquired. First preference for other use shall be given to other programs or projects supported by the awarding agency. 7. Shall be recorded on a ledger. This record must be updated bi- annually and forwarded to the City. The record shall include: (a) description of the item of Equipment, (b) a serial number or other identification number, (c) the source of funding for the property (including the FAIN), (d) who holds the title, (e) the acquisition date, (f) the cost of the property, (g) percentage of Federal participation in the project costs for the Federal award under which the property was 6 acquired, (h) location, (i) use and condition of Equipment, and (j) ultimate disposition data including the date of disposal and sale price of the property. Records must be retained pursuant to 2 CFR Part 200.313. 8. All equipment obtained under this Agreement shall have an ASAUA identification decal affixed to it, and, when practical, shall be affixed where it is readily visible. 9. A physical inventory of the Equipment shall be taken and the results reconciled with the Equipment records at least once every two years. Inventory shall also be taken prior to any UASI, State or Federal monitor visits. 10.SUB-RECIPIENT shall exercise due care to preserve and safeguard equipment acquired with grant funds from damage or destruction and shall provide regular maintenance and such repairs for said equipment as necessary, in order to keep said equipment continually in good working order. Such maintenance and servicing shall be the sole responsibility of SUB-RECIPIENT, who shall assume full responsibility for maintenance and repair of the equipment throughout the life of said equipment. D. Any training paid pursuant to this Agreement shall conform to the guidelines as listed in FY 2015 Homeland Security Grant Program, as set forth above. All training expenses must be pre-authorized by Cal-OES at http://www,firstrespondertraining.gov/admin. A catalogue of Grantor approved and sponsored training courses is available at http://www.firstrespondertraining.gov/odp_webforms. E. Any exercise paid pursuant to this Agreement shall conform to the guidelines as listed in FY 2015 Homeland Security Grant Program, as set forth above. Detailed Homeland Security Exercise and Evaluation Program Guidance is available at http://hseep.dhs.gov. F. Any planning paid pursuant to this Agreement shall conform to the guidelines as listed in FY 2015 Homeland Security Grant Program, as set forth above. G. Any organizational activities paid pursuant to this Agreement shall conform to the guidelines as listed. in FY 2015 Homeland Security Grant. Program, as set forth above. 7 III PAYMENT §301. Payment of Grant Funds and Method of Payment A. CITY may, a) transfer to SUB-RECIPIENT, equipment or services purchased with grant funds; or, b) reimburse SUB-RECIPIENT for the purchase of authorized equipment, exercises, services or training upon receiving prior written approval from CITY or its designee and in accordance with grant guidelines and in full compliance with all of the SUB--RECIPIENT'S purchasing and bidding procedures. SUB-RECIPIENT shall specify the equipment, exercises, services or training to be purchased using the Application for Project Funding. A paper copy of this document will be provided to SUB-RECIPIENT by CITY. In addition, a compact disc with a copy of the document will be provided to SUB- RECIPIENT by CITY. If additional copies of the document are needed, SUB- RECIPIENT may contact the Santa Ana Grant Coordinator and it will be provided. Funds may be used for planning, exercises, organizational and training activities, and the purchase of equipment as described in Section 202 above. B. SUB-RECIPIENT shall provide.quarterly invoices to the CITY requesting payment and all supporting documentation. Each reimbursement request shall be accompanied by the Reimbursement Request for Grant Expenditures detailing the expenditures made by SUB-RECIPIENT as authorized by Section .202 above. Each reimbursement.request shall be submitted to the Santa Ana UASI,Grant Office. For,equipment for which SUB-RECIPIENT is requesting reimbursement, all appropriate back-up documentation must be attached to the reimbursement form, including invoices, proof of payment, packing slips, and Equipment Reimbursement Worksheet. For training reimbursements, SUB- RECIPIENT must include a copy of any certificates issued or a copy of the class roster verifying training attendees, proof that a CaIOES tracking number has been assigned to the course, timesheets and payroll registers for all training attendees, receipts for travel expenses related to the training, and Training Reimbursement Worksheet. For regional project reimbursements, SUB-RECIPIENT must include approval from the lead agency for all submitted invoices. C. Payment of final invoice shall be withheld by the CITY until the SUB- RECIPIENT has turned in-all supporting documentation and completed the requirements of this Agreement. D. It is understood that the CITY makes no commitment to fund this Agreement beyond the terms set forth herein. E. Funding for all periods of this Agreement is subject to the continuing availability to the CITY of federal funds for this program. The Agreement may be terminated immediately upon written notice to SUB-RECIPIENT of a loss or reduction of federal grant funds. 8 IV STANDARD PROVISIONS §401, Construction of Provisions and Titles Herein All titles or subtitles appearing herein have been inserted for convenience and shall not be deemed to affect the meaning or construction of any of the terms or provisions hereof, The language of this Agreement shall be construed according to its fair meaning and not strictly for or against either party. The word "Sub-recipient" herein and in any amendments hereto includes the party or parties identified in this Agreement. The singular shall include the plural. If there is more than one Sub-recipient as identified herein, unless expressly stated otherwise, their obligations and liabilities hereunder shall be joint and several. Use of the feminine, masculine, or neuter genders shall be deemed to include the genders not used, §402. Applicable Law, Interpretation and Enforcement Each party's performance hereunder shall comply with all applicable laws of the United States of America, the State of California, and the CITY. This Agreement shall be enforced and interpreted under the laws of the State of California and the CITY. If any part, term or provision of this Agreement shall be held void, illegal, unenforceable, or in conflict with any law of a federal, state or local government having jurisdiction over this Agreement, the validity of the remaining portions of provisions shall not be affected thereby, §403. Integrated Agreement This Agreement sets forth all of the rights and duties of the parties with respect to the subject matter hereof, and replaces any and all previous agreements or understandings, whether written or oral, relating thereto, This Agreement may be amended only by a written instrument executed by both parties hereto. §404. Excusable Delays In the event that performance on the part of any party hereto shall be delayed or suspended as a result of circumstances beyond the reasonable control and without the fault and negligence of said party; none of the parties shall incur any liability to the other parties as a result of such delay or suspension. Circumstances deemed to be beyond the control of the parties hereunder shall include, but not be limited to, acts of God or of the public enemy; insurrection; acts of the Federal Government or any unit of State or Local Government in either sovereign or contractual capacity; fires; floods; epidemics; quarantine i 9 I I restrictions; strikes, freight embargoes or delays in transportation; to the extent that they are not caused by the party's willful or negligent acts or omissions and to the extent that they are beyond the party's reasonable control. §405. Breach Except for excusable delays, if any party fails to perform, in whole or in part, any promise, covenant, or agreement set forth herein, or should any representation made by it be untrue, any aggrieved party may avail itself of all rights and remedies, at law or equity, in the courts of law. Said rights and remedies are cumulative of those provided for herein except that in no event shall any party recover more than once, suffer a penalty or forfeiture, or be unjustly compensated. §406. Prohibition Against Assignment or Dele acL tion SUB-RECIPIENT may not, unless it has first obtained the written permission of the CITY: A. Assign or otherwise alienate any of its rights hereunder, including the right to payment; or B. Delegate, subcontract, or otherwise transfer any of its duties.hereunder. §407. Permits SUB-RECIPIENT and its officers, agents and employees shall obtain and maintain all permits.and licenses necessary for SUB-RECIPIENT performance hereunder and shall pay any fees required therefore. SUB-RECIPIENT further certifies to immediately notify the CITY of any suspension, termination, lapses, non renewals or restrictions of licenses, certificates, or other documents. §408. Nondiscrimination and Affirmative Action SUB-RECIPIENT shall comply with the applicable nondiscrimination and affirmative action provisions.of the laws of the United States of America, the State of California, and the CITY. In performing this Agreement, SUB- RECIPIENT.shall not discriminate in its employment practices against any employee or applicant for employment because.of such person's race, color, religion, national origin, ancestry, sex, gender, gender identity, gender expression, sexual orientation, age, physical handicap, mental disability, marital status, domestic partner status, pregnancy, denial of medical and family care leave, pregnancy disability leave, or medical,condition. SUB- RECIPIENT shall comply with Executive Order 11246, entitled "Equal Employment Opportunity," as amended by Executive Order 11375, and as supplemented in Department of Labor regulations (41 CRF Part 60). SUB-RECIPIENT shall comply with California Public Contract Code §10295.3, which addresses discrimination based on domestic partnerships. If required, SUB-RECIPIENT shall submit an Equal Employment Opportunity 10 Plan ("EEOP") to the DOJ Office of Civil Rights ("OCR") in accordance with guidelines listed at http://www.ojp.usdoj.gov/ocr/eeop.htm, Any subcontract entered into by the SUB-RECIPIENT relating to this Agreement, to the extent allowed hereunder, shall be subject to the provisions of this § 408. §409. Bonds SUB-RECIPIENT must purchase a performance bond for any equipment item over$250,000 or any vehicle (including aircraft or watercraft) financed with homeland security funds. SUB-RECIPIENT must provide a copy of performance bond to CITY no later than the time of reimbursement. §410. Indemnification Each of the parties to this Agreement is a public entity. In contemplation of the provisions of Section 895.2 of the Government Code of the State of California imposing certain tort liability jointly upon public entities, solely by reason of such entities being parties to an Agreement as defined by Section 895 of said Code, the parties hereto, as between themselves, pursuant to the authorization contained in Section 895.4 and 895.6 of said Code, will each assume the full liability imposed upon it or upon any of its officers, agents, or employees by law, for injury caused by a negligent or wrongful act or omission occurring in the performance of this Agreement, to the same extent that such liability would be imposed in the absence of Section 895.2 of said Code. To achieve the above- stated purpose, each party indemnifies and holds harmless the other party solely by virtue of said Section 895.2. The provision of Section 2778 of the California Civil Code is made a part hereto as if fully set forth herein. SUB-RECIPIENT. certifies that it has adequate self-insured retention of funds to meet any obligation arising from this Agreement. §411. Conflict of Interest A. SUB-RECIPIENT covenants that none of its directors, officers, employees, or agents shall participate in selecting, or administrating any subcontract supported (in whole or in part) by Federal funds where such person is a director, officer, employee or agent of the subcontractor; or where the selection of subcontractors is or has the appearance of being motivated by a desire for personal gain for themselves or others such as family business, etc.; or where such person knows or should have known that: 1. A member of such person's immediate family, or domestic partner or organization has a financial interest in the subcontract; 2. The subcontractor is someone with whom such person has or is negotiating any prospective employment; or 3. The participation of such person would be prohibited by the California Political Reform Act, California Government Code §87100 et seq. if such person were a public officer, because such 11 i person would have a "financial or other interest" in the subcontract. B. Definitions: 1. The term "immediate family" includes but is not limited to domestic partner and/or those persons related by blood or marriage, such as husband, wife, father, mother, brother, sister, son, daughter, father in law, mother in law, brother in law, sister in law, son in law, daughter in law. 2. The term "financial or other interest" includes but is not limited to: a. Any direct or indirect financial interest in the specific contract, including a commission or fee, a share of the proceeds, prospect of a promotion or of future employment, a profit, or any other form of financial reward. b. Any of the following interests in the subcontractor ownership: partnership interest or other beneficial interest of five percent or more; ownership of five percent or more of the stock; employment in a managerial capacity; or membership on the board of directors or governing body. C. The SUB-RECIPIENT further covenants that no officer, director, employee, or agent shall solicit or accept gratuities, favors, anything of monetary value from any actual or potential subcontractor, supplier, a party to a sub agreement, (or persons who are otherwise in a.position to benefit from the actions of any officer, employee, or agent). D. The SUB-RECIPIENT shall not subcontract with a former director, officer, or employee within a one year period following the termination of the relationship between said person and the Contractor. E. Prior to obtaining the CITY'S approval of any subcontract, the SUB- RECIPIENT shall disclose to the CITY any relationship, financial or otherwise, direct or indirect, of the SUB-RECIPIENT or any of its officers, directors or employees or their immediate family with the proposed subcontractor and its officers, directors or employees. F. For further clarification of the meaning of any of the terms used herein, the parties agree that references shall be made to the guidelines, rules, and laws of the SUB-RECIPIENT, State of California, and Federal regulations regarding conflict of interest. G. The SUB-RECIPIENT warrants that it has not paid or given and will not pay or give to any third person any money or other consideration for obtaining this Agreement. H. The SUB-RECIPIENT covenants that no member, officer or employee of j SUB-RECIPIENT shall have interest, direct or indirect, in any contract or 12 subcontract or the proceeds thereof for work to be performed in connection with this project during his/her tenure as such employee, member or officer or for one year thereafter. I. The SUB-RECIPIENT shall incorporate the foregoing subsections of this Section into every agreement that it enters into in connection with this project and shall substitute the term "subcontractor" for the term "SUB-RECIPIENT" and "sub subcontractor" for "Subcontractor". §412. Restriction on Disclosures Any reports, analysis, studies, drawings, information, or data generated as a result of this Agreement are to be governed by the California Public Records Act (California Government Code Sec. 6250, et seq.). §413. Statutes and Regulations Applicable To All Grant Contracts A. SUB-RECIPIENT shall comply with all applicable requirements of state, federal, county and SUB-RECIPIENT laws, executive orders, regulations, program and administrative requirements, policies and any other requirements governing this Agreement. SUB-RECIPIENT shall comply with state and federal laws and regulations pertaining to labor, wages, hours, and other conditions of employment. SUB-RECIPIENT shall comply with new, amended, or revised laws, regulations, and/or procedures that apply to the performance of this Agreement. These requirements include, but are not limited to: 1. Office of Management and Budget (OMB) SUB-RECIPIENT shall comply with 2 Code of Federal Regulation (CFR) Part 200 (Uniform Administrative, Cost Principles, and Audit Requirements for Federal Awards). 2. Single Audit Act If Federal funds are used in the performance of this Agreement, SUB- RECIPIENT shall adhere to the rules and regulations of the Single Audit Act, 31 USC Sec. 7501 et seq.; Title 2 Code of Federal Regulations, Part 200, Subpart F Audit Requirements; and any administrative regulation or field memos implementing the Act. When reporting under on the FY15 UASI Grant Program under the Single Audit Act, SUB-RECIPIENT shall use Catalog of Federal Domestic Assistance (CFDA) Program Number 97.067 "Homeland Security Grant Program"; Grant Identification Number 2015-00078; and identify the CITY OF SANTA ANA as the Pass-Through. 3. Americans with Disabilities Act SUB-RECIPIENT hereby certifies that it will comply with the Americans with Disabilities Act, 42 USC §§ 12101, et seq., and its implementing regulations. SUB-RECIPIENT will provide reasonable 13 i accommodations to allow qualified individuals with disabilities to have access to and to participate in its programs, services and activities in accordance with the provisions of the Americans with Disabilities Act. SUB-RECIPIENT will not discriminate against persons with disabilities or against persons due to their relationship to or association with a person with a disability. Any subcontract entered into by the SUB-RECIPIENT, relating to this Agreement, to the extent allowed hereunder, shall be subject to the provisions of this paragraph. 4. Political and Sectarian Activity Prohibited. None of the funds, materials, property or services provided directly or indirectly under this Agreement shall be used for any partisan political activity, or to further the election or defeat of any candidate for public office. Neither shall any funds provided under this Agreement be used for any purpose designed to support or defeat any pending legislation or administrative regulation. None of the funds provided pursuant to this Agreement shall be used for any sectarian purpose or to support or benefit any sectarian activity. If this Agreement provides for more than $100,000 in grant funds or more than $150,000 in loan funds, SUB-RECIPIENT shall submit to the CITY a Certification Regarding Lobbying and a Disclosure Form, if required, in accordance with 31 USC §1352. A copy of the Certificate is attached hereto as Exhibit B. No funds will be released to SUB-RECIPIENT until the Certification is filed. SUB-RECIPIENT shall file a Disclosure Form at the end of each calendar quarter in which there occurs any event requiring disclosure or which materially affects the accuracy of any of the information contained in any Disclosure Form previously filed by SUB- RECIPIENT. SUB-RECIPIENT shall require that the language of this Certification be included in the award documents for all sub-awards at all tiers and that all subcontractors shall certify and disclose accordingly. 5. Records Inspection In accordance with 2 CFR §200.336,at any time during normal business hours and as often as the CITY, the U.S. Comptroller General, and/or the Auditor General of the State of California may deem necessary, SUB-RECIPIENT shall make available for I xamination all of its records with respect to all matters covered by this Agreement. The CITY, the U.S. Comptroller General and/or the Auditor General of the State of California shall have the authority to audit, examine and make excerpts or transcripts from records, including SUB-RECIPIENT'S invoices, materials, payrolls, records of personnel; conditions of employment and other data relating to all matters covered by this Agreement. 14 SUB-RECIPIENT agrees to provide any reports requested by the CITY regarding performance of the Agreement. 6. Records Maintenance Records, in their original form, shall be maintained in accordance with requirements prescribed by the CITY with respect to all matters covered on file for all documents specified in this Agreement. Original forms are to be maintained on file for all documents specified in this Agreement. Such records shall be retained for a period of three (3) years after the date of submission of the final expenditure report by the CITY and after final disposition of all pending matters. "Pending matters" include, but are not limited to, an audit, litigation or other actions involving records. The CITY may, at its discretion, take possession of, retain and audit said records. Records, in their original form pertaining to matters covered by this Agreement, shall at all times be retained within the County of Orange unless authorization to remove them is granted in writing by the CITY. 7. Subcontracts and Procurement SUB-RECIPIENT shall comply with the federal and SUB- RECIPIENT standards in the award of any subcontracts. For purposes of this Agreement, subcontracts shall include but not be limited to purchase agreements, rental or lease agreements, third party agreements, consultant service contracts and construction subcontracts. SUB-RECIPIENT shall ensure that the terms of this Agreement with the CITY are incorporated into all Subcontractor Agreements. The SUB-RECIPIENT shall submit all Subcontractor Agreements to the CITY for review prior to the release of any funds to the subcontractor. The SUB-RECIPIENT shall withhold funds to any subcontractor agency that fails to comply with the terms and conditions of this Agreement and their respective Subcontractor Agreement. 8. Labor SUB-RECIPIENT shall comply, as applicable, with the provisions of the Davis-Bacon Act (40 U.S.C. §§276a to 276a-7), the Copeland Act (40 U.S.C. §276c and 18 U.S.C. §874), the Contract Work Hours and Safety Standards Act (40 U.S.C. §§327-333), regarding labor standards for federally-assisted construction subagreements, and the Hatch Act (5 USC §§1501-1508 and 7324-7328). SUB-RECIPIENT shall comply with the Federal Fair Labor Standards Act (29 USC §201) regarding wages and hours of employment. None of the funds shall be used to promote or deter Union/labor organizing 15 i ...activities. CA Gov't Code Sec. 16645, et seq. 9. Civil Rights SUB-RECIPIENT shall comply with all Federal statutes relating to nondiscrimination. These include but are not limited to: (a) Title VI of the Civil Rights Act of 1964 (P.L. 88-352) which prohibits discrimination on the basis of race, color or national origin; (b) Title IX of the Education Amendments of 1972, as amended (20 U.S.C. §§1681- 1683, and 1685-1686), which prohibits discrimination on the basis of sex; (c) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. §794), which prohibits discrimination on the basis of handicaps; (d) The Age Discrimination act of 1975, as amended (42 U.S.C. §§6101-6107), which prohibits discrimination on the basis of age; (e) the Drug Abuse Office and Treatment Act of 1972 (P.L. 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; (f)the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation act of 1970 (P.L. 91-616) as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; (g) §§523 and 527 of the Public Health Service Act of 1912 (42 U.S.C. §§290 dd-3 and 290 ee 3), as amended, relating to confidentiality of alcohol and drug abuse patient records; (h) Title VIII of the Civil, Rights Act of 1968 (42 U.S.C. §§3601, et seq.), as amended, relating to non-discrimination in the sale, rental or financing of housing; (i) any other nondiscrimination provisions in the specific statute(s) under which application for Federal assistance is being made; (j) the requirements of any other nondiscrimination statute(s) which may apply to the application; and (k) P.L. 93-348 regarding the protection of human subjects involved in research, development, and related activities supported by this award of assistance. 10. Environmental SUB-RECIPIENT shall comply, or has already complied, with the requirements of Titles II and III of the Uniform relocation Assistance and Real Property Acquisition Policies Act of 1970 (P.L. 91-646) which provide for fair and equitable treatment of persons displaced or whose property is acquired as a result of Federal or federally- assisted programs. These requirements apply to all interests in real property acquired for project purposes regardless of Federal participation in purchases. SUB-RECIPIENT shall comply with environmental standards which may be prescribed pursuant to the following: (a) institution of environmental quality control measures under the National Environmental Policy Act of 1969 (P.L. 91-190) and Executive Order(EO) 11514; (b) notification of violating facilities pursuant to EO 11738; (c) protection of wetlands pursuant to EO 11990; (d) evaluation of flood hazards in floodplains in accordance with EO 16 i 11988; (e) assurance of project consistency with the approved State management program developed under the Coastal Zone Management Act of 1972 (16 U.S.C. §§1451, et seq.); (f) conformity of Federal actions to State (Clean Air) Implementation Plans under Section 176(c) of the Clean Air Act of 1955, as amended (42 U.S.C. §§7401, et seq.); (g) protection of underground sources of drinking water under the Safe Drinking Water Act of 1974, as amended (P.L. 93-523); (h) protection of endangered species under the Endangered Species Act of 1973, as amended (P.L. 93205); and (i) Flood Disaster Protection Act of 1973 §102(a) (P.L. 93-234). SUB-RECIPIENT shall comply with the Wild and Scenic Rivers Act of 1968 (16 U.S.C. §§1271, et seq.) related to protecting components or potential components of the national wild and scenic rivers system. SUB-RECIPIENT shall comply with the Lead-Based Paint Poisoning Prevention Act (42 U.S.C. §§4801, et seq.)which prohibits the use of lead- based paint in construction or rehabilitation of residence structures. SUB-RECIPIENT shall comply with the Federal Water Pollution Control Act (33 U.S.C. 1251-1387) which restores and maintains the chemical, physical and biological integrity of the Nation's waters. SUB-RECIPIENT shall comply with the Federal Clean Water Act (CWA) (33 U.S.0 §1251 et seq.), which establishes the basic structure for regulating discharges of pollutants into the waters of the United States and regulating quality standards for surface waters. SUB-RECIPIENT shall ensure that the facilities under its ownership, lease or supervision which shall be utilized in the accomplishment of this project are not listed in the Environmental Protection Agency's (EPA) list of Violating Facilities and that it will notify the Federal Grantor agency of the receipt of any communication from the Director of the EPA Office of Federal Activities indicating that a facility to be used in the project is under consideration for listing by the EPA. By signing this Agreement, SUB-RECIPIENT ensures that it is in compliance with the California Environmental Quality Act (CEQA), Public Resources Code §21000, et seq. and is not impacting the environment negatively. SUB-RECIPIENT shall comply with the Energy Policy and Conservation Act (P.L. 94-163, 89 Stat. 871). 11. Preservation 17 SUB-RECIPIENT shall comply with Section 106 of the National Historic Preservation Act of 1966, as amended (16 U.S.C. §470), EO 11593 (identification and protection of historic properties), and the Archaeological and Historic Preservation Act of 1974 (16 U.S.C. §§469a-1, et seq.). 12. Suspension and Debarment SUB-RECIPIENT shall comply with Federal Register, Volume 68, Number 228, regarding Suspension and Debarment, and SUB- RECIPIENT shall submit a Certification Regarding Debarment required by Executive Order 12549 and any amendment thereto. Said Certification shall be submitted to the CITY concurrent with the execution of this Agreement and shall certify that neither SUB- RECIPIENT nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in this transaction by any federal department head or agency. SUB-RECIPIENT shall require that the language of this Certification be included in the award documents for all sub-award at all tiers and that all subcontractors shall certify accordingly. As required by Executive Orders (EO) 12549 and 12689, and 2 CFR §200.212 and codified in 2 CFR Part 180, Debarment and Suspension, SUB-RECIPIENT will provide protection against waste, fraud and abuse by debarring or suspending those persons deemed irresponsible in their dealings with the Federal government. 13. Drug-Free Workplace SUB-RECIPIENT shall comply with the federal Drug-Free Workplace Act of 1988, 41 USC §701, 44 CFR Part 67; the California Drug-Free Workplace Act of 1990, CA Gov't Code §§ 8350-8357. 14. Financial Management SUB-RECIPIENT will comply with 31 U.S.0 §3729 which sets forth that no subgrantee, recipient or subrecipient shall submit a false claim for payment, reimbursement or advance. 15. Reporting —Accountability SUB-RECIPIENT agrees to comply with applicable provisions of the Federal Funding Accountability and Transparency Act (FFATA) (2 CFR Chapter 1, Part 170), specifically (a) the reporting ofsubawards obligating $25,000 or more in federal funds and (b) executive compensation data for first-tier subawards. This includes the provisions of FFATA, which includes requirements on executive compensation, and also requirements implementing the Act for the non-Federal entity at 2 CFR part 25 Financial Assistance Use of 18 Universal Identifier and Central Contractor Registration and 2 CFR part 170 Reporting Subaward and Executive Compensation Information. SUB-RECIPIENT must also comply with statutory requirements for whistleblower protections at 10 U.S.C. §2409, 41 U.S.C. §4712, and 10 U.S.C. §2324, 41 U.S.C. §4304 and §4310 and 31 U.S.C. §6101 et seq. 16. Human Trafficking SUB-RECIPIENT will comply with the requirements of Section 106(g) of the Trafficking Victims Protection Act (TVPA) of 2000, as amended (22 U.S.C. §7104)which prohibits grant award recipients or a subrecipient from (1) Engaging in severe forms of trafficking in persons during the period of time that the award is in effect (2) Procuring a commercial sex act during the period of time that the award is in effect or(3) Using forced labor in the performance of the award or subawards under the award. 17. Freedom of Information Act SUB-RECIPIENT acknowledges that all information submitted in the course of applying for funding under this program or provided in the course of an entity's grant management activities which is under Federal control is subject to the Freedom of Information Act (FOIA), 5 U.S.C. §552. SUB-RECIPIENT should also consult State and local laws and regulations regarding the release of information, which should be considered when reporting sensitive matters in the grant application, needs assessment and strategic planning process. B. Statutes and Regulations Applicable To This Particular Grant SUB-RECIPIENT shall comply with all applicable requirements of state and federal laws, executive orders, regulations, program and administrative requirements, policies and any other requirements governing this particular grant program. SUB-RECIPIENT shall comply with new, amended, or revised laws, regulations, and/or procedures that apply to the performance of this Agreement. These requirements include, but are not limited to: 1. Title 2 Code of Federal Regulations (CFR) Part 200; EO 12372; Department of Justice (DOJ) Office of Judicial Programs (OJP) Office of the Comptroller, U.S. Department of Homeland Security, Preparedness Directorate Financial Management Guide; U.S. Department of Homeland Security, Office of Grants and Training, FY 2015 Homeland Security Grant Program —Notice of Funding Opportunity; ODP WMD Training Course Catalogue; and DOJ Office 19 for Civil Rights. Standardized Emergency Management System (SEMS) requirements as stated in the California Emergency Services Act, Government Code Chapter 7 of Division 1 of Title 2, § 8607.1(e) and CCR Title 19, §§ 2445-2448. Provisions of 44 CFR applicable to grants and cooperative agreements, including Part 18, Administrative Review Procedures; Part 20, Criminal Justice Information Systems; Part 22, Confidentiality of Identifiable Research and Statistical Information; Part 23, Criminal Intelligence Systems Operating Policies; Part 30, Intergovernmental Review of Department of Justice Programs and Activities; Part 35, Nondiscrimination on the.Basis of Disability in State and Local Government Services; Part 38, Equal Treatment of Faith-based Organizations; Part 42, Nondiscrimination/Equal employment Opportunities Policies and Procedures; Part 61, Procedures for Implementing the National Environmental Policy Act; Part 63, Floodplain Management and Wetland Protection Procedures; Part 64, Floodplain Management and Wetland Protection Procedures; Federal laws or regulations applicable to federal Assistance Programs; Part 69, New Restrictions on Lobbying; Part 70, Uniform Administrative Requirements for Grants and Cooperative Agreements (including sub-awards) with Institutions of Higher Learning, Hospitals and other Non-Profit Organizations; and Part 83, Government- Wide Requirements for a Drug Free :Workplace (grants). 2. Travel Expenses SUB-RECIPIENT as provided herein may be compensated for SUB- RECIPIENT'S reasonable travel expenses incurred in the performance of this Agreement, to include travel and per diem, unless otherwise expressed. Travel including in-State and out-of- State travel shall not be reimbursed without prior written authorization from the UASI Grant Office. SUB-RECIPIENT'S travel and per diem reimbursement costs shall be reimbursed based on the SUB-RECIPIENT'S travel policies and procedures. If SUB-RECIPIENT does not have established travel policies and procedures, SUB-RECIPIENT'S reimbursement rates shall not exceed the amounts established under 5 U.S.0 5701-11 , ("Travel and Subsistence Expenses; Mileage Allowances"), or by the Administrator of General Services, or by the President (or his or her designee) pursuant to any provisions of such subchapter must apply to travel under federal awards (48 I CFR 31.205-46(a)).. 20 i 3. Personally Identifiable Information SUB-RECIPIENT collecting Personally Identifiable Information (PII) must have a publically-available policy that describes what PII they collect, how they plan to use the PII, whether they share PII with third parties, and how individuals may have their PII corrected where appropriate 4. Hotel and Motel Fire Safety Act of 1990 SUB-RECIPIENT must ensure that all conference, meeting, convention, or training space funded in whole or in part with Federal funds complies with Section 6 of the fire prevention and control guidelines of the Federal Fire Prevention and Control Act of 1974, 15 U.S.C. §2225a. 5. Terrorist Financinq E.O. 13224 SUB-RECIPIENT must comply with U.S. Executive Order 13224 and U.S. law that prohibit transactions with, and the provisions of resources and support to, individuals and organizations associated with terrorism. 6. USA Patriot Act of 2001 SUB-RECIPIENT must comply with the requirements of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (USA Patriot Act), which amends 18 U.S.C. §§175-175c. 7. Noncompliance SUB-RECIPIENT understands that failure to comply with any of the above assurances may result in suspension, termination or reduction of grant funds, and repayment by SUB-RECIPIENT to CITY of any unlawful expenditures. C. Compliance With Grant Assurances To obtain the Grant Funds, the Grantor required an authorized representative of the CITY to sign certain promises regarding the way the Grant Funds would be spent ("Grant Assurances"), attached hereto as Exhibit C. By signing these Grant Assurances, the CITY became liable to the Grantor for any funds that are used in violation of the grant requirements. SUB-RECIPIENT shall be liable to the Grantor for any funds the Grantor determines SUB-RECIPIENT used in violation of these Grant Assurances. SUB-RECIPIENT shall indemnify and hold harmless the CITY for any sums the Grantor determines SUB- RECIPIENT used in violation of the Grant Assurances. 21 §414. Federal State and Local Taxes Federal, State and local taxes shall be the responsibility of SUB-RECIPIENT as an independent party and not as a CITY employee. §415. Inventions, Patents and Copyrights A. Reporting Procedure for Inventions If any project produces any invention or discovery (Invention) patentable or otherwise under title 35 of the U.S.-Code, including,without limitation, processes and business methods made in the course of.work under this Agree,ment,.the SUB-RECIPIENT shall report the fact and disclose the Invention promptly and fully to the CITY. The CITY shall report the fact and disclose the Invention to the Grantor. Unless there is a prior agreement between the CITY and the Grantor, the Grantor shall determine whether to seek protection on the Invention. The Grantor shall determine how the rights in the Invention, including rights under any patent issued thereon, will be allocated and administered in order to protect the public interest consistent with the policy ("Policy") embodied in the Federal Acquisition Regulations System, which is based on Ch..18 of title 35 U.S.C. Sections 200., et seq. (Pub. L. 95-517, Pub. L. 98-620, 37 CFR part 401); Presidential Memorandum on Government Patent Policy to the Heads of the Executive Departments and Agencies, dated 2/18/1983); and Executive Order 12591, 4/10/87, 52 FR 13414, 3 CFR, 1987 Comp., p. 220 (as amended by Executive Order 12618, 12/22/87, 52 FR 48661, 3 CFR, 1987 Comp., p. 262). SUB-RECIPIENT hereby agrees to be bound by the Policy, and will contractually require its personnel to be bound by the Policy. B. Rights to Use Inventions CITY shall have an unencumbered right, and a non-exclusive, irrevocable, royalty- free license, to use, manufacture, improve upon, and allow others to do so for all government purposes, any Invention developed under this Agreement. C. Copyright Policy 1. Unless otherwise provided by the terms of the Grantor or of this Agreement, when copyrightable material ("Material") is developed under this Agreement, the author or the CITY, at the CITY'S discretion, may copyright the Material. If the CITY declines to copyright the Material, the CITY shall have an unencumbered right, and a non-exclusive, irrevocable, royalty- free license, to use, manufacture, improve upon, and allow others to do so for all government purposes, any Material developed under this Agreement. 2. The Grantor shall have an unencumbered right, and a non-exclusive, i 22 i irrevocable, royalty-free license, to use, manufacture, improve upon, and allow others to do so for all government purposes, any Material developed under this Agreement or any Copyright purchased under this Agreement. 3. SUB-RECIPIENT shall comply with 24 CFR 85.34. D. Rights to Data The Grantor and the CITY shall have unlimited rights or copyright license to any data first produced or delivered under this Agreement. "Unlimited rights" means the right to use, disclose, reproduce, prepare derivative works, distribute copies to the public, and perform and display publicly, or permit others to do so; as required by 48 CFR 27.401. Where the data are not first produced under this Agreement or are published copyrighted data with the notice of 17 U.S.C. Section 401 or 402, the Grantor acquires the data under a copyright license as set forth in 48 CFR 27.404(f)(2) instead of unlimited rights. (48 CFR 27.404(x)). E. Obligations Binding on Subcontractors SUB-RECIPIENT shall require all subcontractors to comply with the obligations of this section by incorporating the terms of this section into all subcontracts. §416. Minority, Women, And Other Business Enterprise Outreach Program It is the policy of the CITY to provide minority business enterprises (MBEs), women business enterprises (WBEs) and all other business enterprises an equal opportunity to participate in the performance of all SUB-RECIPIENT contracts, including procurement, construction and personal services. This policy applies to all Contractors and Sub-Contractors. 23 V DEFAULTS SUSPENSION TERMINATION AND AMENDMENTS §501. Defaults Should SUB-RECIPIENT fail for any reason to comply with the contractual obligations of this Agreement within the time specified by this Agreement, the CITY reserves the right to terminate the Agreement, reserving all rights under state and federal law. §502. Amendments Any change in the terms of this Agreement, including changes in the services to be performed by SUB-RECIPIENT and any increase or decrease in the amount of compensation which are agreed to by the CITY and SUB-RECIPIENT shall be incorporated into this Agreement by a written amendment properly executed and signed by the person authorized to bind the parties thereto. SUB-RECIPIENT agrees to comply with all future CITY Directives, or any rules, amendments or requirements promulgated by the CITY affecting this Agreement. 24 i j VI ENTIRE AGREEMENT §601. Complete Agreement This Agreement contains the full and complete Agreement between the two parties. Neither verbal agreement nor conversation with any officer or employee of either party shall affect or modify any of the terms and conditions of this Agreement. §602. Number of Pages and Attachments This Agreement is executed in two (2) duplicate originals, each of which is deemed to be an original. This Agreement includes twenty-five (26) pages and three (3) Exhibits which constitute the entire understanding and agreement of the parties. 25 IN WITNESS WHEREOF, the City and MUNICIPAL WATER DISTRICT OF ORANGE COUNTY have caused this Agreement to be executed by their duly authorized representatives on the date first set forth above. ATTEST: CITY OF SANTA ANA, a municipal Corporation of the State of California By: By: Maria D. Huizar David Cavazos Clerk of the Council City Manager RECOMMENDED FOR APPROVAL: By: Carlos Rajas SUB-RECIPIENT Chief of Police MUNICIPAL WATER DISTRICT OF ORANGE COUNTY APPROVED AS TO FORM: By: V—V kku QA78— Printed Name By: Laura Rossini Title Senior Assistant City Attomey APPROVED AS TO FORM By: Printed Name Title 26 EXHIBIT A CERTIFICATION REGARDING DEBARMENT, SUSPENSION AND OTHER RESPONSIBILITY MATTERS Applicants should refer to the regulations cited below to determine the certification to which they are required to attest. Applicants should also review the instructions for certification included in the regulations before completing this form. Signature of this form provides for compliance with certification requirements under the applicable CFR covering New Restrictions on Government-wide Debarment and Suspensions (No nprocurernent).The certification shall be treated as a material representation of fact upon which reliance will be placed when the Agency determines to award the covered transaction or cooperative agreement, As required by Executive Order 12549, Debarment and Suspension, and implemented under the applicable CFR, for prospective participants in covered transactions,as defined in the applicable CFR A. The applicant certifies that it and its principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, sentenced to a denial of Federal benefits by a State or Federal court,or voluntarily excluded from covered transactions by any Federal department or agency; (b) Ilave not within a tluee-year period preceding this application been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain,or performing a public(Federal, State,or local)transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements,or receiving stolen property; (c) Are not presently indicted for or otherwise criminally or civilly charged by a government entity (Federal State or local) with coinrnission of any of these offenses enumerated in paragraph(1) (b)of this certification; and (d) Have not within a three-year period preceding this application had one or more public transactions(Federal,State or local)terminated for cause or default;and B. Where the applicant is unable to certify to any of the statements in this certification, he or she shall attach an explanation to this application. Address: t%g 60 %A ut o ze Agent Signature �VC Printed of Typed Name Title 27 I i INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this document, the prospective recipient of Federal assistance funds is providing the certification as set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective recipient of Federal assistance funds knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. 3. The prospective recipient of Federal assistance funds shall provide immediate written notice to the person to whom this agreement is entered, if at any time the prospective recipient of Federal assistance funds learns that its certification was erroneous, when submitted or has become erroneous by reason of changed circumstances. 4. The terms"covered transaction,""debarred," "suspended,""ineligible,""lower tier covered transaction,""participant,""person," "primary covered transaction,""principal,""proposal,"and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549, 5. The prospective recipient of Federal assistance funds agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. 6. The prospective recipient of Federal assistance funds further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions,"without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the List of Parties Excluded from Procurement or Non Procurement Programs. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 9. Except for transactions authorized under Paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntary excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. i 28 I EXHIBIT B CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: 1. No Federal appropriated funds have been paid or will be paid, by or an behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan or cooperative agreement. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, are officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form LLL "Disclosure Form to Report Lobbying" in accordance with its instructions. 3. The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. 4. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352 Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. AGREEMENT NUMBER 1� CONTRAC ORIBORROWERIAGENCY NAME A D TITLE OF AUTHORIZED R ESE TATIVE 2-L2 k -f W S GNA U DATE 29 EXHIBIT C California Governor's Office of Emergency Services FY 2015 Grant Assurances (For All Cal OES Federal Grant Programs) Name of Applicant: Address: Cit v� State: QW Zip Code: Telephone Number — 1 Fax Number:-714A E-Mail Address: As the duly authorized representative of the Applicant, I hereby certify that the Applicant has the legal authority to apply for Federal assistance and the institutional, managerial and financial capability (including funds sufficient to pay any non-Federal share of project cost) to ensure proper planning, management and completion of the project described in this application, within prescribed timelines. 1 further acknowledge that the Applicant is responsible for reviewing and adhering to all requirements within the: (a)Applicable Federal Regulations (see below); (b) Federal Program Notice of Funding Opportunity(NOFO); (c) California Supplement to the NOFO; and (d) Federal and State Grant Program Guidelines. Federal Regulations Government cost principles, uniform administrative requirements and audit requirements for federal grant programs are housed in Title 2, Part 200 of the Code of Federal Regulations (CFR) and in updates issued by the Office of Management and Budget (OMB) on http://www,whitehouse.gov/omb/. Significant state and federal grant award requirements (some of which appear in the documents listed above) are called out below. The Applicant hereby agrees to comply with the fallowing: 1. Proof of Authority The Applicant will obtain written authorization from the city council, governing board or authorized body in support of this project. This written authorization must specify that the Applicant and the city council, governing board or authorized body agree: (a)To provide all matching funds required for said project and that any cash match will be appropriated as required. (b)That any liability arising out of the performance of this agreement shall be the responsibility of the Applicant and the city council, governing board or authorized body. (c)That grant funds shall not be used to supplant expenditures controlled by the city council, governing board or authorized body. (d)That the official executing this agreement is, in fact, authorized to do so. This Proof of Authority must be maintained on file and readily available upon demand, 2. Period of Performance The Applicant will initiate work after approval of the award and complete all work within the period of performance specified in the grant. 3. Lobbying and Political Activities As required by Section 1352, Title 31 of the U.S, Code (U.S.C.), for persons entering into a contract, grant, loan or cooperative agreement from an agency or requests or receives 30 from an agency a commitment providing for the United States to insure or guarantee a loan, the Applicant certifies that: (a) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (b) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying", in accordance with its instructions. (c) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. The Applicant will also comply with provisions of the Hatch Act (5 U.S.C. §§1501-1508 and §§7324-7328) which limit the political activities of employees whose principal employment activities are funded in whole or in part with Federal funds. Finally, the Applicant agrees that Federal funds will not be used, directly or indirectly, to support the enactment, repeal, modification or adoption of any law, regulation or policy without the express written approval from the California Governor's Office of Emergency Services (Cal OES) or the Federal awarding agency. 4. Debarment and Suspension As required by Executive Orders (EO) 12549 and 12689, and 2 CFR §200.212 and codified in 2 CFR Part 180, Debarment and Suspension, the Applicant willi provide protection against waste, fraud and abuse by debarring or suspending those persons deemed irresponsible in their dealings with the Federal government. The Applicant certifies that it and its principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; (b) Have not within a three-year period preceding this application been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (c) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity(Federal, State, or local) with commission of any of the offenses enumerated in paragraph (2)(b) of this certification; and (d) Have not within a three-year period preceding this application had one or more public transaction (Federal, State, or local) terminated for cause or default. 31 i I Where the Applicant is unable to certify to any of the statements in this certification, he or she shall attach an explanation to this application. 5. Non-Discrimination and Equal Employment Opportunity The Applicant will comply with all Federal statutes relating to non-discrimination. These include, but are not limited to, the following: (a) Title VI of the Civil Rights Act of 1964 (Public Law (P.L.) 88-352 and 42 U.S.C. §2000d et. seq.) which prohibits discrimination on the basis of race, color or national origin and requires that recipients of federal financial assistance take reasonable steps to provide meaningful access to persons with limited English proficiency (LEP)to their programs and services; (b) Title IX of the Education Amendments of 1972, as amended (20 U.S.C. §§1681- 1683, and 1685-1686), which prohibits discrimination on the basis of sex; (c) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. §794), which prohibits discrimination on the basis of handicaps; (d) Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to ADA (42 U.S.C. 12101, et seq.); (e) Age Discrimination Act of 1975, as amended (42 U.S.C. §§6101-6107), which prohibits discrimination on the basis of age; (f) Drug Abuse Office and Treatment Act of 1972) (P.L. 92-255), as amended (P.L. 96-181), relating to nondiscrimination on the basis of Treatment or recovery from drug abuse; (g) Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (P.L. 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; (h) Sections 523 and 527 of the Public Health Service Act of 1912 (42 U.S.C. §§290 dd-3 and 290 ee 3), as amended, relating to confidentiality of alcohol and drug abuse patient records; (i) Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; (j) EO 11246, which prohibits federal contractors and federally assisted construction contractors and subcontractors, who do over $10,000 in Government business in one year from discriminating in employment decisions on the basis of race, color, religion, sex, or national origin; (k) EO 11375, which bans discrimination on the basis of sex in hiring and employment in both the United States federal workforce and on the part of government contractors; (1) California Public Contract Code §10295.3, which addresses discrimination based on domestic partnerships; (m) Any other nondiscrimination provisions in the specific statute(s) under which application for Federal assistance is being made; and (n) The requirements of any other nondiscrimination statute(s) which may apply to the application. In addition to the items listed in (a) through (n), the Applicant will comply with California's Fair Employment and Housing Act (FEHA). FEHA prohibits harassment and discrimination in employment because of race, color, religion, sex, gender, gender identity, gender expression, sexual orientation, marital status, national origin, ancestry, mental and physical disability, medical condition, age, pregnancy, denial of medical and family care leave, or pregnancy disability leave (California Government Code sections 12940, 12945, 12945.2) and/or retaliation for protesting illegal discrimination related to one of these categories, or for reporting patient abuse in tax supported institutions. i j 32 i 6. Drug-Free Workplace As required by the Drug-Free Workplace Act of 1988 (41 U.S.C. §701 et seq.), the Applicant certifies that it will or will continue to provide a drug-free workplace and a drug- free awareness program as outlined in the Act. 7. Environmental Standards The Applicant will comply with State and Federal environmental standards which may be prescribed pursuant to the following, as applicable: (a) California Environmental Quality Act (CEQA) (California Public Resources Code §§21000-21177), to include coordination with the city or county planning agency; (b) CEQA Guidelines (California Code of Regulations, Title 14, Division 6, Chapter 3, §§15000-15387); (c) Federal Clean Water Act (CWA) (33 U.S.C. §1251 et seq.), which establishes the basic structure for regulating discharges of pollutants into the waters of the United States and regulating quality standards for surface waters. (d) Institution of environmental quality control measures under the National Environmental Policy Act of 1969 (P.L. 91-190) and Executive Orders (EO) on the Environmental Justice Act (EO 12898) and Environmental Quality (EO 11514); (e) Notification of Environmental Protection Agency (EPA) violating facilities pursuant to EO 11738; (f) Protection of wetlands pursuant to EO 11990; (g) Evaluation of flood hazards in floodplains in accordance with EO 11988; (h) Assurance of project consistency with the approved State management program developed under the Coastal Zone Management Act of 1972 (16 U.S.C. §1451 et seq.); (i) Conformity of Federal actions to State (Clean Air) Implementation Plans under Section 176(c) of the Clean Air Act of 1955, as amended (42 U.S.C. §7401 et seq.); (j) Protection of underground sources of drinking water under the Safe Drinking Water Act of 1974, as amended (P.L. 93-523); (k) Protection of endangered species under the Endangered Species Act of 1973, as amended (P.L. 93-205); (1) Wild and Scenic Rivers Act of 1968 (16 U.S.C. §1271 et seq.) related to protecting components or potential components of the national wild and scenic rivers system. Finally, the Applicant shall not be: 1) in violation of any order or resolution promulgated by the State Air Resources Board or an air pollution district; 2) subject to a cease and desist order pursuant to §13301 of the California Water Code for violation of waste discharge requirements or discharge prohibitions; or 3)finally determined to be in violation of federal law relating to air or water pollution. 8. Audits For subrecipients expending $750,000 or more in Federal grant funds annually, the Applicant will cause to be performed the required financial and compliance audits in accordance with the Single Audit Act Amendments of 1996 and Title 2 of the Code of Federal Regulations, Part 200, Subpart F Audit Requirements. 9. Access to Records In accordance with 2 CFR §200.336, the Applicant will give the awarding agency, the Comptroller General of the United States and, if appropriate, the State, through any authorized representative, access to and the right to examine all records, books, papers, or documents related to the award. The Applicant will require any subrecipients, 33 I I contractors, successors, transferees and assignees to acknowledge and agree to comply with this provision. 10. Conflict of Interest The Applicant will establish safeguards to prohibit employees from using their positions for a purpose that constitutes or presents the appearance of personal or organizational conflict of interest, or personal gain. 11. Financial Management False Claims for Payment The Applicant will comply with 31 U.S.0 §3729 which sets forth that no subgrantee, recipient or subrecipient shall submit a false claim for payment, reimbursement or advance. 12. Reporting -Accountability The Applicant agrees to comply with.applicable provisions of the Federal Funding Accountability and Transparency Act (FFATA) (2 CFR Chapter 1, Part 170), specifically (a) the reporting of subawards obligating $25,000 or more in federal funds and (b) executive compensation data for first-tier subawards. This includes the provisions of FFATA, which includes requirements on executive compensation, and also requirements implementing the Act for the non-Federal entity at 2 CFR part 25 Financial Assistance Use of Universal Identifier and Central Contractor Registration and 2 CFR part 170 Reporting Subaward and Executive Compensation Information. The Applicant also must comply with statutory requirements for whistleblower protections at 10 U.S.C. §2409, 41 U.S.C. §4712, and 10 U.S.C. §2324, 41 U.S.C. §4304 and §4310 and 31 U.S.C. §6101 et seq. 13. Human Trafficking The Applicant will comply with the requirements of Section 106(g) of the Trafficking Victims Protection Act (TVPA) of 2000, as amended (22 U.S.C. §7104)which prohibits grant award recipients or a subrecipient from (1) Engaging in severe forms of trafficking in persons during the period of time that the award is in effect (2) Procuring a commercial sex act during the period of time that the award is in effector.(3) Using forced labor in the performance of the award or subawards under the award. 14. Labor Standards The Applicant will comply with the following federal labor standards: (a) Comply with the provisions of the Davis-Bacon Act (40 U.S.C. §§276a to 276a-7), as applicable, and the Copeland Act (40 U.S.C. §3145 and 18 U.S.C. §874) and the Contract Work Hours and Safety Standards Act(40 U.S.C. §§327-333), regarding labor standards for federally-assisted construction contracts or subcontracts. (b) Comply with the Federal Fair Labor Standards Act (29 U.S.C. §201 et al.) as they apply to employees of institutes of higher learning (IHE), hospitals and other non- profit organizations. 15. Worker's Compensation The Applicant must comply with provisions which require every employer to be insured against liability for Worker's Compensation before commencing performance of the work of this Agreement, as per California Labor Code §3700. E 34 16. Property-Related If applicable to the type of project funded by this Federal award, the Applicant will: (a) Comply the requirements of Titles II and III of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (P.L. 91-646)which provide for fair and equitable treatment of persons displaced or whose property is acquired as a result of Federal or federally-assisted programs. These requirements apply to all interests in real property acquired for project purposes regardless of Federal participation in purchase. (b) Comply with flood insurance purchase requirements of Section 102(a) of the Flood Disaster Protection Act of 1973 (P.L. 93-234) which requires subrecipients in a special flood hazard area to participate in the program and to purchase flood insurance if the total cost of insurable construction and acquisition is $10,000 or more. (c) Assist the awarding agency in assuring compliance with Section 106 of the National Historic Preservation Act of 1966, as amended (16 U.S.C. §470), EO 11593 (identification and protection of historic properties), and the Archaeological and Historic Preservation Act of 1974 (16 U.S,C. §469a-1 et seq.), (d) Comply with the Lead-Based Paint Poisoning Prevention Act (42 U.S.C. §4831 and 24 CFR Part 35)which prohibits the use of lead-based paint in construction or rehabilitation of residence structures. 17. Certifications Applicable Only to Federally-Funded Construction Projects For all construction projects, the Applicant will: (a) Not dispose of, modify the use of, or change the terms of the real property title or other interest in the site and facilities without permission and instructions from the awarding agency. Will record the Federal awarding agency directives and will include a covenant in the title of real property acquired in whole or in part with Federal assistance funds to assure nondiscrimination during the useful life of the project. (b) Comply with the requirements of the awarding agency with regard to the drafting, review and approval of construction plans and specifications. (c) Provide and maintain competent and adequate engineering supervision at the construction site to ensure that the complete work conforms with the approved plans and specifications and will furnish progressive reports and such other information as may be required by the assistance awarding agency or State. 18. Freedom of Information Act The Applicant acknowledges that all information submitted in the course of applying for funding under this program or provided in the course of an entity's grant management activities which is under Federal control is subject to the Freedom of Information Act (FOIA), 5 U.S.C. §552. The Applicant should also consult its own State and local laws and regulations regarding the release of information, which should be considered when reporting sensitive matters in the grant application, needs assessment and strategic planning process. 19. California Public Records Act The Applicant acknowledges that all information submitted in the course of applying for funding under this program or provided in the course of an entity's grant management activities may be subject to the California Public Records Act (California Government Code §§6250-6276.48), which requires inspection and/or disclosure of governmental records to the public upon request, unless exempted by law. 35 i i HOMELAND SECURITY GRANT PROGRAM - PROGRAM SPECIFIC ASSURANCES / CERTIFICATIONS 20. Personally Identifiable Information Subrecipients collecting Personally Identifiable Information (PII) must have a publically- available policy that describes what PII they collect, how they plan to use the PII, whether they share PII with third parties, and how individuals may have their PII corrected where appropriate. 21. Disposition of Equipment When original or replacement equipment acquired under this award is no longer needed for the original project or program or for other activities currently or previously supported by the Department of Homeland Security/Federal Emergency Management Agency, subrecipients must request instructions from Cal OES on proper disposition of equipment. 22. Reporting Accusations and Findings of Discrimination If, during the past three years, the subrecipient has been accused of discrimination on the grounds of race, color, national origin (including limited English proficiency), sex, age, disability, religion, or familial status, the subrecipient must provide a list of all such proceedings, pending or completed, including outcome and copies of settlement agreements to Cal OES for reporting to the DHS awarding office and the DHS Office of Civil Rights and Civil Liberties. If any court or administrative agency makes a finding of discrimination on grounds of race, color, national origin (including limited English proficiency), sex, age, disability, religion or familial status against the subrecipient; or the subrecipient settles a case or matter alleging such discrimination, subrecipients must forward a copy of the complaint and findings to Cal OES for forwarding to the.DHS Component and/or awarding office. The United States has the right to seek judicial enforcement of these obligations. 23. Acknowledgement of Federal Funding from DHS and Use of DHS Seal, Logo and Flags All subrecipients must acknowledge their use of federal funding when issuing statements, press releases, requests for proposal, bid invitations, and other documents describing projects or programs funded in whole or in part with federal funds. All subrecipients must obtain DHS's approval prior to using DHS seal(s), Logos, crests or reproductions of DHS agency officials, including use of the United States Coast Guard seal, logo, crests or reproductions of flags or likenesses of Coast Guard officials. 24. Copyright All subrecipients must affix the applicable copyright notices of 17 U.S.C. §§401 or 402 and an acknowledgement of Government sponsorship (including award number) to any work first produced under Federal financial assistance awards, unless the work includes any information that is otherwise controlled by the Government (e.g., classified information or other information subject to national security or export control laws or regulations). 25. Energy Policy and Conservation Act All subrecipients must comply with the requirements of 42 U.S.C. §6201 which contain policies relating to energy efficiency that are defined in the state energy conservation plan issues in compliance with this Act. 26. Hotel and Motel Fire Safety Act of 1990 All subrecipients must ensure that all conference, meeting, convention, or training space funded in whole or in part with Federal funds complies with Section 6 of the fire prevention 36 i and control guidelines of the Federal Fire Prevention and Control Act of 1974, 15 U.S.C. §2225a. 27. Terrorist Financing E.O. 13224 All subrecipients must comply with U.S. Executive Order 13224 and U.S. law that prohibit transactions with, and the provisions of resources and support to, individuals and organizations associated with terrorism. It is the legal responsibility of subrecipients to ensure compliance with the E.O. and laws. 28, USA Patriot Act of 2001 All subrecipients must comply with the requirements of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (USA Patriot Act), which amends 18 U.S.C. §§175-175c. IMPORTANT The purpose of the assurance is to obtain federal and state financial assistance, including any and all federal and state grants, loans, reimbursement, contracts, etc. The Applicant recognizes and agrees that state financial assistance will be extended based on the representations made in this assurance. This assurance is binding on the Applicant, its successors, transferees, assignees, etc. Failure to comply with any of the above assurances may result in suspension, termination, or reduction of grant funds, All appropriate documentation, as outlined above, must be maintained on file by the Applicant and available for Cal OES or public scrutiny upon request. Failure to comply with these requirements may result in suspension of payments under the grant or termination of the grant or both and the subrecipient may be ineligible for award of any future grants if the Cal OES determines that any of the following has occurred: (1)the recipient has made false certification, or(2) violates the certification by failing to carry out the requirements as noted above. All of the language contained within this document must be included in the award documents for all subawards at all tiers, including contracts under grants and cooperative agreements and subcontracts. The undersigned represents that he/she is authorized by the above named applicant to enter into this agreement for and Qn behalf of the said applicant. Signature of Authorized Agent:4aL ��� — Printed Name of Authorized Agent: Title: V Date: 9--o •���n 37 ATTACHMENT B FY 2015 Urban Areas Security Initiative Grant Program Anaheim/Santa Ana UASI Sub- Recipient Grant Guide Standard Operating Procedures, Policies and Forms A-2 FY2015 Urban Areas Security Initiative Grant Program Anaheim / Santa Ana UASI Sub-Recipient Grant Guide Standard Operating Procedures, Policies, and Forms November 2015 Version 1 FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide PURPOSE AND ORGANIZATION OF THIS GUIDE The FY2015 Urban Areas Security Initiative Grant Program Sub-Recipient Grant Guide is a reference for agencies receiving federal funds through the Anaheim/Santa Ana UASI Offices.The Guide will help sub-recipients understand and meet the financial,administrative,and audit requirements for the use of these funds.The primary source documentation for these requirements is the U.S. Department of Homeland Security"Fiscal Year 2015 Homeland Security Grant Program (HSGP) Notice of Funding Opportunity(NOFO), the California Governor's Office of Emergency Services "Fiscal Year 2015 Homeland Security Grant Program:California Supplement to Federal Notice of Funding Opportunity', and 2 CFR Part 200"Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards". Please see page seven of this guide for links to the above mentioned guidance and regulations. Sub-recipients must meet certain requirements to receive funding from federally funded grant programs. The requirements contained in this Guide are not all-inclusive. In addition, other source materials will be referenced. Sub-recipients are encouraged to contact the Anaheim/ Santa Ana UASI Offices for clarification of any requirements. FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide TABLE OF CONTENTS Part 1-FY15 UASI Grant Overview Overview 4 FY15 HSGP Priorities 5 FY15 Anaheim/Santa Ana UASI Investment Justifications 5 Urban Area Working Group (UAWG) Overview 6 Grant Performance Period & Grant Identification 6 Federal and State Guidelines 7 Anaheim/Santa Ana UASI Regions 7 Part 2-Pre-Award Guidelines Agreements/Eligibility Packets 8 Deadline to Submit Completed Packets 8 Part 3-Project Application Guidelines Overview 9 Supplanting 9 Project Application Process 9 Environmental and Historic Preservation Requirements 10 Notification of Awards 10 Project Modifications 10 Part 4—Reporting Requirements, Procurement,and Reimbursements Quarterly Reporting Requirements 11 Procurement Standards and Methods 11 Reasonableness, Conflict of Interest, and Required State Approvals 12 Documentation and Performance Bonds 12 Indirect Costs (Facilities &Administration) 13 Training Program Overview, Process, &Guidelines 14 Exercise Overview 15 Reimbursement Guidelines & Deadline 16 Part 5-Financial and Equipment Monitoring Requirements Monitoring Overview 17 Physical Inventory 17 Maintenance and Disposal 19 Part 6—Closeout Procedures Notification of Closeout 21 Record Retention 21 Part 7—Conclusion 22 2 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Anaheim/Santa Ana UASI Grant Office Contact Information Mailing Addresses: Anaheim Police Department Santa Ana Police Department UASI Grant Office Homeland Security Division 425 S. Harbor Blvd 60 Civic Center Plaza Anaheim, CA 92805 Santa Ana, CA 92702 Fax (714-765-1616) Fax (714) 245-8118 UASI Grant Office Contact Information: Cmdr. Kenneth Gominsky,Jr. Lt. Jeff Hemerson Office (714)245-8040 Office (714) 765-1574 kgominsky @santa-ana.org jhemerson @anaheim.net Sgt. Brad Hadley Kerrstyn Vega (Fiscal/Grant Coordinator) Office (714) 245-8720 Office (714) 765-1919 bhadley @santa-ana.org kvega @anaheim.net Lauren Copeland (Fiscal/Projects) Office (714) 245-8739 Icopeland @santa-ana.org Ofc. Otto Laufer (Equipment) BC Tim Adams (Anaheim Fire) Office (714) 245-8737 Mobile: (714) 412-8045 olaufer @santa-ana.org tadams @anaheim.net Ofc. Brian Booker (Monitoring) BC Marc Stone (OCFA) Office (714) 245-8723 Office (714) 573-6056 bbooker @santa-ana.org MarcStone @ocfa.org Angelica Quiroz (Clerical) Office (714) 245-8671 aquiroz @santa-ana.org 3 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Part 1 —FY15 UASI Grant Overview Overview The Homeland Security Grant Program (HSGP) is comprised of three interconnected grant programs. • State Homeland Security Program (SHSP) • Urban Areas Security Initiative (UASI) • Operation Stonegarden (OPSG) The HSGP is one tool among a comprehensive set of measures authorized by Congress and implemented by the Administration to help strengthen the nation against risks associated with potential terrorist attacks. Under the HSGP the cities of Anaheim and Santa Ana were selected as core cities for the Orange County Metropolitan Area and are responsible for the management and administration of the UASI Grant Program. The UASI grant program is designed to address the unique planning, equipment, training and exercise needs of high-threat, high-density Urban Areas, and assist them in building an enhanced and sustainable capacity to prevent, protect against, respond to, and recover from acts of terrorism. The UASI grant program, as part of the HSGP, is meant to support the Federal government's larger, coordinated effort to strengthen homeland security preparedness. The HSGP implements objectives addressed in a series of post 9/11 laws, strategy documents, plans, and Homeland Security Presidential Directives (HSPDs). Of particular significance is the National Preparedness Goal (NPG) and its associated work products. The Goal defines what it means for the whole community to be prepared for all types of disasters and emergencies. The Goal addresses the following five mission areas:to prevent, protect, mitigate, respond to and recover from terrorist attacks and catastrophic natural disasters. In addition to stating the goal, the document describes 31 activities, called core capabilities, which address the greatest risks to the nation. As described in the Goal, the 31 core capabilities are the distinct critical elements necessary for our success. They are highly interdependent and will require us to use existing preparedness networks and activities, improve training and exercise programs, promote innovation, and ensure that the administrative, finance, and logistics systems are in place to support these capabilities. The capabilities are grouped into the five mission areas, with some capabilities aligning under one mission area, and others applying to several mission areas. Projects funded through the Anaheim/Santa Ana UASI should be developed using a capabilities- based planning approach and make use of the "Core Capabilities" (http://www.fema.gov/pdf/prepared/crosswalk.pdf), keeping in mind a capability may be delivered with any combination of properly planned, organized, equipped,trained and exercised personnel that achieve the intended outcome. Just as no single agency/jurisdiction would be expected to perform every task, neither would they be expected to have sufficient levels of every capability needed for a major event. Requirements that exceed an entity's capabilities would be secured through mutual aid or formal requests for assistance from other levels of government. This concept is the basis for strengthening regional planning, coordination, and resource sharing to prepare for catastrophic events. A key factor in determining what projects will be funded is the ability of the project to achieve a regional capability. 41 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide The FY2015 UASI program is intended to enhance regional preparedness efforts. Urban Areas must use these funds to employ regional approaches to overall preparedness and are encouraged to adopt regional response structures whenever appropriate. UASI program implementation and governance must include regional partners and should have balanced representation among entities with operational responsibilities for prevention, protection, mitigation, response,and recovery activities within the region. In an effort to assist the urban area's sub-recipients in understanding how to apply for funding and seek reimbursement for approved expenditures, the Anaheim/Santa Ana UASI grant office has developed a guide. The purpose of the Anaheim/Santa Ana Sub-Recipient Grant Guide is to provide: (1) an overview of the UASI grant program; (2) pre-award guidelines; (3) project application process; (4) reporting, procurement, and reimbursement requirements; (5) financial and equipment monitoring guidelines. FY15 Homeland Security Grant Program Priorities • Build, sustain, and deliver core capabilities in order to achieve the National Preparedness Goal of a secure and resilient Nation; HSGP funded investments must have a terrorism-nexus. • National areas for improvement identified in the 2014 National Preparedness Report • Cyber Security • Infrastructure Systems o Health and Social Services • Housing • Long-term Vulnerability Reduction • Address gaps identified through the annual State Preparedness Report (SPR) in achieving capability targets set through the annual THIRA. FY15 Anaheim/Santa Ana UASI Protects In accordance with the ongoing projects, HSGP Guidance, National Preparedness Guidance, and the Anaheim/Santa Ana UASI Grants Strategy, the following are projects proposed in the FY15 Investment Justifications: +Project A - Strengthen Interoperable Communications Dispatch Radio Consoles for P25 Compliance Upgrade +Project C - Strengthen CBRNE Detection, Response, and Decontamination Capability Replenish Dosimeters for Fire; Replenish Personal Protective Equipment (PPE); Maintenance of FLIR equipment; OCSD Bomb Squad Robot Upgrades +Project D - Enhance Information Collection, Analysis, & Dissemination Sustain Automated License Plate Recognition (ALPR) Program +Project E - Improve and Expand Critical Infrastructure Protection Sustain Orange County Civic Center Video Surveillance System +Project F — Enhance Catastrophic Incident Planning, Response, and Recovery Portable Fuel Trailers and Camlocks/Cabling +Project G - Citizen Preparedness and Participation Enhance the Ready OC Preparedness 51 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Campaign and the "If You See Something, Say Something" Citizen Preparedness Campaign through 2016. +Project H - Homeland Security Training Program Continue conducting Regional Homeland Security Training Program, including, but not limited to: Tactical Emergency Casualty Care for Law Enforcement, Immediate Action Team (IAT) Refresher, ICS 300, ICS 400, Unified Response to Active Shooter Incidents, and approved regional Fire training course. +Project I - Homeland Security Exercise Program Continue conducting Regional Homeland Security Exercise Program +Project J - Enhance Regional Intelligence and Counter Terrorism Efforts Continue funding Analyst and Program Manager Salaries at OCIAC, proficiency training for Intelligence Analysts,and the following equipment needs: social media monitoring, analytical research systems, and data sources. +Project L - Management & Administration Cover salaries, meeting costs, and travel expenditures related to grant management and administration. Anaheim/Santa Ana Urban Area Working Group(UAWG) Homeland Security grants guidelines specifically require the formation of an Urban Area Working Group to "coordinate the development and implementation of all program initiatives". The federal guidance requires the use of existing working groups and committees to plan and implement grant related activities and to coordinate grant resources. In order to accomplish this task, the Urban Area Working Group (UAWG) functions as the primary advisory body to the Anaheim/Santa Ana Urban Area Steering Committee. The mission of the UAWG is to provide recommendations to the Steering Committee through the identification, prioritization and development of a standardized, regional, all-hazards approach to increase preparedness, prevention, protection, response, and recovery capabilities through the coordinated, collaborative efforts of multi-jurisdictional, multi- disciplined representatives from the Orange County Operational Area. The UAWG will be responsible for coordinating the development and implementation of all program initiatives and act in an advisory capacity to the Steering Committee regarding activities related to the Urban Areas Security Initiative(UASI). FY15 UASI Grant Performance Period The California Governor's Office of Emergency Services' Performance Period for the Anaheim/ Santa Ana Urban Area is September 1, 2015 to May 31, 2018. However, the Sub-Recipient Performance Period for the FY15 UASI Grant Program is November 18, 2015 to April 30, 2018. UASI Grant CFDA#: 97.067 UASI Grant#: 2015-00078 FIPS#: 059-95010 FY15 Anaheim/Santa Ana UASI Award: $4,400,000 61 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Federal Grant Guidance: • FY2015 Homeland Security Grant Program (HSGP) Notice of Funding Opportunity (http://www.fema.gov/media-library-data/1429291822887- 7f203c9296fde6160b727475532c7796/FY2015HSGP NOFO v3.pdf) California State Grant Guidance: • California Governor's Office of Emergency Services FY15 Homeland Security Grant Program California Supplemental Guidance (http://www.caloes.ca.gov/GrantsManagementSite/Documents/FY%202015- %20HSGP%20State%20Guidance.pdf) Administrative,Cost Principles, and Audit Guidelines: • 2 CFR Part 200 "Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards" (http://www.gpo.gov/fdsys/pkg/FR-2013-12- 26/pdf/2013-30465.pdf) **All grant rules and regulations have been consolidated into one document, effective December 26, 2014 Agencies Covered by the FY15 UASI Grant Program* Anaheim La Habra Placentia Aliso Viejo La Palma Rancho Santa Margarita Brea Laguna Beach San Clemente Buena Park Laguna Hills San Juan Capistrano Calif. State University, Fullerton Laguna Niguel Santa Ana (Lead) Costa Mesa Laguna Woods Santa Ana Unified School District Cypress Lake Forest Seal Beach Dana Point Los Alamitos Stanton Fountain Valley Mission Viejo Tustin Fullerton Newport Beach University of California, Irvine Garden Grove Orange Villa Park Huntington Beach Orange County Westminster Irvine Orange County Fire Yorba Linda Authority Municipal Water District of Orange County *In FY04 and FY05 UASI Grants, Anaheim and Santa Ana each had their own UASI Grant award. DHS combined cities starting with the FY06 UASI Grant. In even years (06, 08, 10, 12, 14) Anaheim is the lead fiscal agent and in odd years (07, 09, 11, 13, 15) Santa Ana is the lead fiscal agent. 71 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Part 2 — Pre-Award Guidelines All members of the Anaheim / Santa Ana Urban Area are considered sub-recipients and are eligible to submit an application for project funding to the Anaheim / Santa Ana UASI for grant funds. Prior to submitting an application each sub-recipient must establish their eligibility to receive grant funds by submitting an eligibility package. The eligibility packet must include: • The FY15 Anaheim/Santa Ana UASI Agreement • Signed Grant Assurances • Signed Certifications Regarding Lobbying; Debarment, Suspension and Other Responsibility Matters;And Drug-Free Workplace Requirements • Copy of City Council Minutes, Governing Body Resolution, or equivalent accepting FY15 UASI Grant Funds • Copy of Sub-Recipient's Procurement Policy • Copy Sub-Recipient's Travel Policy • Copy of Sub-Recipient's Equipment Control and Disposition Policy • Copy of 2014/2015 Single Audit Report (If the sub-recipient expends more than $750,000 in federal assistance they must perform a single audit and provide a copy of the audit results to the Anaheim/Santa Ana UASI Grant Office. The $750,000 threshold in federal assistance is an aggregate total and is not limited only to UASI funds. Refer to 2 CFR 200.501) Sub-recipients may not sub-award Anaheim/Santa Ana UASI funds awarded to them. UASI funds may only be used to reimburse sub-recipients for allowable grant expenditures that have received prior approval from the Anaheim/Santa Ana grant office. Deadline to Submit Eligibility Packet and Agreement: A completed packet, including all of the above listed documentation, MUST be turned into the Santa Ana UASI Grant Office, no later than Friday, April 1, 2016. 81 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Part 3 — Project Application Guidelines Overview In an effort to gather the information required to document the allocation of UASI grant funds and to collect the information necessary to accurately record how the funds will be utilized, all sub-recipients are required to submit an "Application for Project Funding" prior to being authorized to expend funds for which they will be reimbursed. A copy of the "Application for Project Funding" can be found on the compact disc (CD) provided with this guide. The Application for Project Funding is comprised of 10 sections designed to collect the information necessary to determine: 1) what capability(ies)the project is designed to establish or enhance; 2) if the project supports the urban areas strategy,THIRA, and State Preparedness Report; 3) how much the project will cost; 4) how the project will be implemented; and 5) how the project will be sustained. Supplanting Grant funds must be used to supplement existing funds, not replace (supplant) funds that have been appropriated for the same purpose. Protect Application Process The project funding application process is outlined below: • Sub-recipients must complete a Preliminary Homeland Security Grant Project Funding Request (refer to CD),and present their project to the Urban Area Working Group (UAWG).The UAWG will recommend approval or denial to the Steering Committee. • After project is presented to UAWG, Sub-Recipient completes the "Application for Project Funding" and submits it to the Anaheim/Santa Ana UASI Grant Office for review and approval (refer to CD). • Sub-Recipient completes the Environmental and Historic Preservation Screening Memo, Coversheet,and required back-up (maps, pictures, descriptions,etc) and attaches to the Application for Project Funding (refer to CD). Note: Not all proposed projects will require an EHP. EHP determination can be made by reviewing the applicable Authorized Equipment List or FEMA's EHP Policy Guidance (#108-023-1)for training and exercises. • The Grant Steering Committee will review the applications to determine projects approved for funding. • Sub-recipients that have their applications approved for funding will receive an "Award Letter"which will detail the amount of funding that has been approved. 91 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Environmental and Historic Preservation Requirements At the time of the project application submission, sub-recipients will be required to submit the Environmental and Historic Preservation (EHP) Screening Memo, Coversheet, and required back-up (maps, pictures, descriptions, etc). Refer to the attachments at the end of the screening form for assistance. The EHP will be required for all projects that have AEL numbers with the following disclaimer(referto http://www.fema.gov/media-library-data/20130726-1825-25045- 7138/fema preparedness grants authorized equipment list.pdf): hRps:IlrwvwJhis.dhs.gov/sites/default/files/AEL_... � * ® D � Page 14SW-01-VIDA Systems, Video Assessment, Security Description: Camera-based security systems utilizing standard. low light. or infrared technology. Applicable Grant Programs: Amtrak,BZPP .DLSGP_EMPG.EOC_IBSGP.LETPA-SHSP. LETPA-UASI.NSGP. OPSG.PS GP_SHSP.THSGP.TSGP.IJASI Grant Notes: Grantees should leverage private assets where appropriate when implementing security enhancements at privately-owned critical infrastructure facilities. Applicable Core Capabilities: Intelligence and Information Sharing . Interdiction and Disruption . On-scene Security and Protection . Physical Protective Measures Certain products in this category have been identified as requiring an Environmental and Historic Preservation (EHP) review. This does not apply to mobile and portable equipment, how=ever all other items mast be submitted far review.Please contact your assigned GPD Program Analyst or the Centralized Scheduling and Information Desk (CSID) at I-800-368-6498 for further information. EHP is also required for certain types of training and exercises. Please refer to FEMA's EHP Policy Guidance (included on CD) for verification on when an EHP is necessary for training courses and exercise deliveries. Notification of Award For those projects that are approved for FY15 UASI funding, the sub-recipient will receive an award letter indicating the project has been approved for funding, the amount of funding that has been approved,and the time frame in which the project must be completed. Project Modifications Sub-recipients must complete the Request for Project Modification (refer to CD), and contact the Anaheim/Santa Ana UASI grant office and request approval prior to modifying any of the terms of the project or funding amounts. 101 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Part 4— Reporting Requirements, Procurement, and Reimbursements Quarterly Progress Reporting Project managers will be required to submit the Quarterly Project Status Report (refer to Forms) in order to improve grant management. The designated project manager will be required to submit on the overall status, the project milestones (both planned and completed), accomplishments and goals, as well as any issues or concerns that may arise. Quarterly reports are required for all approved projects. Attachments are encouraged, such as procurement paperwork or meeting agendas. Calendar Quarters Reporting Due Dates January 1— March 31 April 10th April 1—June 30 July 10th July 1—September 30 October 10th October 1— December 31 January 10th Procurement Sub-recipients shall use their own procurement procedures and regulations, provided their procurement procedures and regulations conform to applicable Federal law and standards. The sub-recipient must use the System Award Management (SAM) located at http://sam.gov to verify all parties involved in transactions that are expected to equal or exceed $25,000 have not been debarred or suspended from receiving federal funds (2 CFR 180.220). Sub-recipients must comply with all applicable lobbying prohibitions and laws as required by U.S. Code Title 31 § 1352 and ensure language regarding this requirement is included in all agreements and contracts entered into by the sub-recipient. Selection of Procurement Method Sub-recipients should follow their own established procurement policies. These policies should detail the following procurement methods and when it is permissible to use them: •Small purchase— Must obtain price or rate quotations from an adequate number of qualified sources; procurement must be competitive. • Sealed bids — Must make a firm fixed-price award to the bidder whose bid is the most advantageous to the grantee. If factors other than price are considered in determining the winning bid, the invitation for bids must describe clearly these other factors and how they will be applied in calculating the bids. • Competitive proposals — Fixed-price or cost-reimbursement type contract. Must identify all evaluation factors and their relative importance, considering price and other factors. • Sole-source procurements - Used only when the small purchase, sealed-bid or competitive proposals methods are not feasible, and one of the following circumstances exists: • The item is only available from one source • There is a public exigency or emergency need for the item that will not permit the delay associated with competitive solicitation • After solicitation of a number of sources,competition is determined inadequate. 111 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide The awarding agency (Cal-OES) must authorize all noncompetitive proposals over $150,000 prior to the award of purchase; send sole source requests to the Santa Ana Fiscal Coordinator for approval. Reasonableness of Cost/Price Sub-recipients are required to perform some form of price or cost analysis to determine the reasonableness of the proposal's cost. Not necessary if the sealed bid method is used, as the market of competitive bidding brings forth the most reasonable prices. Without performing a proper analysis,there is simply no certainty that fair and reasonable prices are being charged. The single overriding requirement is that a sub-recipient must examine every cost element listed in an offer. To do so, the contractor must have an accounting system that properly tracks costs and allocates them to the proper categories. Through a cost analysis, determinations are made on which costs are real and reasonable, allowable under grantee regulations or rules, and properly allocated to the work to be performed under proposed contracts. Conflicts of Interest No official or employee of local government shall participate personally through decisions, approval, recommendation, or otherwise in any application, contract, award, agreement with federal funds, in which he/she or immediate family, partners, organization in which they participate or prospective employment, has a financial interest, or has less than an arms-length transaction.Violations may result in criminal, civil, or administrative penalties. State EOC,Aviation,and Sole Source Pre-Approval Requirements For all UASI projects that establish or enhance an Emergency Operation Center (EOC), project managers must submit the Cal-OES Establish/Enhance Emergency Operations Center (EOC) Request Form (See Forms)to the Santa Ana UASI Fiscal Coordinator for pre-approval. Any and all Aviation Equipment projects must also be pre-approved by Cal-OES before purchases begin. The Cal-OES Aviation Request Form (Refer to CD) once completed must be forwarded to the Santa Ana UASI Fiscal Coordinator. Finally, all Sole Source purchases over$150,000 require pre-approval from Cal-OES, before any purchases are made. Once completed, the Request for Sole Source Procurement Authorization Form (Refer to CD) must be forwarded to the Santa Ana UASI Fiscal Coordinator for approval. A copy of the sole source approval from the sub-recipient's Purchasing Agent must be included in the request submitted to the Grant Office. Further documentation supporting the procurement effort may be requested for review by CalOES. Documentation Sub-recipients are required to maintain records sufficient to detail the history of procurement: • The rationale for the method of procurement(small purchase,sealed bid, etc.) • The selection of contract type (fixed-price, cost reimbursement,etc.) • Contractor selection or rejection;and • The basis of the contract price. If procurement exceeds the small purchase amount, the sub-recipient must include in 12 1 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide its procurement records and files: • The basis for contractor selection • Justification for lack of competition when competitive bids or offers were not obtained • The basis for the award cost or price Performance Bonds Sub-recipients are required to purchase performance bonds for any equipment items that exceed $250,000 or for any vehicles including aircraft or watercraft that are financed with homeland security funds. The cost of the performance bond is an allowable expense under the UASI grant program. Per the HSGP State Supplemental Guidance, equipment purchased under a performance bond must be received within 90 day of the Recipient's (City of Anaheim or City of Santa Ana) performance period. "New requirement: A copy of the performance bond must be submitted to the awarding agency (CalOES) no later than the time of reimbursement. Indirect Costs (Facilities and Administration) Under the FY15 UASI Grant Program, recipients and sub-recipients are allowed to claim indirect costs based on their federally approved indirect cost rate for expenses that are not easily tied to a specific object or activity (direct costs) and fall within the "Facilities" or "Administration" categories. Per 2 CFR Part 200.414, "Facilities" is defined as depreciation on buildings, equipment and capital improvement, interest on debt associated with certain buildings, and operations and maintenance expenses. "Administration" is defined as general administration and general expenses such as the director's office, accounting, personnel and all other types of expenditures not listed specifically under the "Facilities" sub-category. The indirect costs eligible for reimbursement under FY15 are based an approved percentage of the total claimed expenditures, excluding equipment and contract costs. A copy of the approved rate is required at the time of application, and must be provided to DHS/FEMA before indirect costs are charged to the award. As part of the FY15 UASI Grant Application process, the ASA UASI was required to notify CalOES as to whether or not they would be claiming indirect costs under the FY15 award. The Grant Office has elected not to claim "Facilities" and "Administration" costs under this grant cycle. 131 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Training Program Overview The Anaheim/Santa Ana Urban Areas allocates training funds to applicable Orange County jurisdictions based proportionately on each jurisdiction's number of first responders. Although no longer a DHS requirement, ASAUASI will continue to dedicate 10% of the total grant allocation to eligible training expenses as set forth by the Urban Area Working Group (UAWG). The UAWG makes recommendations that will enhance regional preparedness, ensure standardization within Orange County, avoid duplication of efforts, and maximize the use of grant funds. The UAWG also considers the Urban Area's multi-year Training and Exercise plan. The UAWG will determine training needs based on an evaluation of the region's gap in capabilities and the Urban Area's Multi-year Training and Exercise Plan. The UAWG will maintain a current list of eligible training courses to meet regional training needs. Eligible costs for training under the FY15 UASI allocation will be reimbursed through the Santa Ana UASI Office. Please refer to the training calendar on the Orange County Intelligence Assessment Center (OCIAC) website, https://ociac.org, for a list of approved UASI training courses and deliveries. Regional Training Attendance for regional training classes will be coordinated through the Anaheim/Santa Ana Training and Exercise Coordinator and the OCIAC website. Jurisdictions must adhere to the Approval Process outlined below prior to attendance by personnel in a regional training class. Approved classes will qualify for reimbursement for the following expenses: Tuition, Overtime/Backfill for approved Instructors, and Travel Costs (e.g. airfare, mileage, per diem, hotel). Reimbursement guidelines are listed below. Please note, for regional training courses provided locally, one tracking request number will be requested for all participating jurisdictions; contact the UASI Training and Exercise Coordinator for confirmation. Reimbursement Guidelines Training expenses that are submitted for reimbursement must adhere to the FY15 State and Federal Homeland Security Grant Program Guides, and applicable Code of Federal Regulation (CFR). In accordance with this guidance, several regulations are highlighted below: • Reimbursable training costs for approved training includes: Tuition, Overtime and Backfill for approved instructors, and Travel Costs (i.e. airfare, mileage, per diem, hotel, etc.). All expenses must comply with each jurisdiction's established policies. • Overtime and backfill are reimbursable expenses, but at NO time is dual compensation (overtime and backfill) allowable during the same training day. In order to pay for backfill, agencies must have incurred the expense of paying overtime to fill a position vacated by the employee on the day of the training. • Personnel costs for employees who provided training instruction on a normal work day are not reimbursable. • For agencies that have extended shifts (12-24 hours) please note that backfill can only be reimbursed for the time that the employee was not able to work their normal shift due to 141 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide the training. • Reimbursement for "Fringe Benefits" in overtime and backfill is limited only to Federal Insurance Contributions Act (FICA), Workers' Compensation, and Unemployment Insurance. • Tips,alcohol,and entertainment are not reimbursable expenses. • Agencies must retain expense related documentation for three years past the close of the grant by CalOES and the ASAUA Grant Office. To submit for reimbursement, sub-recipients will need to complete the Travel Reimbursement Application Worksheet (see Forms) for each completed course. The Travel Reimbursement Application Worksheet must include the State Tracking Number for the class in order to receive reimbursement. Payroll documentation must include a timesheet, overtime sheet, or some other form of documentation that has the following information: employee signature, grant (UASI), date(s), hours, and purpose (ex. course title attended or Backfill for employee). If the sub-recipient does not have this document, the employee must complete the Functional Timesheet (refer to Forms). All Overtime/Backfill expenses must be supported by copies of a payroll or other similar system that supports the overtime rate and number of overtime/backfill hours that submitted for reimbursement. In addition to the Training Reimbursement Application Worksheet, sub-recipients must also complete one Reimbursement Request for Grant Expenditures form for the total amount listed on each of the Training Reimbursement Applications and Worksheets. An invoice must also be included that bills the City of Santa Ana for the total amount. Exercise Program Overview UASI Funded exercises will occur on an ongoing basis, according to the Urban Area's Multi-year Training and Exercise Plan. Certain exercises may have funding available for expenses incurred by jurisdictions as a result of participation in or the development of UASI funded exercises. All expenses to be reimbursed through UASI must receive prior approval from the Anaheim/Santa Ana UASI Grant Office. Any questions regarding the Exercise Program, contact the Anaheim/Santa Ana UASI Training and Exercise Coordinator. 151 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide SEEKING REIMBURSEMENT The following documentation is required for reimbursement: Equipment Reimbursement Documentation: • City/Agency Invoice billing the City of Santa Ana for Reimbursable charges • Reimbursement Request for Grant Expenditures Form (refer to Forms) • Copies of Invoices Received and Paid by Sub-Recipient • Copies of Payments (Checks Issued) • Copies of Requisitions and Purchase Orders • Packing Slip with Itemized Equipment Purchases • Equipment Reimbursement Worksheet Training Reimbursements Documentation: • City/Agency Invoice billing the City of Santa Ana for Reimbursable charges • Reimbursement Request for Grant Expenditures Form (refer to Forms) • 2015 Travel Reimbursement Worksheet(refer to Forms) • Copies of Invoices Received and Paid by Sub-Recipient • Copies of Payments (Checks Issued) • Documentation of payroll records verifying hourly rate and overtime/backfill rate, as well as proof of total overtime cost paid for each employee. • Copies of signed employee documentation or UASI Functional Timesheets for overtime/backfill (Refer to Forms) • Copy of the Tracking Number • Copy of roster showing proof of instruction • Copies of all receipts for tuition, travel, lodging and per diem. If the sub-recipient's travel policy indicates actual costs will be reimbursed, the sub-recipient must submit all receipts. If the sub-recipient's travel policy is to provide a daily Per Diem, then records must be provided that document the amount of Per Diem provided. • DEADLINE to submit final training reimbursement packet: December 31, 2017. Other Approved Personnel Cost(Planning, M&A,and Organization) Reimbursement: • City/Agency Invoice billing the City of Santa Ana for Reimbursable charges • Reimbursement Request for Grant Expenditures (referto Forms) • Copies of Employee Job Descriptions/Duties Related to the Grant • Copies of payroll records verifying hourly rate and overtime/backfill rate, as well as proof of total overall payroll costs. • Copies of signed employee payroll documentation or UASI Functional Timesheets for overtime/backfill or approved UASI salaries (refer to Forms) Quarterly Reimbursement Requests The Anaheim/Santa Ana UASI Grant Office is requesting Sub-Recipients turn in invoices on a quarterly basis. We prefer one invoice for all expenditures that occurred during any given quarter. The Grant Office realizes that financially this might not be feasible for all sub- recipients. If that is the case, we ask a single submission on a monthly basis for all expenditures that occurred during that month. 161 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Deadline to Submit for Reimbursement Sub-Recipients are encouraged to seek reimbursement throughout the grant cycle, as funds are expended. Final Reimbursement Packets (for all other projects outside of Training) are to be turned in NO LATER THAN March 31, 2018. Final training reimbursement packets for instructor participation must be submitted no later than December 31, 2017 in order for unspent training funds to be reallocated. 171 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Part 5 — Financial and Eauh ment Monitoring Reauirements Monitoring Program Overview In an effort to ensure the Anaheim/Santa Ana UASI is compliant with all federal, state and local laws and requirements, and to make certain all activities carried out under the Anaheim/Santa Ana UASI grant program are both reasonable and allowable, every sub- recipient who receives funding will be monitored by staff from the Anaheim/Santa Ana UASI grant offices. It is through a comprehensive application process and monitoring that the Anaheim/Santa Ana UASI hopes to achieve its goal of performing effective grants management. Procurements Sub-recipients shall use their own procurement procedures and regulations, provided their procurement procedures and regulations conform to applicable Federal law and standards. Equipment For purposes of this guide, "Equipment" is defined as follows: "An article of nonexpendable, tangible personal property having a useful life of more than one year and a per-unit acquisition cost which equals or exceeds the lesser of the capitalization level established by the governmental unit for financial statement purpose,or$5,000." Refer to the DHS FY15 Homeland Security Grant Program — Notice of Funding Opportunity and the Authorized Equipment List (AEL) for allowable equipment expenses. The 21 allowable equipment categories for the FY15 HSGP are listed on the web-based AEL at: http://www.fema.gov/media-library-data/20130726-1825-25045- 7138/fema preparedness grants authorized equipment list.pdf. Unless otherwise stated in program guidance, equipment must meet all mandatory regulatory and/or DHS-adopted standards to be eligible for purchase using UASI funds. Sub-recipients will be responsible for obtaining and maintaining all necessary certifications and licenses for the purchased equipment. Physical Inventory As noted above, the purpose of the monitoring visit whether formal or informal, is to oversee and ensure that sub-recipients are expending and using funds on projects that have been pre- approved. Furthermore, once the projects are completed, that the resulting equipment is being used in a manner consistent with the original intent and request. To that end, and in compliance with federal, state, and local grant guidelines, strategies, and policies, a representative from the Anaheim/Santa Ana grant offices will be required to physically inspect, tag, and inventory all UASI funded equipment. The Anaheim/Santa Ana UASI grant offices will conduct a monitoring review of all Operational Area UASI funded equipment at least once every two years. Equipment items must be inspected and monitoring reviews completed throughout the life of the equipment, terminating when disposition takes place. Disposal records for equipment acquired with Federal funds must be retained for 3 years after final disposition. Please refer to the ASAUA Equipment Guidelines for a review of the applicable rules and regulations regarding the purchase and maintenance of federally 18 1 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide funded equipment. During a review,verification will be made that the following conditions do, or do not exist: • There is a regional (operational area) application to the equipment. • There is an established and documented Point of Contact/Custodian (POC) who is responsible for the providing all requested documentation to the monitor, as well as upkeep and care for the equipment. • There is an established and documented process for inventorying equipment and tracking its use, maintenance,and training/exercising. • Current and accurate equipment records are kept including: description, serial number, source of equipment, title holder, acquisition date, cost of equipment, percentage of federal participation in the cost, location kept, use of and condition of equipment, date of disposal (if applicable),and sale price (if applicable). • Complete financial records are on hand, to include a full procurement/purchasing packet (quotes, bids, etc.), purchase orders and/or contracts, invoices, payments, packing slips, and any other documentation the sub-recipient deems necessary to show grant funds have been used according to the grant, administrative, and financial guidelines mentioned in Chapter 1 of this guide. Refer any financial recordkeeping questions to the Anaheim or Santa Ana Grant Fiscal Coordinator. • Quality Control guidelines exist to ensure adequate safeguards to prevent loss, damage, or theft of equipment. • If there is a case of loss, damage, or theft of equipment, the custodial agency must notify the Anaheim/Santa Ana UASI grant office in writing no later than 30 day calendar days. If lost, stolen, or damaged beyond repair, the equipment shall be replaced with that of like kind and capability, at the custodial agency's own expense. The Sub-Recipient will be notified of any compliance issues (findings) discovered during the monitoring review. Advisory recommendations will be provided to ensure future compliance with grant regulations. Depending on the nature of the compliance issues identified, further action may be necessary and include penalties for the custodial agency. Penalties are not limited to, but may include: re-possession of the funded equipment by the Anaheim/Santa Ana UASI Grant Offices,future denial of project requests,etc. Maintenance&Disposal The custodial agency will be responsible for all maintenance or repair related to UASI funded equipment, outside those covered by a manufacturer's warranty. When original or replacement equipment acquired under a grant or sub-grant is no longer needed for the intended use,or original project or program,disposition will be made as follows: • Equipment with a current per-unit fair market value less than $5,000 may be retained, sold, or otherwise disposed of with no further obligation to the awarding agency. • Equipment with a current per-unit fair market value in excess of $5,000 may be retained or sold, and the awarding agency (Cal-OES) shall have a right to an amount 19 1 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide calculated by multiplying the current market value or proceeds from sale by the awarding agency's share of the equipment. • If not sold or retained, the equipment shall be returned to the Recipient (Anaheim/Santa Ana UASI grant office). • Sub-Recipient must contact ASAUA Grant Office prior to initiating disposition process. Grant Office is required to reach out to awarding agency for disposition instructions prior to taking any action. Please refer to the ASAUA Equipment Guidelines (included on CD under Grant Guidance) for a review of all applicable rules and regulations regarding the purchase and maintenance of federally funded equipment. Any questions regarding equipment and logistical monitoring, contact the UASI Grant Office. 201 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Part 6 — Closeout The sub-recipient will receive notification of the closeout of FY15 UASI Grant Program once instructions have been issued by CalOES. The recipient (Anaheim/Santa Ana UASI) must submit the final Performance Report and Bi-Annual Strategy Implementation Report (BSIR) before approval and closeout will be issued. Once approved, CalOES will notify the Anaheim/Santa Ana UASI Grant Office of the start of the record retention period for all programmatic and financial grant-related records. Record Retention Sub-recipients must retain all financial records and supporting documents for a period of three years from the date of submission of the final expenditure report by the Anaheim/Santa Ana UASI. Notification of the closeout date and subsequent record retention period will be disseminated by CalOES and passed through to the sub-recipient. 211 Page FY2015 Anaheim/Santa Ana UASI Sub-Recipient Grant Guide Part 7 — Conclusion It is critical that sub-recipients become familiar with the guidelines as set forth in this document, as well as the others referred to in this guide. With the overlap of grant cycles and nuances found within in each, the grant administrators and coordinators will rely on sub- recipients to provide timely, accurate information and documentation for a successful implementation of the UASI Grant Program. FY15 UASI Grant Timeline Anaheim/Santa Ana UASI Performance Period Begins September 1, 2015 Anaheim/Santa Ana UASI Award September 25, 2015 Anaheim/Santa Ana Sub-Recipient Performance Period Begins November 18, 2015 Urban Area Working Group (UAWG) Rollout Meeting November 18, 2015 Sub-Recipient Agreement & Eligibility Packet Due April 1, 2016 Quarterly Project Status Report#1 Due April 10, 2016 Quarterly Project Status Report#2 Due July 10, 2016 Quarterly Project Status Report#3 Due October 10, 2016 Quarterly Project Status Report#4 Due January 10, 2017 Quarterly Project Status Report#5 Due April 10, 2017 Quarterly Project Status Report #6 Due July 10, 2017 Quarterly Project Status Report #7 Due October 10, 2017 Quarterly Project Status Report #8 Due January 10, 2018 Quarterly Project Status Report #9 Due April 10, 2018 Deadline to Submit Completed Training Reimbursement Packets December 31,2017 Final Reimbursement Packets Due March 31, 2018 Anaheim/Santa Ana UASI Sub-Recipient Performance Period Ends April 30, 2018 Anaheim/Santa Ana UASI Grant Performance Period Ends May 31, 2018 221 Page ATTACHMENT C Trailer to be Transferred The equipment to be transferred is a 500 gallon diesel fuel trailer. The trailer to be transferred will be accompanied by a Certificate of Registration and California Department of Motor Vehicles Permanent Trailer Identification (PTI) License Plate. The following chart provides a listing of the trailers being transferred and the associated agency receiving each. CALIFORNIA EXEMPT VEHICLE IDENTIFICATION NUMBER LICENSE PLATE ATTACHMENT D FEMA REQUIRED PROVISIONS a. Audit Records - With respect to all matters covered by this agreement all records shall be made available for audit and inspection by MWDOC, the grant agency and/or their duly authorized representatives for a period of three (3) years from the termination of this Agreement. For a period of three years after final delivery hereunder or until all claims related to this Agreement are finally settled, whichever is later, RECIPIENT shall preserve and maintain all documents, papers and records relevant to the services provided in accordance with this Agreement, including the Attachments hereto. For the same time period, RECIPIENT shall make said documents, papers and records available to City and the agency from which City received grant funds or their duly authorized representative(s), for examination, copying, or mechanical reproduction on or off the premises of RECIPIENT, upon request during usual working hours. b. RECIPIENT shall provide to City all records and information requested by City for inclusion in quarterly reports and such other reports or records as City may be required to provide to the agency from which City received grant funds or other persons or agencies. C. Section 504 of the Rehabilitation Act of 1973 (Handicapped) -All RECIPIENTs of federal funds must comply with Section 504 of the Rehabilitation Act of 1973 (The Act). Therefore, the federal funds RECIPIENT pursuant to the requirements of The Act hereby gives assurance that no otherwise qualified handicapped person shall, solely by reason of handicap be excluded from the participation in, be denied the benefits of or be subject to discrimination, including discrimination in employment, in any program or activity that receives or benefits from federal financial assistance. The RECIPIENT agrees it will ensure that requirements of The Act shall be included in the agreements with and be binding on all of its contractors, subcontractors, assignees or successors. d. Americans with Disabilities Act of 1990 - (ADA) RECIPIENT must comply with all requirements of the Americans with Disabilities Act of 1990 (ADA), as applicable. e. Political Activity - None of the funds, materials, property, or services provided directly or indirectly under this agreement shall be used for any partisan political activity, or to further the election or defeat of any candidate for public office, or otherwise in violation of the provisions of the "Hatch Act" (see 5 U.S.C. 1501-1508 and 7324-7326). L Civil Rights Compliance and Notification of Findings - RECIPIENT will comply, and all its contractors (or sub recipients) will comply, with the nondiscrimination requirements of the Omnibus Crime Control and Safe Streets Act of 1968, as amended, 42 U.S.C. 3789 (d), or Victims of Crime Act (as appropriate);Title VI of the Civil Rights At of 1964, as amended; Section 504 of the Rehabilitation Act of 1964, as amended; Subtitle A, Title II of the Americans with Disabilities Act (ADA) (1990); Title IX of the Education Amendments of 1972; the Age Discrimination Act of 1975; Department of Justice Non-Discrimination Regulations, 28 CFR Part 42, Subparts C, D, E, and G; and Department of Justice regulations on disability discrimination, 28 CFR Part 35 and 39. In the event a Federal or State court, Federal or State administrative agency, or the RECIPIENT makes a finding of discrimination after a due process hearing on the grounds of race, color, religion, national origin, sex, or disability against a RECIPIENT of funds, the RECIPIENT will forward a copy of the findings to MWDOC which will, in turn, submit the findings to the Office of Civil Rights, Office of Justice Programs, U.S. Department of Justice. g RECIPIENT will comply, and all its contractors (or subrecipients) will comply, with all requirements of the Copeland "Anti-Kickback" Act (18 U.S.C. 874) as supplemented in Department of Labor regulations (29 CFR Part 3), as applicable. h. RECIPIENT will comply,and all its contractors (or subrecipients) will comply, with all requirements of the Davis-Bacon Act (40 U.S.C. 276a to 276a-7) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. i. RECIPIENT will comply, and all its contractors (or subrecipients) will comply, with all requirements of Sections 103 and 107 of the Contract Work and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. j. RECIPIENT will comply, and all its contractors (or subrecipients) will comply, with all applicable standards, orders or requirements issued under Section 306 of the Clean Air Act (42 U.S.C. 1857(h)), Section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and the Environmental Protection Agency regulations (40 CFR part 15), as applicable. k. RECIPIENT will comply, and all its contractors (or subrecipients) will comply, with all requirements of the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871), (53 FR 8078, 8087, Mar. 11, 1988, as amended at 60 FR 19639, 19645, Apr. 19, 1995), as applicable. 1. RECIPIENT agrees that the Department of Homeland Security shall have the authority to seek patent rights for any process, product, invention or discovery developed and paid for with funding through this Agreement. M. RECIPIENT may copyright any books, publications or other copyrightable materials developed in the course of or under this Agreement. However, the federal awarding agency, State Administrative Agency (SAA) and City reserve a royalty-free, non-exclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government, SAA and/or City purpose: (1) the copyright in any work developed through this Agreement; and (2) any rights of copyright to which the subcontractor purchases ownership with support through this grant. The Federal government's, SAA's and City's rights identified above must be conveyed to the publisher and the language of the publisher's release form must ensure the preservation of these rights. ITEM NO. 9.4 AGENDA REPORT Meeting Date: May 12, 2016 Total Budget: None To: Board of Directors Cost Estimate: None From: Marc Marcantonio, General Account No: 1-9010-0985-05 Manager Presented By: Delia Lugo, Finance Manager Prepared By: Annie Alexander, Executive Secretary Subject: Ballots for Proposed Increased Assessments Affecting District Properties Located in Local Landscaping Zone L-5A of the City of Yorba Linda Street Lighting and Landscaping Maintenance District STAFF RECOMMENDATION: That the Board of Directors vote in favor of the increased assessments for these parcels and authorize the General Manager to complete and submit the ballots as required. DISCUSSION: The District recently received ballots for a proposed increased assessment affecting three properties owned by YLWD located in Zone L-5A of the Yorba Linda Street Lighting and Landscaping Maintenance District (LMAD). The LMAD was first established in 1978 to maintain various landscaping and lighting improvements throughout the community. Unfortunately, some of the zones do not have sufficient assessment funds to adequately maintain local landscaping and by law all funds can only be used for services in each specified zone. While the City has been able to provide temporary funding to cover existing budget gaps, it cannot continue to do so. If these zones are no longer maintained by the LMAD, the responsibility will be transferred to the individual property owner. The City Council previously determined to proceed with balloting processes for proposed increased assessments before maintenance levels are affected. Each ballot is related to a specific zone's maintenance needs. The three parcels involved in this third and final balloting process have a $0.00 balloted assessment amount. Completed ballots must be received by the YL City Clerk no later than the Public Comment portion of the public hearing scheduled Tuesday, May 17, 2016 at 6:30 p.m. PRIOR RELEVANT BOARD ACTION(S): The Board of Directors previously voted in favor of the proposed increased assessments affecting seven District owned properties in Zones L-1 B, L-2E and L-2N. ATTACHMENTS: Description: Type: LMAD Ballots.pdf Backup Material Backup Material YDR� NOTICE OF PUBLIC HEARING AND ASSESSMENT BALLOT PROCEDURES ■, * LOCAL LANDSCAPING ZONE L-5A 1 STREET LIGHTING AND LANDSCAPING MAINTENANCE DISTRICT CITY OF YORBA LINDA Purpose of this Notice The purpose of this notice, that includes both this document and the accompanying Assessment Ballot which also includes Instructions for Completion and Delivery of Assessment Ballot, is: • to provide information to the record owners of property within Local Landscaping Zone L-5A ("Zone L-5A") of Street Lighting and Landscaping Maintenance District ("District") of the City of Yorba Linda ("City"), regarding proceedings being undertaken by the City to levy new or increased annual assessments ("increased assessment") on those properties; to transmit an Assessment Ballot to the owners of property within Zone L-5A, to enable such owner or owners to express support or opposition to the levy of the proposed increased assessment on such property, by completing and returning the Assessment Ballot; and to identify the time and place of the scheduled public hearing on these matters and to provide instructions to the owner or owners to assist in completing the Assessment Ballot and returning it to the City. Reason for the Assessment The proposed increased assessment on properties within Zone L-5A will provide a stable revenue source to fund the ongoing special benefit expenses associated with the servicing and maintenance of local landscape improvements within Zone L-5A including, but not limited to approximately 3,114,627 square feet of designated landscape improvement area that incorporates an estimated 34,506 square feet of irrigated medians; 2,434,935 square feet of sloped/mostly-sloped landscaped area of which 2,300,297 square feet is irrigated and 134,638 square feet is non-irrigated; and 645,186 square feet of flat/moderately-sloped landscaped area of which 339,456 square feet is irrigated and 440,368 square feet is non- irrigated (144,907 square feet of natural/fallow/minimal-landscaped area and 295,461 square feet of trails).These improvements are considered a particular and distinct special benefit to properties in Zone L-5A and the increased assessments are intended to support the continued maintenance of these improvements at an appropriate level of service as well as related renovations or capital improvements. Basis upon which the Increased assessments are Calculated Each year the City determines the estimated cost to maintain and service the improvements within each Zone of the District to appropriately allocate those costs to only the benefiting properties. The cost of providing the improvements determined to be of special benefit are allocated to parcels within each Zone based on a benefit formula that equitably distributes those costs based on the proportional special benefits to each parcel. Parcels within each Zone are assigned an Equivalent Benefit Unit (EBU)that reflects each parcel's proportional special benefit as compared to other parcels that benefit from the improvements. In Zone L-5A, the benefiting properties assessed are identified primarily or exclusively as residential properties, with each single-family residential parcel being assigned 1.00 EBU. The total eligible special benefit expenses for Zone L-5A ("Balance to Levy'), is divided by the total EBU of all parcels within Zone L-5A. The result of this calculation establishes an assessment rate per Equivalent Benefit Unit ("Levy per EBU" or "Assessment Rate"). This Assessment Rate multiplied by each parcel's assigned EBU equals each parcel's annual assessment amount. Total Balance to Levy/Total EBU=Levy per EBU (Assessment Rate) Levy per EBU x Parcel EBU =Parcel Levy Amount A more detailed description of the improvements and basis upon which increased assessments have been calculated is described in the Engineer's Report, which is on file with the City and available on the City's website. The Total Annual Assessment Proposed to be Charged The total annual amount of the assessments being balloted to properties within Zone L-5A is $843,340.00. This total amount balloted divided by the total number of Equivalent Benefit Units (EBUs) within Zone L-5A results in an increased assessment rate to$1,132.00 per EBU (Maximum Assessment Rate for Fiscal Year 2016/2017). The amount of the increased assessment identified on the accompanying Assessment Ballot as "Your Parcel's Balloted Assessment Amount" is based upon this new Maximum Assessment Rate and your property's proportional special benefit based on your parcel's EBU assignment. Your parcel's actual assessment for Fiscal Year 201612017 may be equal to or less than the amount indicated on the accompanying Assessment Ballot as"Your Parcel's Balloted Assessment Amount". However, if the increased assessments are approved in these proceedings, your parcel's assessment amount and the assessment rate are subject to the annual inflationary adjustment described herein. Inflationary Adjustment Because the cost of servicing and maintaining local landscaping improvements are impacted by inflation over time, the proposed maximum assessment rate of $1,132.00 per EBU and your parcel's corresponding assessment includes an annual inflationary adjustment based on the annual percentage change in the local Consumer Price Index as reported by the United States Department of Labor, Bureau of Labor Statistics, for the Los Angeles-Riverside-Orange County Metropolitan Area for All Urban Consumers. As part of your support or opposition to the increased assessment described in this notice and presented on the accompanying Assessment Ballot, you are also indicating your support or opposition to this annual inflationary adjustment that may be applied to future assessments. If the increased assessment is approved, this annual inflationary adjustment shall be applied to the maximum assessment rate established in these proceedings (maximum assessment rate for Fiscal Year 2016/2017) and your calculated assessment each year may be adjusted accordingly. Duration of the Assessments If approved, the proposed assessment indicated on the accompanying ballot(plus the annual inflationary adjustment) may be assessed and appear on your 2016/2017 property tax bill. (At the City Council's discretion, a lesser amount may be assessed). Because the proposed assessments will provide annual funding for the ongoing maintenance and operation of the improvements, there is no sunset on the assessments (no end date), but the annual budget and assessments shall be presented at a public hearing each fiscal year, which is open to the public for comment and testimony. Public Hearina Notice is hereby given that a public hearing regarding the proposed levy of an increased assessment for Local Landscaping Zone L-5A,will be held during a regular meeting of the Yorba Linda City Council, in the City Council Chambers at City Hall, located at 4845 Casa Loma Avenue, Yorba Linda, California, on the following date and commencing at the following time: Tuesday, May 17,2016,starting at 6:30 P.M. The City Council shall consider all objections and protests, if any, to the proposed increased assessment on properties within Zone L-5A which has been deemed necessary for the operation and maintenance of Zone L-5A's landscaping improvements. Any interested person shall be permitted to present written and oral testimony regarding these proceedings. The City Council may impose reasonable time limits on both the length of the entire public hearing and the length of each interested person's oral testimony.The City Council may also continue the public hearing from time to time. Protest Provisions Pursuant to California Constitution Article XIIID, Section 4 (e), at the Public Hearing, the City Council shall consider all protests against the proposed increased assessment. In addition to the property owner assessment ballots, written protests regarding the District and assessments may be filed with the City Clerk prior to or during the Public Hearing. The City shall not impose an assessment increase for Zone L-5A if there is a majority protest, as calculated set forth below. Assessment Ballot The amount of the assessment identified on the accompanying Assessment Ballot as "Your Parcel's Balloted Assessment Amount" represents your parcel's proportional special benefit of the total amount being balloted at the maximum assessment rate. Any time before the end of the Public Hearing, you may submit the Assessment Ballot to the City Clerk. To do so: mark the Ballot either " YES — IN FAVOR OF THE INCREASED ASSESSMENT" or " NO — OPPOSED TO THE INCREASED ASSESSMENT", sign the Ballot, seal the Ballot in the enclosed return envelope, and mail or deliver it to the City Clerk. If you do not use the envelope provided, the return envelope should have the words "ASSESSMENT BALLOT, DO NOT OPEN" printed on the outside to ensure it is not opened in advance of the Public Hearing. The Ballot may be submitted, changed or withdrawn at any time before the end of the Public Hearing. If you need a replacement Ballot, call the"Contact Person" listed below. Only ballots issued by the City are considered valid ballots (copies or facsimiles are not valid ballots). Any Ballot returned unmarked or unsigned, or not received by the City Clerk before the end of the public hearing will be rejected and not counted. The proposed new assessment will not be imposed for Zone L-5A if the Ballots submitted in opposition to the increased assessment exceed the Ballots submitted in favor of the assessment,with each Ballot weighted according to the dollar amount of the assessment on the property to which that Ballot relates. In such case, the properties within Zone L-5A will continue to be subject to annual assessments for maintenance of improvements up to the maximum assessment rate per EBU of$479.65 plus the annual inflationary adjustment based on the annual percentage change in the local Consumer Price Index that was previously established by the City Council for Zone L-5A. Only valid ballots received by the City Clerk before the end of the public hearing shall be counted. In addition to the property owner assessment ballots, written protests regarding the District and assessments may be filed with the Office of the City Clerk prior to or during the Public Hearing. Please ensure that your Assessor's Parcel Number(APN) listed on the accompanying Assessment Ballot is included on any written protest or correspondence so that your property can be correctly identified for the record. Please refer to the City's website for additional information and future actions upon completion of the ballot proceedings. Contact Person For more information contact: Michael Wolfe, Public Works Director, City of Yorba Linda City, 4845 Casa Loma Avenue, Yorba Linda, CA 92885, Telephone: (714) 961-7100; email: mwolfe @yorba-linda.org. Additional information, written materials and future actions regarding Local Landscaping Zone L-5A is available on the City's website. RECV OFFICIAL ASSESSMENT BALLOT ApR 4 JA * n Local Landscaping Zone L-5A `1NOA N TERn�` j ==�" Street Lighting and Landscaping Maintenance District YORgA ro.uip. gY This Ballot is for the property designated as Assessor's Parcel Number:322-041-34 YORBA LINDA WATER DISTRICT PO BOX 309 YORBA LINDA, CA 92885-0309 This is your official property owner assessment ballot regarding the proposed increased assessment for properties in Local Landscaping Zone L-5A ("Zone L-5A") of Street Lighting and Landscaping Maintenance District ("District") to fund the ongoing special benefit expenses associated with the maintenance of landscape improvements as outlined in the accompanying Notice and described more fully in the Engineer's Report, which is on file with the City Clerk and on the City's website. To complete your ballot, mark an (X) in the voting square next to the word "YES" or next to the word "NO" below, sign and date the ballot,and return the entire ballot to the City Clerk. If you wrongly mark, tear,or deface this ballot, return it to the City Clerk with a request for a replacement ballot.All ballots must be received by the City Clerk of the City of Yorba Linda no later than the close of testimony at the public hearing scheduled for May 17,2016. Assessor's Parcel Number: 322-041-34 Current Maximum Assessment Rate: $479.65 per EBU (Equivalent Benefit Unit) Proposed New Maximum Assessment Rate: $ 1,132.00 per EBU (Equivalent Benefit Unit) Your Parcel's Balloted Assessment Amount: $ 0.00 This is an annual assessment that is collected as part of your County property tax bill. The amount assessed each fiscal year shall be based on the net expenses to be assessed, but the assessments may not exceed the Proposed New Maximum Assessment Rate shown above plus the annual inflation adjustment without the approval of the property owners. YES—IN FAVOR OF THE INCREASED ASSESSMENT Llproposed for Zone L-5A and the assessment for my property shown above including the annual inflation adjustment applicable to future assessments based on the percentage change in the Consumer Price Index(CPI). NO—OPPOSED TO THE INCREASED ASSESSMENT Ll proposed for Zone L-5A and the assessment for my property shown above including the annual inflation adjustment applicable to future assessments based on the percentage change in the Consumer Price Index(CPI). I hereby declare, under penalty of perjury,that I am the record owner of the property(Assessor's Parcel Number)identified on this ballot or I am the authorized representative of that record owner. Signed Date Please see the back of this sheet for information about your assessment ballot and instructions for completion and delivery of the assessment ballot. .�t OFFICIAL A SS E SSMENT BALLOT 2016 * Local Landscaping Zone L-5A APR 4 SR1C'� Street Lighting and Landscaping Maintenance District voRAt�N�Aw ZERO►s This Ballot is for the property designated as Assessor's Parcel Number:322-291-24 YORBA LINDA WATER DISTRICT PO BOX 309 YORBA LINDA, CA 92885-0309 This is your official property owner assessment ballot regarding the proposed increased assessment for properties in Local Landscaping Zone L-5A ("Zone L-5A") of Street Lighting and Landscaping Maintenance District ("District") to fund the ongoing special benefit expenses associated with the maintenance of landscape improvements as outlined in the accompanying Notice and described more fully in the Engineer's Report, which is on file with the City Clerk and on the City's website. To complete your ballot, mark an (X) in the voting square next to the word "YES" or next to the word "NO" below, sign and date the ballot, and return the entire ballot to the City Clerk. If you wrongly mark,tear, or deface this ballot, return it to the City Clerk with a request for a replacement ballot.All ballots must be received by the City Clerk of the City of Yorba Linda no later than the close of testimony at the public hearing scheduled for May 17,2016. Assessor's Parcel Number: 322-291-24 Current Maximum Assessment Rate: $479.65 per EBU (Equivalent Benefit Unit) Proposed New Maximum Assessment Rate: $ 1,132.00 per EBU (Equivalent Benefit Unit) Your Parcel's Balloted Assessment Amount: $ 0.00 This is an annual assessment that is collected as part of your County property tax bill. The amount assessed each fiscal year shall be based on the net expenses to be assessed, but the assessments may not exceed the Proposed New Maximum Assessment Rate shown above plus the annual inflation adjustment without the approval of the property owners. YES—IN FAVOR OF THE INCREASED ASSESSMENT proposed for Zone L-5A and the assessment for my property shown above including the annual inflation adjustment applicable to future assessments based on the percentage change in the Consumer Price Index(CPI). ❑ NO—OPPOSED TO THE INCREASED ASSESSMENT proposed for Zone L-5A and the assessment for my property shown above including the annual inflation adjustment applicable to future assessments based on the percentage change in the Consumer Price Index(CPI). I hereby declare, under penalty of perjury,that I am the record owner of the property(Assessor's Parcel Number) identified on this ballot or I am the authorized representative of that record owner. Signed Date Please see the back of this sheet for information about your assessment ballot and instructions for completion and delivery of the assessment ballot. ED OFFICIAL ASSESSMENT BALLOT R fcC,E%v 42p16 * Local Landscaping Zone L-5A APR \C1 Street Lighting and Landscaping Maintenance District QI*l1N�PWl'j��O,S�Ft 6� This Ballot is for the property designated as Assessor's Parcel Number:322-291-25 YORBA LINDA WATER DISTRICT PO BOX 309 YORBA LINDA, CA 92885-0309 This is your official property owner assessment ballot regarding the proposed increased assessment for properties in Local Landscaping Zone L-5A ("Zone L-5A") of Street Lighting and Landscaping Maintenance District ("District") to fund the ongoing special benefit expenses associated with the maintenance of landscape improvements as outlined in the accompanying Notice and described more fully in the Engineer's Report, which is on file with the City Clerk and on the City's website. To complete your ballot, mark an (X) in the voting square next to the word "YES" or next to the word "NO" below, sign and date the ballot, and return the entire ballot to the City Clerk. If you wrongly mark,tear, or deface this ballot, return it to the City Clerk with a request for a replacement ballot.All ballots must be received by the City Clerk of the City of Yorba Linda no later than the close of testimony at the public hearing scheduled for May 17,2016. Assessor's Parcel Number: 322-291-25 Current Maximum Assessment Rate: $479.65 per EBU (Equivalent Benefit Unit) Proposed New Maximum Assessment Rate: $1,132.00 per EBU (Equivalent Benefit Unit) Your Parcel's Balloted Assessment Amount: $ 0.00 This is an annual assessment that is collected as part of your County property tax bill. The amount assessed each fiscal year shall be based on the net expenses to be assessed, but the assessments may not exceed the Proposed New Maximum Assessment Rate shown above plus the annual inflation adjustment without the approval of the property owners. YES—IN FAVOR OF THE INCREASED ASSESSMENT proposed for Zone L-5A and the assessment for my property 1111II gill IIIIII111111111111IIIIIIIII11IIIIIII111111 shown above including the annual inflation adjustment applicable to future assessments based on the percentage change in the Consumer Price Index(CPI). NO—OPPOSED TO THE INCREASED ASSESSMENT L) proposed for Zone L-5A and the assessment for my property shown above including the annual inflation adjustment applicable to future assessments based on the percentage change in the Consumer Price Index(CPI). I hereby declare, under penalty of perjury, that I am the record owner of the property(Assessor's Parcel Number)identified on this ballot or I am the authorized representative of that record owner. Signed Date Please see the back of this sheet for information about your assessment ballot and instructions for completion and delivery of the assessment ballot. INFORMATION ABOUT YOUR ASSESSMENT BALLOT AND INSTRUCTIONS FOR COMPLETION AND DELIVERY OF ASSESSMENT BALLOT Local Landscaping Zone L-5A Street Lighting and Landscaping Maintenance District City of Yorba Linda To Cast Your Ballot: Prior to the public hearing, completed ballots may be personally delivered to the City Clerk located at 4845 Casa Loma Avenue, Yorba Linda, California; or mailed to the City Clerk at the address indicated below. A return envelope has been provided for your convenience that is addressed to the City Clerk. You may also personally present completed ballots to the City Clerk at the public hearing on May 17, 2016. If you return your ballot by mail, please be sure to allow time for mail delivery; the City Clerk must receive all ballots no later than the end of the public testimony portion of the public hearing on May 17, 2016. If you damage or misplace your ballot, a replacement ballot can be obtained by contacting Michael Wolfe, Public Works Director, City of Yorba Linda as indicated on the Notice accompanying this Ballot. All submitted ballots must be clearly marked to indicate either"Yes—In Favor of the increased assessment"or"No — Opposed to the increased assessment" and signed; otherwise the ballot will be rejected and not counted. To ensure the privacy of your ballot prior to the tabulation, please return your ballot in the envelope provided, or in a sealed envelope that indicates that a ballot is enclosed by noting on the front of the envelope"Assessment Ballot, Do Not Open". A ballot previously submitted may be withdrawn at any time prior to the close of the public hearing by request to the City Clerk, by the person(s)that signed the submitted ballot.An assessment ballot may be changed at any time prior to the end of the public hearing by requesting a withdrawal of the previous ballot and requesting a replacement ballot. Only the person(s) signing the ballot may make such a request. The replacement ballot must be received by the City Clerk prior to the deadline set forth herein. If you have questions: Should you have any questions prior to the public hearing, you may call Michael Wolfe, Public Works Director at(714)961-7100 during regular business hours.Additional information is also available on the City's website. City Clerk P.O. Box 87014 Completed ballots MUST be received by the City Clerk no later Yorba Linda, CA 92885 than the close of the ublic testimony y portion of the public hearing which is scheduled to begin on Tuesday, May 17, 2016 at 6.30 p.m., in the City Council Chambers at City Hall, located at 4845 Casa Loma Avenue, Yorba Linda, California i0w to cast your ballot: 1. or No 2. Sign anr- 3. Fie;, City Clerk on or before the Public Hearing on, Yes or CI dale : May 'h in &.zordance with the deadlines referenced above ITEM NO. 9.5 AGENDA REPORT Meeting Date: May 12, 2016 To: Board of Directors From: Marc Marcantonio, General Manager Presented By: Marc Marcantonio, General Manager Prepared By: Annie Alexander, Executive Secretary Subject: California Special District Association Call for Nominations (Seat B) STAFF RECOMMENDATION: That the Board of Directors consider nominating one Board member or the General Manager as a candidate for election to CSDA's Board of Directors. DISCUSSION: The California Special Districts Association (CSDA) Elections and Bylaws Committee is looking for Independent Special District Board Members or their General Managers who are interested in leading the direction of CSDA for the 2017-19 term. The leadership of CSDA is elected from six geographical networks. Each network has 3 seats on the Board with staggered 3-year terms. Board members are expected to attend all meetings, held every other month in Sacramento. Board Members are also expected to participate on at least one committee which meets 3-5 times a year also in Sacramento and attend both of the following events: Special Districts Legislative Days (held in the spring) and the annual conference (held in the fall). Additionally, Board members are required to complete all four modules of CSDA's Special District Leadership Academy within 2 years. (CSDA does not reimburse for expenses for conference attendance or academy classes even if a Board or committee meeting is held in conjunction with these events.) YLWD is eligible to nominate one person (Board member or General Manager) for election to the CSDA Board of Directors. The deadline for nominations is May 20, 2016. Ballots will be mailed on June 3, 2016 and then due on August 5, 2016. The successful candidates will be notified no later than August 8, 2016 and will be introduced at the annual conference in San Diego in October. The current incumbent in the expiring seat (Seat B) for the southern network is Bill Nelson from the Orange County Cemetery District who is running for re-election. Kathy Tiegs from the Cucamonga Valley Water District is also running for election. This matter is being brought back to the Board for consideration per direction provided to staff at the regular meeting held March 24, 2016. ATTACHMENTS: Description: Type: CSDA Nominations.pdf Backup Material Backup Material California Special Districts Association 0©00 Districts Stronger Together DATE: February 19, 2016 TO: CSDA Voting Member Presidents and General Managers FROM: CSDA Elections and Bylaws Committee SUBJECT: CSDA BOARD OF DIRECTORS CALL FOR NOMINATIONS SEAT B The Elections and Bylaws Committee is looking for Independent Special District Board Members or their General Managers who are interested in leading the direction of the California Special Districts Association for the 2017 - 2019 term. The leadership of CSDA is elected from its six geographical networks. Each of the six networks has three seats on the Board with staggered 3-year terms. Candidates must be affiliated with an independent special district that is a CSDA Regular member located within the geographic network that they seek to represent. (See attached Network Map) The CSDA Board of Directors is the governing body responsible for all policy decisions related to CSDA's member services, legislative advocacy, education and resources. The Board of Directors is crucial to the operation of the Association and to the representation of the common interests of all California's special districts before the Legislature and the State Administration. Serving on the Board requires one's interest in the issues confronting special districts statewide. Commitment and Expectations: • Attend all Board meetings, held every other month at the CSDA office in Sacramento. • Participate on at least one committee, meets 3-5 times a year at the CSDA office in Sacramento. (CSDA reimburses Directors for their related expenses for Board and committee meetings as outlined in Board policy). • Attend CSDA's two annual events: Special Districts Legislative Days (held in the spring) and the CSDA Annual Conference (held in the fall). • Complete all four modules of CSDA's Special District Leadership Academy within 2 years. (CSDA does not reimburse for expenses for the two conferences or the Academy classes even if a Board or committee meeting is held in conjunction with the events). Nomination Procedures: Any Regular Member is eligible to nominate one person, a board member or managerial employee (as defined by that district's Board of Directors), for election to the CSDA Board of Directors. A copy of the member district's resolution or minute action and Candidate Information Sheet must accompany the nomination. The deadline for receiving nominations is May 20, 2016. Nominations and supporting documentation may be mailed or faxed. Nominees will receive a Candidate's Packet in the mail. The packet will include campaign guidelines. CSDA will mail ballots on June 3rd. The ballots must be received by CSDA no later than 5:00 p.m. August 5, 2016. The successful candidates will be notified no later than August 8t". All selected Board Members will be introduced at the Annual Conference in San Diego, CA in October. Expiring Terms (See enclosed map for regional breakdown) Northern Network Seat B Greg Orsini, McKinleyville Community Services District* Sierra Network Seat B Ginger Root, Country Club Sanitary District* Bay Area Network Seat B Sherry Sterrett, Pleasant Hill Recreation & Park District Central Network Seat B Tim Ruiz, East Niles Community Services District* Coastal Network Seat B N/A Southern Network Seat B Bill Nelson, Orange County Cemetery District* Seat B Kathy Tiegs, Cucamonga Valley Water District (* = Incumbent is running for re-election) If you have any questions, please contact Charlotte Lowe at 877-924-CSDA or charlottel(a)-csda.net. California Special Districts Association D©DD Districts Stronger Together 2016 BOARD OF DIRECTORS NOMINATION FORM Name of Candidate: District: Mailing Address: Network: (see map on back) Telephone: (PLEASE BE SURE THE PHONE NUMBER IS ONE WHERE WE CAN REACH THE CANDIDATE) Fax: E-mail: Nominated by (optional): Return this form and a Board resolution/minute action supporting the candidate and Candidate Information Sheet by fax or mail to: CSDA Attn: Charlotte Lowe 1112 1 Street, Suite 200 Sacramento, CA 95814 (877) 924-2732 (916) 442-7889 fax DEADLINE FOR RECEIVING NOMINATIONS-May 20, 20.16 California Special Districts Ps�aciation o©oo n''STRICT NETWORKS [rcd hlnr lAnlinC: i► Northern Network $f�a5r9 irsarn Fil,inl,�rl rrii:ily Tet arna plun:aT, Menem°-,o 8lrnn auf r:,=.. Sierra Network L�•`q .J ._ utit r tulo E,D:+ Sorom.'�4 Fiaw ty Bay Area Network - lanne n t.'�3niro ioh J AOU0 Munv p .w,lan` ede la F Central Network n, Manpusv s`';r; San loo SO uli ;ca AAs:dera;" a San Benr,u Inpo S y FAtlnrrr,Y ? lulare I, Kings. Coastal Network t -- - San Ln IM K.em Santa' Bzr6ara { VPn!AifR I os wine e5 1 1. lalige. Southern Network San Diego lmpeual WanwiW California Special Districts Association OPIUM Districts Stronger Together 2016 CSDA BOARD CANDIDATE INFORMATION SHEET The following information MUST accompany your nomination form and Resolution/minute order: Name: District/Company: Title: Elected/Appointed/Staff: Length of Service with District: 1. Do you have current involvement with CSDA(such as committees, events, workshops, conferences, Governance Academy, etc.): 2. Have you ever been associated with any other state-wide associations (CSAC, ACWA, League, etc.): 3. List local government involvement (such as LAFCo, Association of Governments, etc.): 4. List civic organization involvement: "Candidate Statement—Although it is not required, each candidate is requested to submit a candidate statement of no more than 300 words in length. Any statements received in the CSDA office after June 2, 2016 will not be included with the ballot. ITEM NO. 9.6 AGENDA REPORT Meeting Date: May 12, 2016 Budgeted: No To: Board of Directors Cost Estimate: $196,810 for five years From: Marc Marcantonio, General Manager Presented By: Damon Micalizzi, Public Dept: Finance Information Manager Reviewed by Legal: Yes Prepared By: Cindy Botts, Water Conservation Supervisor Subject: Professional Services Agreements for Water Consumption Analytics STAFF RECOMMENDATION: That the Board of Directors: (1) approve the Application to Participate in the SAWPA grant with SAWPA/OmniEarth to provide a water consumption analytics tool for FY 2016/17; (2) approve a Confidentiality Agreement with OmniEarth in relation to customer meter data, (3) approve a Professional Services Agreement with OmniEarth to provide a water consumption analytics tool for FY 2017/18 to FY 2020/21 as identified in the Scope of Work and/or other services as deemed necessary; and (4) approve a Professional Services Agreement with DropCountr to provide a water consumption analytics and customer engagement tool for FY 2017/18 to FY 2020/21 as identified in the Scope of Work and/or other services as deemed necessary. DISCUSSION: At the Board Workshop of April 21, 2016, Piper Schaar, of OmniEarth and Dusty Cady, of DropCountr, presented the Board of Directors details of an opportunity to participate in a grant funded by the Santa Ana Watershed Project Authority (SAWPA), for a web-based water consumption analytics and customer engagement tool, in partnership with OmniEarth and DropCountr to provide this tool. Upon completion of the presentation and further discussion, the Board approved for staff to pursue the presented grant opportunity and to bring back costs related to a continuation of the tool through a subscription with each agency individually. Staff is presenting a five-year agreement, with the SAWPA grant and pricing for year one and separate annual subscription pricing (discounted due to the original participation in the SAWPA grant for year one) for years two through five. The pricing is on an annual basis and is based on the number of meters. The approximate cost for FY 2016/17 is $10,450, FY 2017/18 is $46,590, FY 2018/19 is $46,590, FY 2019/20 is $46,590 and FY 2020/21 is $46,590, for a total of $196,810 for five years. This cost includes a savings of $65,252 over the five years ($33,500 from the first year SAWPA grant and $7,938 annually for the following 4 years as a continued discount for agencies that participated in the grant). ATTACHMENTS: Name: Description: Type: Yorba Linda - SAWPA App to Participate.pdf SAWPA Application to Participate Backup Material Standard Confidentiality Agreement - Yorba Linda Confidentiality Agreement Backup Material OmniEarth - Dropcountr (1).docx 2014 YLWD Professional Services Agreement PSA-OmniEarth Backup Material OmniEarth.docx 2014 YLWD Professional Services Agreement PSA Dropcountr Backup Material DropCountr.docx OE Quote No 1029a 20160504.pdf OmniEarth Year 2-5 Cost Quote Backup Material Dropcountr PriceQuote YLWD.pdf DropCountr Year 2-5 Cost Quote Backup Material C3 OmniEarth 251 18th Street South-Suite 550,Arlington VA 22202 Retailer Name: Yorba Linda AGENCY APPLICATION TO PARTICIPATE Billing Cycle:bi-Monthly Total Parcels in Shapefile Total Parcels Population: Residential SFH Meter Data Integration 20,000 SFH Meters Budget Based Rates(Y/N):Y Total Commercial Parcels in Shapefile Commercial Parcels:1200 AMI Meter Data(Y/N):Y Residential SFH Meter Data 25% Electronic SFH Outreach:2225 Other: 10%Traditional SFH Outreach: 890 Date:4/19/16 COST CALCULATOR Program Item Unit Cost Estimated SAWPA Costs Retailer Total Cost Quantity (Grant Funded) 1.One Time OmniEarth Setup Fee $ 1,000 1 $ 1,000 2.One Time Dropcountr Setup Fee $ 10,000 1 $ 10,000 3.Annual Subscription OmniEarth Administration and Analytics-Budgets per parcel(Core product) $ 0.35 20,000 $ 7,000 4.OmniEarth Plus Subscription Upgrade for Meter $ 0.15 20,000 $ 3,000 DataPlus roduct S.Dropcountr Electronic Outreach (25%of meters $ 2.50 5,000 $ 12,500 SAWPA funded) 6.Dropcountr Traditional Outreach(10%of meters $ 2.50 2,000 $ 5,000 SAWPA funded) OmniEarth GeoCoding Services $ 150.00 8 $ 1,200 OmniEarth Commercial Parcel Water Budgets $ 5.00 850 $ 4,250 7.Opt in fee(covers 1st year Grant Funded Services to the Retailer;see note below) $ 5,000 8.Miscellaneous and other costs to Retailer $ - 0 $ - 9.Retail Agency Program Budget $ 10,450 9.a Retailer Opt in fee $ 5,000 10.SAWPA Project Budget Total $ 33,500 Retail Agency Program Notes:SAWPA GRANT PRICING 1) OmniEarth product setup,and account configuration. 2) DropCountr product setup,and account configuration. 3) OmniEarth annual subscription for data storage,administration and analytics. Fixed cost based estimate:$0.50 per parcel based upon the Retail Agency service area parcel count. 4) Includes water meter data integration and monthly updating and inefficient user tacking.Meter data to be provided by member agencies in specified format and tied to APN.Additional charges will apply for data validation,geocoding and integration of non-standard formats or non-compliant data;at expense of participating agency.(Reference Exhibit D-File Formats) 5) Dropcountr electronic outreach can be tallied to include additional accounts as needed at the expense of participating agencies. Electronic Access/Reports. Per household costs for reports/messaging delivered via electronic or web-based Communication. 6) Print mailers per account fee for printed outreach mailed directly to customers.Outreach can be tallied to include additional accounts as needed at the expense of participating agencies.Type and content of 1 marketing and 1 outreach mailer or 1 single efficiency newsletter to be determined with individual retailers. SAWPA grant to target and fund up to 10%of agency total accounts for first year at a rate of$2.50 per mailer. 7) Opt-in Fee for Participating Agencies. This fee must be received by OmniEarth before the Customer set up process is initiated. 8) Additional costs agreed upon and at the expense of participating agencies to cover miscellaneous and/other costs associated with program to include additional services,subscriptions,outside training and support as well as time&material. 9) Total Costs to the Retail Agency 10) Total Grant costs in aggregate for the SAWPA Project Budget;not to exceed SAWPA authorized funding of$1,500,000. APPLICATION TO PARTICIPATE Please have this Application to Participate executed by an individual authorized to enter into such agreements and return it to accounting @omniearth.net(Cheryl Perkins,OmniEarth Accounting&Contracts)and rwhetsel@sawpa.org,(Rick Whetsel, SAWPA). By submitting this Application to Participate,the Participating Agency agrees to pay 100%of the Program costs,up to the maximum in Item 9,upon receipt of an invoice from OmniEarth Inc and agrees to the TERMS AND CONDITIONS OF USE(Exhibit B). The Participating Agency is responsible for working with OmniEarth to ensure it remains within the Maximum Program Budget. Participating Agency agrees to hold SAWPA harmless from any claims or actions arising from OmniEarth's performance or any allegation that materials or services provided by others that infringe or violate third party intellectual-property rights. The person signing below represents and warrants that they are authorized by the Participating Agency to bind the Participating Agency to this Application to Participate. AGENCY: OmniEarth, Inc SAWPA Name Title Signature Date email BILLING INFORMATION—Please Complete all Fields to Ensure Your Application is Processed Promptly Bill To email Bill To Mailing Address Contracts/Accounting Contact Name Contracts/Accounting Contact email Contracts/Accounting Contact Phone Purchase Order#;if required OmniEarth Inc. Signature Page 1 APPLICATION TO PARTICIPATE EXHIBITA- PARTICIPATING AGENCIES PROGRAM SCOPE OF WORK Santa Ana Water Project Authority Application to Participate in the Technology Based Information System:Web Based Water Consumption Reporting, Analytics and Customer Engagement Tool Program from September 18,2015 THRU December 31, 2016 The Santa Ana Watershed Project Authority (SAWPA) is working with its member agencies and otherwater agencies to use grant funding provided by the Safe Drinking Water,Water Quality and Supply,Flood Control, River and Coastal Protection Bond Act of 2006 (Proposition 84,Chapter 2)to implement the Emergency Drought Grant Program.The Program includes a project component to assist retail water agencies and wholesalers with reducing overall water demand in response to the current drought.The Program is being implemented in the 2,850 square mile Santa Ana River Watershed, which includes approximately 80 agencies associated with water. SAWPA has authorized upto$1,500,OOOdollarsin drought relief reimbursement fundsto implement web- based water consumption,analytics and customer engagementtool to assistwateragencies in educating customers on waterconsumption and to increasewaterefficiencyconsistentwith the Emergency Drought Grant Program. Omni Earth has been selected to develop and deliver water use related data analytics and digital outreach to enable increased efficiency with its subcontractor, Dropcountr.The chosen technique uses a unique combination of remote sensing data, meter data and customer engagement for a web-based toolset that will deliver personalized water consumption reports to retail water agencies and wholesalers in the SAWPA Region. The respective roles and responsibilities of SAWPA: 1. Overall Grant Program management and coordination. 2. Inform regional and local messaging content for water use reports. 3. Maintain database of Program-wide data for billing and reporting purposes. 4. Conduct Proposition 84 grant administration, reporting and disbursement. Participating Agency's Roles and Responsibilities: 1. Agreement to Program Scope of Work(Exhibit A). 2. Provide customer data to OmniEarth and/or Dropcountr including accounts, and any meter data as required. 3. Respond to program related customer service calls pertaining to the individual Participating Agency. 4. Submission of Program data to SAWPA via online database on a regular, bi-monthly basis,or as needed to support the Proposition 84 grant administration. 5. Customize report messaging to Participating Agency's customers (at Participating Agency's discretion). 6. Cooperate with SAWPA and Omni Earth/Dropcountr in administering the Program. OmniEarth /Dropcountr Roles and Responsibilities: 1. Provide agreed upon deliverables to participants. 2. Provide periodic training and outreach for participating agencies. 3. Protect from disclosure any confidential information, including confidential or private customer information, provided by SAWPA, Participating Agency, OmniEarth or Dropcountr. 4. Ensure a benefit and reporting that 3236 average acre feet of water is saved in the Program wide area by implementation of the tools by Dec. 31, 2019. This Program is eligible to receive funds as part of the SAWPA Proposition 84grant award.The grant will reimburse OmniEarth for Setup and deliverable subscriptions costs for Participating Agencies after an opt-in fee of$5,000.00 per agency for the first year. Grant funds are limited and are available on a first come first serve basis. The actual reimbursement timeline and final amount will be dependent on SAWPA's receipt of funds from the State and receipt of the Opt-in fee. OmniEarth Inc. Program Scope of Work 1 APPLICATION TO PARTICIPATE Participating agencies may be required to pre-pay OmniEarth 100%of the maximum budget amou nt shown in line 9of the table on cover page hereof depending upon the allowable reimbursement expenses and the remaining grant funds available.SAWPA and OmniEarth will determine what portion of payment will be required upon recei pt of the applications and associated task orders and will notify the Participating Agencies of its determination. If payment is required, OmniEarth will invoice individual Participating Agencies for the appropriate amount. Participating Agencies can request additional accou nt and service items at anytime during the Program period to be evaluated for reimbursement. Participating Agencies may terminate participation in the Program upon 30 days written notice to SAWPA.Terminating Participating Agencies will be responsible for all costs related to the Participating Agencies' participation in the Program up to the effective date of termination. OmniEarth Inc. Program Scope of Work 2 AGREEMENT FOR THE EXCHANGE OF CONFIDENTIAL DATA In order to protect certain private, Confidential Data which may be disclosed between them, OrumEarth,Inc., a Delaware corporation ("Company"),its subcontractor,Dropcountr,Inc., a corporation("Subcontractor"),with offices at 690 Broadway St. Redwood, CA 94063 and the Monte Vista Water District (the"City"or"Agency"), agree that as of May 12,2016 (the Effective Date")that: 1. The Discloser(s)of Confidential Data hereunder is referred to herein as the"Discloser". 2. The Recipient(s)of Confidential Data hereunder is referred to herein as the"Recipient". 3. The Confidential Data to be disclosed under this Agreement is described as: Agency's water customer utility data and any data and information provided,produced,or developed in connection with the Company's or Subcontractor's performance of its contractual obligations in connection with water use efficiency programs. 4. This Agreement covers Confidential Data which is disclosed between the Effective Date of signing this Agreement and five(5)years from the Effective Date thereof. 5. Recipient's obligations regarding Confidential Data received under this Agreement survives the termination of this Agreement. 6. Recipient is obligated to protect such Confidential Data disclosed under this Agreement and shall not disclose any Confidential Data without the Discloser's prior written authorization. Recipients consultants,its officers,employees, agents or subcontractors, shall not without written authorization from the Discloser, as the case may be,voluntarily provide declarations,letters of support,testimony at depositions,response to interrogatories or other information concerning the Confidential Data. Response to a subpoena or court order shall not be considered "voluntary" provided the Recipient provides notice of such court order or subpoena to the Discloser. Recipient shall promptly notify Discloser should Recipient,its officers,employees, agents or subcontractors be served with any summons, complaint, subpoena,notice of deposition,request for documents,interrogatories,request for admissions or other discovery request, court order or subpoena from any party for Confidential Data. The Discloser retains the right,but has no obligation,to be present at any deposition,hearing or similar proceeding. Recipient agrees to cooperate fully with Discloser and to provide Discloser with the opportunity to review any response to discovery requests provided by Recipient. However,Discloser's right to review any such response does not imply or mean the right by Discloser to control,direct,or rewrite said response. 8. The terms and conditions attached as Exhibit"A" are incorporated by reference as if fully set forth. 9. All notices to the respective parties must be in writing and must be sent to the following addresses: OmniEarth,Inc. Dropcountr,Inc. Yorba Linda Water District Attn.: Jonathan T.Fentzke, COO Attn.: Robb Barnitt, CEO Attn: Marc Marcantonio 251 18'Street South Suite 650 690 Broadway St. 1717 E. Miraloma Ave. Arlington, VA 22202 Redwood, CA 94063 Placentia, CA 92870 or other address,provided prior written notice is given to the other party. The date of notice is deemed to be the date on which such notice was mailed,posted or transmitted. IN WITNESS WHEREOF,the Parties hereto have caused this Agreement to be duly executed and witnessed in their names by the proper officials thereof who are duly authorized,on the Effective Date as set forth above. OrumEarth,Inc. Yorba Linda Water District By: By: Signature Signature Title: Title: General Manager Date: Date: Dropcountr,Inc. By: Signature Title: Date: EXHIBIT A GENERAL EXCHANGE OF CONFIDENTIAL DATA 1. Any controversy or claim arising out of or relating to this Agreement is subject to the laws of California,without giving effect to the conflict of law principles thereof. Nothing in this agreement prevents the parties from seeking an injunction in any court of competent jurisdiction in San Bernardino County to prevent the breach of this agreement. Venue for any federal action involving the parties,notwithstanding diversity jurisdiction,must take place in the appropriate federal district court serving the San Bernardino County region. 2. Confidential Data may not be copied or reproduced without the express written permission of the Discloser,except for such copies as may be reasonably required for internal evaluation by the Recipient. 3. (A)All rights to such Confidential Data disclosed pursuant to this Agreement are reserved by the Discloser. Recipient may not use such Confidential Data disclosed to it by Discloser to benefit itself or others,except for the purpose of its own internal evaluation pertaining to the foregoing premises,and Recipient will not disclose such Confidential Data to other third parties unless and until expressly authorized in writing to do so by the Discloser. 4. The parties will perform their respective obligations hereunder without charge to the other. No license or conveyance of any right to either party is granted or implied by the disclosure of Confidential Data by Discloser except as provided herein. No right to use is warranted by Discloser by the furnishing of Confidential Data to Recipient. 5. This Agreement will not obligate or be construed to obligate either party to purchase any products from the other party or to obligate or be construed to obligate either party to enter into any other agreement with the other party for the purchase of any products from the other party or any other party. Neither party is obligated to develop,manufacture or deliver any product under this Agreement. 6. This Agreement does not grant to either party the right to make commitments of any kind for or on behalf of the other party without the prior written consent of said other party. 7. Recipient must exercise at least the same standard of care to prevent the disclosure of such Confidential Data as it exercises to prevent the disclosure of its own confidential data. Recipient must limit dissemination of such Confidential Data to those persons within its organization who have a need to know such information to fulfill the purpose of this Agreement. Acknowledgement of receipt of information may not be deemed as an admission by either Recipient that such is Confidential Data. 8. All Confidential Data and copies thereof must be returned to the discloser within thirty(30)days of receipt of a written request by the Discloser for the return of such Confidential Data. 9. This Agreement embodies the entire understanding between the parties hereto concerning the subject matter hereof and merges all prior discussions and writings,if any,between them as to the Confidential Data to be disclosed. Neither of the parties are bound by any conditions,warranties,or representations with respect to the Confidential Data to be disclosed other than as expressly provided in this Agreement,or as duty set forth subsequent to the date hereof in writing and signed by both parties. 10. Recipient and its employees may not disclose any Confidential Data,or other information furnished hereunder,in any manner contrary to the laws and regulations of the United States of America,state or local government. 11. Recipient shall not,without the prior written consent of the Discloser,use Confidential Data provided by the Discloser to contact any water customer of the Discloser.Recipient agrees that the Discloser shall initiate any and all communications with customers of the Discloser in connection with water use efficiency programs. 12. Disclosure of Confidential Data by the District to the recipient shall not and is not intended to constitute a disclosure of records under the California Public Records Act. VENDOR CONTRACT# PROFESSIONAL SERVICES AGREEMENT BETWEEN THE YORBA LINDA WATER DISTRICT AND OMNIEARTH PROJECT: Web-based Water Consumption Reporting, Analytics and Customer Engagement Tool THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into on May 12, 2016, by and between the YORBA LINDA WATER DISTRICT, a local public agency, created and operating under authority of Division 12 of the California Water Code ("District"), and OMNIEARTH ("Consultant") (collectively referred to herein as the "Parties"). RECITALS WHEREAS, District is engaging in the Project described in the Scope of Work attached as Exhibit"A"; and WHEREAS, District requires a professional consultant with the requisite knowledge, skill, ability and expertise to provide the necessary services for District during all phases of the Project to which the specialized services of Consultant are appropriate; and WHEREAS, Consultant represents to District that it is fully qualified and available to perform the services for and as requested by District; and NOW, THEREFORE, in consideration of the mutual promises, covenants, and terms and conditions herein, the Parties agree as follows: AGREEMENT 1.0. SCOPE OF WORK. The services to be provided by Consultant("Work") are called out in the Scope of Work attached as Exhibit "A" and incorporated herein by reference. All Work shall be performed in accordance with the standards customarily provided by an experienced and competent professional rendering the same or similar services and in such a prompt and continuous fashion as not to impede or delay the overall completion of the Project. 1.1. Project Manager. Consultant acknowledges that continuous and effective communication between District, Consultant, and other consultants (as appropriate) is necessary to the successful completion of the Project. Consultant may also be required to furnish copies of its work product and communications to others as requested by District. Consultant's primary contact with District shall be through District's Project Manager 1 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# specified on Exhibit"A." District's primary contact with Consultant shall be through the Consultant's Representative, designated on Consultant's Cost Proposal attached as Exhibit "A," and incorporated herein by reference. When requested by District, Consultant's Representative shall attend Project meetings and will undertake, as a part of its professional responsibility under this Agreement, to coordinate its activities with all appropriate individuals and consultants. 1.2. Use of Designs and Drawings. All work product of Consultant, whether created solely by Consultant or in cooperation with others, is prepared specifically and expressly for District and all right, title, and interest therein shall be owned by District. District shall make available to Consultant such information, documents, graphs, studies, etc., which District possesses or has access to, which are relevant to Consultant's Work pursuant to this Agreement. 1.3. Review. Consultant shall furnish District with reasonable opportunities from time to time to ascertain whether the Work of Consultant is being performed in accordance with this Agreement. All Work done and materials furnished shall be subject to final review and approval by District. District's interim review and approval of Consultant's work product shall not relieve Consultant of its obligations to fully perform this Agreement. 1.4. Commencement of Work. The Project start date is called out on Exhibit"A." 1.5. Time Is Of The Essence. Consultant shall perform all Work with due diligence as time is of the essence in the performance of this Agreement. Time limits applicable for the performance of Consultant's Work are established in Exhibit"A." 2.0 COMPENSATION. As compensation for performance of the Work specified under the Scope of Work (Exhibit "A"), District shall pay Consultant an amount based on current year connections, as of July 1, for current year services, for a period of five fiscal years, as specified in Consultant's Cost Proposal (Exhibit "A"). Payment will be made at the rates set forth in Consultant's Cost Proposal, which is included in Exhibit "A" and incorporated herein by reference. Costs or expenses not designated or identified in the Cost Proposal shall not be reimbursable unless otherwise provided in this Agreement. 2.1. Invoicing. Consultant shall submit an invoice within thirty (30) days after the beginning of each fiscal year during the term of this Agreement describing the Work performed for which payment is requested. District shall review and approve all invoices prior to payment. District shall pay approved invoices within thirty (30) days of receipt. Consultant agrees to submit additional documentation to support the invoice if requested. If District does not approve an invoice, District shall send a notice to Consultant setting forth the reason(s) the invoice was not approved. Consultant may re-invoice District to cure the defects identified by District. The revised invoice will be treated as a new submittal. District's determinations regarding verification of Consultant's performance, accrued reimbursable expenses, if any, and percentage of completion shall be binding and conclusive. Consultant's time records, invoices, receipts and other documentation supporting the invoices shall be available for review by District upon reasonable notice and shall be retained by Consultant for three (3) years after completion of the Project. 2 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# 2.2. Extra Services. Before performing any services outside the scope of this Agreement ("Extra Services"), Consultant shall submit a written request for approval of such Extra Services and receive written approval from District. District shall have no responsibility to compensate Consultant for any Extra Services provided by Consultant without such prior written approval. 3.0 TERMINATION. District may terminate this Agreement at any time upon ten (10) days written notice to Consultant. Should District exercise the right to terminate this Agreement, District shall pay Consultant for any Work satisfactorily completed prior to the date of termination, based upon Consultant's Cost Proposal. Consultant may terminate this Agreement upon ten (10) days written notice to District in the event of substantial failure by District to perform in accordance with the terms hereof through no fault of Consultant; or in the event District fails to pay Consultant in accordance with the terms in Section 2.0; or if Consultant's Work hereunder is suspended for a period of time greater than ninety (90) days through no fault of Consultant. 3.1. Withholding Payment. In the event District has reasonable grounds to believe Consultant will be materially unable to perform the Work under this Agreement, or if District becomes aware of a potential claim against Consultant or District arising out of Consultant's negligence, intentional act or breach of any provision of this Agreement, including a potential claim against Consultant by District, then District may, to the fullest extent allowed by law, withhold payment of any amount payable to Consultant that District determines is related to such inability to complete the Work, negligence, intentional act, or breach. 4.0. SAFETY. Consultant shall conduct and maintain the Work so as to avoid injury or damage to any person or property. Consultant shall at all times exercise all necessary safety precautions appropriate to the nature of the Work and the conditions under which the Work is to be performed, and be in compliance with all applicable federal, state and local statutory and regulatory requirements including State of California, Department of Industrial Relations (Cal/OSHA) regulations. Consultant is responsible for the safety of all Consultant personnel at all times during performance of its Work, including while on District property. 5.0 INDEMNIFICATION. 5.1. When the law establishes a professional standard of care for the Consultant's services, to the fullest extent permitted by law, Consultant will defend, indemnify and hold harmless District, its directors, officers, employees, and authorized volunteers from and against all claims and demands of all persons that arise out of, pertain to, or relate to the Consultant's negligence, recklessness, or willful misconduct in the performance (or actual or alleged non-performance) of the Work under this Agreement. Consultant shall defend itself against any and all liabilities, claims, losses, damages, and costs arising out of or alleged to arise out of Consultant's performance or non-performance of the Work hereunder, and shall not tender such claims to District nor to its directors, officers, employees, or authorized volunteers, for defense or indemnity. 3 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# 5.2. Other than in the performance of professional services, to the fullest extent permitted by law, Consultant will defend, indemnify and hold harmless District, its directors, officers, employees and authorized volunteers from and against all claims and demands of all persons arising out the performance (or actual or alleged non- performance) of the Work (including the furnishing of materials), including but not limited to claims by the Consultant, Consultant's employees and any subconsultants for damages to persons or property, except for damages resulting from the willful misconduct, sole negligence or active negligence of District, its directors, officers, employees, or authorized volunteers. 5.3. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against District or any of its directors, officers, employees, or authorized volunteers, with legal counsel reasonably acceptable to District. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against District or any of its directors, officers, employees, or authorized volunteers, in any and all such aforesaid suits, actions, or other legal proceedings for which Consultant is obligated to defend, indemnify and hold harmless District, its directors, officers, employees and authorized volunteers under this Agreement. 5.4. Consultant shall reimburse District or its directors, officers, employees, and authorized volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by District or its directors, officers, employees, or authorized volunteers. 6.0 INSURANCE REQUIREMENTS. Prior to execution of this Agreement, and at any time thereafter on request, Consultant shall provide executed certificates of insurance in the form attached hereto as Exhibit "B" evidencing the required coverage and limits for each insurance policy. In addition, Consultant shall provide a new executed certificate of insurance in the form attached hereto as Exhibit"B" whenever an insurance policy required herein, expires, is renewed or is replaced. District may also, at any time, request submittal of policies and policy endorsements acceptable to District evidencing the required coverage and limits. Each insurance policy shall be primary insurance as respects District, its affiliated organizations and its and their respective officers, directors, trustees, employees, agents, consultants, attorneys, successors and assigns (collectively, the "Covered Parties") for all liability arising out of the activities performed by or on behalf of Consultant. Any insurance, pool coverage, or self- insurance maintained by Covered Parties shall be excess of Consultant's insurance and shall not contribute to it. Except for the Errors and Omissions policy (Section 6.4), all insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against the Covered Parties or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to loss. Consultant waives its right of recovery against the Covered Parties for damages covered by insurance required by this Agreement. Consultant shall require similar written express waivers and insurance clauses from each of its subcontractors. The insurer issuing the Workers' Compensation insurance shall amend its policy to waive all rights of subrogation against the Covered Parties. 4 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# Each insurance policy shall provide, or be endorsed to provide, that coverage shall not be cancelled except after thirty (30) days prior written notice by U.S. Mail (ten (10) days for non- payment of premium) has been given to District. Unless otherwise approved by District, each insurance provider shall be authorized to do business in California and have an A.M. Best rating (or equivalent) of not less than "A-:VII." Consultant shall provide and maintain at all times during the performance of this Agreement the following insurance: (1) Commercial General Liability ("CGL") insurance; (2) Automobile Liability insurance; (3) Workers' Compensation and Employer's Liability insurance; and (4)Errors and Omissions ("E&O")liability insurance. 6.1. Commercial General Liability. Each CGL policy shall identify Covered Parties as additional insured, or be endorsed to identify Covered Parties as additional insured using a form acceptable to the District. Coverage for additional insured shall not be limited to vicarious liability. Defense costs must be paid in addition to limits. Each CGL policy shall have liability coverage limits of at least $1,000,000 per occurrence for bodily injury, personal injury and property damage, and $2,000,000 aggregate total bodily injury, personal injury and property damage. CGL insurance and endorsements shall be kept in force at all times during the performance of this Agreement and all coverage required herein shall be maintained after the term of this Agreement so long as such coverage is reasonably available. 6.2. Automobile Liability. Each Automobile Liability policy shall require coverage for "any auto" and shall have limits of at least $1,000,000 for bodily injury and property damage, each accident, and shall use ISO policy form "CA 00 O1," including owned, non-owned and hired autos, or the exact equivalent. If Consultant owns no vehicles, this requirement may be satisfied by a non-owned auto endorsement to the CGL policy described above. Automobile Liability insurance and endorsements shall be kept in force at all times during the performance of this Agreement and all coverage required herein shall be maintained after the term of this Agreement so long as such coverage is reasonably available. 6.3. Workers' Compensation/Employer's Liability. Consultant shall cover or insure the existence of coverage under the applicable laws relating to Workers' Compensation insurance, all of their employees employed directly by them or through subconsultants at all times in carrying out the Work contemplated under this Agreement, in accordance with the "Workers' Compensation and Insurance Act" of the California Labor Code and any amendatory Acts. Consultant shall provide Employer's Liability insurance with limits of at least $1,000,000 each accident, $1,000,000 disease policy limit, and $1,000,000 disease each employee. By Consultant's signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code, which requires every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that code, and that Consultant will comply with such provisions before commencing Work under this Agreement. Upon the request of District, subconsultants must provide certificates of insurance evidencing such coverage. 5 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# 6.4. Errors and Omissions. Each E&O policy shall have limits of at least $1,000,000 per claim and $1,000,000 aggregate. E&O insurance and endorsements shall be kept in force at all times during the performance of this Agreement and all coverage required herein shall be maintained after the term of this Agreement so long as such coverage is reasonably available. 7.0. INDEPENDENT CONTRACTOR. The Parties agree that the relationship between District and Consultant is that of an independent contractor and Consultant shall not, in any way, be considered to be an employee or agent of District. Consultant shall not represent or otherwise hold out itself or any of its directors, officers, partners, employees, or agents to be an agent or employee of District. District will not be legally or financially responsible for any damage or loss that may be sustained by Consultant because of any act, error, or omission of Consultant or any other consultant, nor shall Consultant make any claim against District arising out of any such act, error, or omission. 7.1. Taxes and Benefits. Consultant shall be solely responsible for the payment of all federal, state and local income tax, social security tax, Workers' Compensation insurance, state disability insurance, and any other taxes or insurance Consultant, as an independent contractor, is responsible for paying under federal, state or local law. Consultant is not eligible to receive Workers' Compensation, medical, indemnity or retirement benefits through District, including but not limited to enrollment in CalPERS. Consultant is not eligible to receive overtime, vacation or sick pay. 7.2. Permits and Licenses. Consultant shall procure and maintain all permits, and licenses and other government-required certification necessary for the performance of its Work, all at the sole cost of Consultant. None of the items referenced in this section shall be reimbursable to Consultant under the Agreement. 7.3. Methods. Consultant shall have the sole and absolute discretion in determining the methods, details and means of performing the Work required by District. Consultant shall furnish, at its own expense, all labor, materials, equipment, tools and transportation necessary for the successful completion of the Work to be performed under this Agreement. District shall not have any right to direct the methods, details and means of the Work; however, Consultant must receive prior written approval from District before assigning or changing any assignment of Consultant's project manager or key personnel and before using any subconsultants or subconsultant agreements for services or materials under this Agreement and any work authorizations. 6 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# 8.0. NOTICES. Any notice may be served upon either Party by delivering it in person, or by depositing it in a U.S. Mail Deposit Box with the postage thereon fully prepaid, and addressed to the Party at the address set forth below: District: Marc Marcantonio, General Manager Yorba Linda Water District P.O. Box 309 Yorba Linda, CA 92885-0309 Consultant: As designated in Exhibit"A." Any notice given hereunder shall be deemed effective in the case of personal delivery, upon receipt thereof, or, in the case of mailing, at the moment of deposit in the course of transmission with the United States Postal Service. 9.0 ASSIGNMENT. Neither Consultant nor District may assign or transfer this Agreement, or any part thereof, without the prior written consent of the other Party, which shall not be unreasonably withheld. 10.0 ATTORNEY'S FEES. In the event of any action arising out of, or in connection with, this Agreement, or the Work to be performed hereunder, the prevailing Party shall be entitled to have and recover, in addition to damages, injunctive or other relief, its reasonable costs and expenses, including without limitation, its attorney's fees. 11.0. BINDING ARBITRATION. Within thirty (30) days after service of a civil action on either Party arising out of, or in connection with, this Agreement, either Party may elect to submit the action to binding arbitration before the Judicial Arbitration and Mediation Service ("JAMS"), located in Orange County. The Parties agree that upon an election to arbitrate, any civil action filed will be stayed until arbitration proceedings have concluded. Upon submission of the matter to JAMS, the submitting Party shall obtain from JAMS a list of three (3) randomly selected arbitrators and serve said list upon the other Party. In the event that there are more than two parties to the action, the number of arbitrators randomly selected and included in the list shall be increased by two for each additional party involved. Upon service of the randomly selected list of arbitrators, each party shall have twenty (20) days to eliminate two arbitrators from the list and return it to JAMS, with the selected arbitrator being the remaining name on the list. Should more than one name remain on the list, JAMS will randomly select the arbitrator from the names remaining on the list. Arbitration shall be scheduled for hearing on the merits no later than six (6) months after the date the arbitrator is selected. All parties shall be permitted to conduct discovery as provided by the current rules of the California Code of Civil Procedure. All costs of JAMS or of the arbitrator for Work shall be divided equally among the Parties, unless otherwise ordered by the arbitrator. In an arbitration to resolve a dispute under this provision, the arbitrator's award shall be supported by law and substantial evidence. 7 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# 12.0 FORCE MAJEURE. Upon written notice by the owing Party, the respective duties and obligations of the Parties hereunder (except District's obligation to pay Consultant such sums as may become due from time to time for Work rendered by it) shall be suspended while and so long as performance thereof is prevented or impeded by strikes, disturbances, riots, fire, governmental action, war acts, acts of God, or any other cause similar or dissimilar to the foregoing which are beyond the reasonable control of the Party from whom the affected performance was due. 13.0 ENTIRE AGREEMENT. This Agreement, and the attached Exhibits, represent the entire and integrated agreement between District and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both District and Consultant. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be entered into as of the day and year written above. District: Consultant: Yorba Linda Water District OmniEarth By: By: Marc Marcantonio, General Manager (Name and Title) APPROVED AS TO FORM: Kidman Law LLP By: Arthur G. Kidman, General Counsel Attachments: Exhibit A: Scope of Work and Cost Proposal Exhibit B: Insurance Certificates 8 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# Exhibit A Scope of Work and Cost Proposal 9 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# Exhibit B Insurance Certificates to YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# CERTIFICATE 1: COMMERCIAL GENERAL LIABILITY INSURANCE This certificate is issued to the Yorba Linda Water District, located at 1717 E. Miraloma Avenue, Placentia, CA 92870, that the following described policy has been issued to: Insured: Address: Coverage is provided for the following Contract No. (under an annual policy and is not project specific coverage): (Coverage shall be at least as broad as Insurance Services Office Commercial General Liability coverage, Occurrence Form No. CG 00 01.) Type of Insurance COMMERCIAL GENERAL LIABILITY: "Occurrence" Policies Only Insurer and Policy No.: Policy Expiration Date: Limits of Liability in Thousands (000) Policy Covers Each Occurrence A22re2ate BODILY INJURY: $ $ PROPERTY DAMAGE $ $ PERSONAL INJURY $ $ COMP OPERATIONS AGGREGATE $ [X] Premises Operations [X] Contractual Liability [X] Products/Completed Operations [X] Separation of Insureds I have examined the policy mentioned in the foregoing section, and am familiar with the terms and endorsements of the policy. I have also reviewed Section 6.0 (Insurance) of the Insured's 1 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# Agreement with Yorba Linda Water District. I do not certify that the policy covered by this Certificate will be in place for the entire term of the Insured's Agreement with Yorba Linda Water District but instead only confirm that the policy covered by this Certificate expires on the Policy Expiration Date. I certify that the following provisions apply: 1) The Yorba Linda Water District, its affiliated organizations and its and their respective officers, directors, trustees, employees, agents, consultants, attorneys, successors and assigns ("Covered Parties") are named as additional insureds on the above-described insurance policy, as respects liability arising out of the activities performed by or on behalf of the Insured. Coverage for the Covered Parties is not limited to vicarious liability. Defense costs are paid in addition to limits. 2) The above-described insurance policy shall be primary insurance and any insurance, pool coverage, or self-insurance maintained by the Covered Parties shall be excess of the above-described insurance policy and shall not contribute with it. The Yorba Linda Water District shall not be liable for the payment of premiums or assessments under this policy. 3) The above-described policy will not be canceled except after thirty (30) days prior written notice by U.S. Mail (ten (10) days for non-payment of premium) has been given to Yorba Linda Water District. 4) The insurer issuing the above-described insurance policy shall have waived, either according to the terms in their policies or by endorsement, all rights of subrogation against the Covered Parties. The insurance policy allows the Insured to waive their right of recovery prior to loss. 5) The insurer issuing this policy has a Best's rating as of the date set forth below of no less than "A-:VII." Insurance Carrier: (General) Address: I, , under penalty of perjury under the laws of the State of California, declare as Insurance Broker to the Insured that the foregoing statements in this Certificate are true and correct as of this day of 20 Broker Representative: Company or Firm: Phone: Date: 2 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# CERTIFICATE 2: AUTOMOBILE LIABILITY INSURANCE This certificate is issued to the Yorba Linda Water District, located at 1717 E. Miraloma Avenue, Placentia, CA 92870, that the following described policy has been issued to: Insured: Address: Coverage is provided for the following Contract No. (under an annual policy and is not project specific coverage): Coverage is Insurance Services Office (Form No. CA 0001, or equivalent) covering Automobile Liability, Code 1 (any auto) or in the alternative, owned or scheduled autos plus non-owned and hired autos. Type of Insurance: AUTOMOBILE LIABILITY: "Occurrence" Policies Only Insurer and Policy No.: Policy Expiration Date: Limits of Liability in Thousands (000) Policy Covers Each Occurrence A22re2ate BODILY INJURY $ $ (PER PERSON) BODILY INJURY $ $ (PER ACCIDENT PROPERTY DAMAGE: $ $ BODILY INJURY AND PROPERTY DAMAGE COMBINED: $ $ [X] Comprehensive Form [X] Any Auto [X] Owned [X] Non-owned [X] Hired I have examined the policy mentioned in the foregoing section, and am familiar with the terms and endorsements of the policy. I have also reviewed Section 6.0 (Insurance) of the Insured's Agreement with Yorba Linda Water District. I do not certify that the policy covered by this 3 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# Certificate will be in place for the entire term of the Insured's Agreement with Yorba Linda Water District but instead only confirm that the policy covered by this Certificate expires on the Policy Expiration Date. I certify that the following provisions apply: 1) The Yorba Linda Water District, its affiliated organizations and its and their respective officers, directors, trustees, employees, agents, consultants, attorneys, successors and assigns ("Covered Parties") are named as additional insureds on the above-described insurance policy, as respects liability arising out of activities performed by or on behalf of the Insured. 2) The above-described insurance policy is primary insurance and any insurance, pool coverage, or self-insurance maintained by the Covered Parties shall be excess of the above-described insurance policy and shall not contribute with it. The Yorba Linda Water District shall not be liable for the payment of premiums or assessments under these policies. 3) The above-described policy will not be canceled except after thirty (30) days prior written notice by U.S. Mail (ten (10) days for non-payment of premium) has been given to Yorba Linda Water District. 4) The insurer issuing the above-described insurance policy shall have waived, either according to the terms in their policies or by endorsement, all rights of subrogation against the Covered Parties. The insurance policy allows the Insured to waive their right of recovery prior to loss. 5) The insurer issuing this policy has a Best's rating as of the date of set forth below of no less than "A-:VII." Insurance Carrier: Address: I, , under penalty of perjury under the laws of the State of California, declare as Insurance Broker to the Insured that the foregoing statements in this Certificate are true and correct as of this day of 20 Broker Representative: Company or Firm: Phone: Date: 4 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# CERTIFICATE 3: WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE This certificate is issued to the Yorba Linda Water District, located at 1717 E. Miraloma Avenue, Placentia, CA 92870, that the following described policy has been issued to: Insured: Address: Coverage is provided for the following Contract No. (under an annual policy and is not project specific coverage): (Coverage shall be as broad as required by the Labor Code of the State of California and Employer's liability coverage.) Limits of Liability in Thousands (000) Policy Covers [X] WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY $ (EACH ACCIDENT Insurer and Policy No.: Policy Expiration Date: I have examined the policy mentioned in the foregoing section, and am familiar with the terms and endorsements of the policy. I have also reviewed Section 6.0 (Insurance) of the Insured's Agreement with Yorba Linda Water District. I do not certify that the policy covered by this Certificate will be in place for the entire term of the Insured's Agreement with Yorba Linda Water District but instead only confirm that the policy covered by this Certificate expires on the Policy Expiration Date. I certify that the following provisions apply: 1) The above-described insurance policy is primary insurance and any insurance, pool coverage, or self-insurance maintained by the Covered Parties shall be excess of the above-described insurance policy and shall not contribute with it. The Yorba Linda Water District shall not be liable for the payment of premiums or assessments under these policies. 5 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# 2) The above-described policy will not be canceled except after thirty (30) days prior written notice by U.S. Mail (ten (10) days for non-payment of premium) has been given to Yorba Linda Water District. 3) The insurer issuing the above-described insurance policy shall have waived, either according to the terms in their policies or by endorsement, all rights of subrogation against the Covered Parties. The insurance policy allows the Insured to waive their right of recovery prior to loss. 4) The insurer issuing this policy has a Best's rating as of the date set forth below of no less than "A-:VII." Insurance Carrier: Address: I, , under penalty of perjury under the laws of the State of California, declare as Insurance Broker to the Insured that the foregoing statements in this Certificate are true and correct as of this day of 20 Broker Representative: Company or Firm: Phone: Date: 6 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# CERTIFICATE 4: ERRORS AND OMISSIONS This certificate is issued to the Yorba Linda Water District, located at 1717 E. Miraloma Avenue, Placentia, CA 92870, that the following described policy has been issued to: Insured: Address: Coverage is provided for the following Contract No. (under an annual policy and is not project specific coverage): Limits of Coverage Per Claim Aggregate Insurer and Policy No.: Policy Expiration Date: I have examined the policy mentioned in the foregoing section, and am familiar with the terms and endorsements of the policy. I have also reviewed Section 6.0 (Insurance) of the Insured's Agreement with Yorba Linda Water District. I do not certify that the policy covered by this Certificate will be in place for the entire term of the Insured's Agreement with Yorba Linda Water District but instead only confirm that the policy covered by this Certificate expires on the Policy Expiration Date. I certify that the following provisions apply: 1) The above-described insurance policy is primary insurance and any insurance, pool coverage, or self-insurance maintained by the Covered Parties shall be excess of the above-described insurance policy and shall not contribute with it. The Yorba Linda Water District shall not be liable for the payment of premiums or assessments under these policies. 2) The above-described policy will not be canceled except after thirty (30) days prior written notice by U.S. Mail (ten (10) days for non-payment of premium) has been given to Yorba Linda Water District. 7 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# 3) The insurer issuing this policy has a Best's rating as of the date set forth below of no less than "A-:VII." Insurance Carrier: Address: I, , under penalty of perjury under the laws of the State of California, declare as Insurance Broker to the Insured that the foregoing statements in this Certificate are true and correct as of this day of 20 Broker Representative: Company or Firm: Phone: Date: 8 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# PROFESSIONAL SERVICES AGREEMENT BETWEEN THE YORBA LINDA WATER DISTRICT AND DROPCOUNTR PROJECT: Web-based Water Consumption Reporting, Analytics and Customer Engagement Tool THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into on May 12, 2016, by and between the YORBA LINDA WATER DISTRICT, a local public agency, created and operating under authority of Division 12 of the California Water Code ("District"), and DROPCOUNTR ("Consultant") (collectively referred to herein as the "Parties"). RECITALS WHEREAS, District is engaging in the Project described in the Scope of Work attached as Exhibit"A"; and WHEREAS, District requires a professional consultant with the requisite knowledge, skill, ability and expertise to provide the necessary services for District during all phases of the Project to which the specialized services of Consultant are appropriate; and WHEREAS, Consultant represents to District that it is fully qualified and available to perform the services for and as requested by District; and NOW, THEREFORE, in consideration of the mutual promises, covenants, and terms and conditions herein, the Parties agree as follows: AGREEMENT 1.0. SCOPE OF WORK. The services to be provided by Consultant("Work") are called out in the Scope of Work attached as Exhibit "A" and incorporated herein by reference. All Work shall be performed in accordance with the standards customarily provided by an experienced and competent professional rendering the same or similar services and in such a prompt and continuous fashion as not to impede or delay the overall completion of the Project. 1.1. Project Manager. Consultant acknowledges that continuous and effective communication between District, Consultant, and other consultants (as appropriate) is necessary to the successful completion of the Project. Consultant may also be required to furnish copies of its work product and communications to others as requested by District. 1 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# Consultant's primary contact with District shall be through District's Project Manager specified on Exhibit"A." District's primary contact with Consultant shall be through the Consultant's Representative, designated on Consultant's Cost Proposal attached as Exhibit "A," and incorporated herein by reference. When requested by District, Consultant's Representative shall attend Project meetings and will undertake, as a part of its professional responsibility under this Agreement, to coordinate its activities with all appropriate individuals and consultants. 1.2. Use of Designs and Drawings. All work product of Consultant, whether created solely by Consultant or in cooperation with others, is prepared specifically and expressly for District and all right, title, and interest therein shall be owned by District. District shall make available to Consultant such information, documents, graphs, studies, etc., which District possesses or has access to, which are relevant to Consultant's Work pursuant to this Agreement. 1.3. Review. Consultant shall furnish District with reasonable opportunities from time to time to ascertain whether the Work of Consultant is being performed in accordance with this Agreement. All Work done and materials furnished shall be subject to final review and approval by District. District's interim review and approval of Consultant's work product shall not relieve Consultant of its obligations to fully perform this Agreement. 1.4. Commencement of Work. The Project start date is called out on Exhibit"A." 1.5. Time Is Of The Essence. Consultant shall perform all Work with due diligence as time is of the essence in the performance of this Agreement. Time limits applicable for the performance of Consultant's Work are established in Exhibit"A." 2.0 COMPENSATION. As compensation for performance of the Work specified under the Scope of Work (Exhibit "A"), District shall pay Consultant an amount based on current year connections, as of July 1, for current year services, for a period of five fiscal years, as specified in Consultant's Cost Proposal (Exhibit "A"). Payment will be made at the rates set forth in Consultant's Cost Proposal, which is included in Exhibit "A" and incorporated herein by reference. Costs or expenses not designated or identified in the Cost Proposal shall not be reimbursable unless otherwise provided in this Agreement. 2.1. Invoicing. Consultant shall submit an invoice within thirty (30) days after the beginning of each fiscal year during the term of this Agreement describing the Work performed for which payment is requested. District shall review and approve all invoices prior to payment. District shall pay approved invoices within thirty (30) days of receipt. Consultant agrees to submit additional documentation to support the invoice if requested. If District does not approve an invoice, District shall send a notice to Consultant setting forth the reason(s) the invoice was not approved. Consultant may re-invoice District to cure the defects identified by District. The revised invoice will be treated as a new submittal. District's determinations regarding verification of Consultant's performance, accrued reimbursable expenses, if any, and percentage of completion shall be binding and conclusive. Consultant's time records, invoices, receipts and other documentation 2 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# supporting the invoices shall be available for review by District upon reasonable notice and shall be retained by Consultant for three (3) years after completion of the Project. 2.2. Extra Services. Before performing any services outside the scope of this Agreement ("Extra Services"), Consultant shall submit a written request for approval of such Extra Services and receive written approval from District. District shall have no responsibility to compensate Consultant for any Extra Services provided by Consultant without such prior written approval. 3.0 TERMINATION. District may terminate this Agreement at any time upon ten (10) days written notice to Consultant. Should District exercise the right to terminate this Agreement, District shall pay Consultant for any Work satisfactorily completed prior to the date of termination, based upon Consultant's Cost Proposal. Consultant may terminate this Agreement upon ten (10) days written notice to District in the event of substantial failure by District to perform in accordance with the terms hereof through no fault of Consultant; or in the event District fails to pay Consultant in accordance with the terms in Section 2.0; or if Consultant's Work hereunder is suspended for a period of time greater than ninety (90) days through no fault of Consultant. 3.1. Withholding Payment. In the event District has reasonable grounds to believe Consultant will be materially unable to perform the Work under this Agreement, or if District becomes aware of a potential claim against Consultant or District arising out of Consultant's negligence, intentional act or breach of any provision of this Agreement, including a potential claim against Consultant by District, then District may, to the fullest extent allowed by law, withhold payment of any amount payable to Consultant that District determines is related to such inability to complete the Work, negligence, intentional act, or breach. 4.0. SAFETY. Consultant shall conduct and maintain the Work so as to avoid injury or damage to any person or property. Consultant shall at all times exercise all necessary safety precautions appropriate to the nature of the Work and the conditions under which the Work is to be performed, and be in compliance with all applicable federal, state and local statutory and regulatory requirements including State of California, Department of Industrial Relations (Cal/OSHA) regulations. Consultant is responsible for the safety of all Consultant personnel at all times during performance of its Work, including while on District property. 5.0 INDEMNIFICATION. 5.1. When the law establishes a professional standard of care for the Consultant's services, to the fullest extent permitted by law, Consultant will defend, indemnify and hold harmless District, its directors, officers, employees, and authorized volunteers from and against all claims and demands of all persons that arise out of, pertain to, or relate to the Consultant's negligence, recklessness, or willful misconduct in the performance (or actual or alleged non-performance) of the Work under this Agreement. Consultant shall defend itself against any and all liabilities, claims, losses, damages, and costs arising out of or alleged to arise out of Consultant's performance or non-performance of the Work 3 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# hereunder, and shall not tender such claims to District nor to its directors, officers, employees, or authorized volunteers, for defense or indemnity. 5.2. Other than in the performance of professional services, to the fullest extent permitted by law, Consultant will defend, indemnify and hold harmless District, its directors, officers, employees and authorized volunteers from and against all claims and demands of all persons arising out the performance (or actual or alleged non- performance) of the Work (including the furnishing of materials), including but not limited to claims by the Consultant, Consultant's employees and any subconsultants for damages to persons or property, except for damages resulting from the willful misconduct, sole negligence or active negligence of District, its directors, officers, employees, or authorized volunteers. 5.3. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against District or any of its directors, officers, employees, or authorized volunteers, with legal counsel reasonably acceptable to District. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against District or any of its directors, officers, employees, or authorized volunteers, in any and all such aforesaid suits, actions, or other legal proceedings for which Consultant is obligated to defend, indemnify and hold harmless District, its directors, officers, employees and authorized volunteers under this Agreement. 5.4. Consultant shall reimburse District or its directors, officers, employees, and authorized volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by District or its directors, officers, employees, or authorized volunteers. 6.0 INSURANCE REQUIREMENTS. Prior to execution of this Agreement, and at any time thereafter on request, Consultant shall provide executed certificates of insurance in the form attached hereto as Exhibit "B" evidencing the required coverage and limits for each insurance policy. In addition, Consultant shall provide a new executed certificate of insurance in the form attached hereto as Exhibit"B" whenever an insurance policy required herein, expires, is renewed or is replaced. District may also, at any time, request submittal of policies and policy endorsements acceptable to District evidencing the required coverage and limits. Each insurance policy shall be primary insurance as respects District, its affiliated organizations and its and their respective officers, directors, trustees, employees, agents, consultants, attorneys, successors and assigns (collectively, the "Covered Parties") for all liability arising out of the activities performed by or on behalf of Consultant. Any insurance, pool coverage, or self- insurance maintained by Covered Parties shall be excess of Consultant's insurance and shall not contribute to it. Except for the Errors and Omissions policy (Section 6.4), all insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against the Covered Parties or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to loss. Consultant waives its right of recovery against the Covered Parties for damages covered by insurance required by this Agreement. Consultant shall require similar written express waivers 4 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# and insurance clauses from each of its subcontractors. The insurer issuing the Workers' Compensation insurance shall amend its policy to waive all rights of subrogation against the Covered Parties. Each insurance policy shall provide, or be endorsed to provide, that coverage shall not be cancelled except after thirty (30) days prior written notice by U.S. Mail (ten (10) days for non- payment of premium) has been given to District. Unless otherwise approved by District, each insurance provider shall be authorized to do business in California and have an A.M. Best rating (or equivalent) of not less than "A-:VII." Consultant shall provide and maintain at all times during the performance of this Agreement the following insurance: (1) Commercial General Liability ("CGL") insurance; (2) Automobile Liability insurance; (3) Workers' Compensation and Employer's Liability insurance; and (4)Errors and Omissions ("E&O")liability insurance. 6.1. Commercial General Liability. Each CGL policy shall identify Covered Parties as additional insured, or be endorsed to identify Covered Parties as additional insured using a form acceptable to the District. Coverage for additional insured shall not be limited to vicarious liability. Defense costs must be paid in addition to limits. Each CGL policy shall have liability coverage limits of at least $1,000,000 per occurrence for bodily injury, personal injury and property damage, and $2,000,000 aggregate total bodily injury, personal injury and property damage. CGL insurance and endorsements shall be kept in force at all times during the performance of this Agreement and all coverage required herein shall be maintained after the term of this Agreement so long as such coverage is reasonably available. 6.2. Automobile Liability. Each Automobile Liability policy shall require coverage for "any auto" and shall have limits of at least $1,000,000 for bodily injury and property damage, each accident, and shall use ISO policy form "CA 00 O1," including owned, non-owned and hired autos, or the exact equivalent. If Consultant owns no vehicles, this requirement may be satisfied by a non-owned auto endorsement to the CGL policy described above. Automobile Liability insurance and endorsements shall be kept in force at all times during the performance of this Agreement and all coverage required herein shall be maintained after the term of this Agreement so long as such coverage is reasonably available. 6.3. Workers' Compensation/Employer's Liability. Consultant shall cover or insure the existence of coverage under the applicable laws relating to Workers' Compensation insurance, all of their employees employed directly by them or through subconsultants at all times in carrying out the Work contemplated under this Agreement, in accordance with the "Workers' Compensation and Insurance Act" of the California Labor Code and any amendatory Acts. Consultant shall provide Employer's Liability insurance with limits of at least $1,000,000 each accident, $1,000,000 disease policy limit, and $1,000,000 disease each employee. By Consultant's signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code, which requires every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that code, and that Consultant will comply with such 5 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# provisions before commencing Work under this Agreement. Upon the request of District, subconsultants must provide certificates of insurance evidencing such coverage. 6.4. Errors and Omissions. Each E&O policy shall have limits of at least $1,000,000 per claim and $1,000,000 aggregate. E&O insurance and endorsements shall be kept in force at all times during the performance of this Agreement and all coverage required herein shall be maintained after the term of this Agreement so long as such coverage is reasonably available. 7.0. INDEPENDENT CONTRACTOR. The Parties agree that the relationship between District and Consultant is that of an independent contractor and Consultant shall not, in any way, be considered to be an employee or agent of District. Consultant shall not represent or otherwise hold out itself or any of its directors, officers, partners, employees, or agents to be an agent or employee of District. District will not be legally or financially responsible for any damage or loss that may be sustained by Consultant because of any act, error, or omission of Consultant or any other consultant, nor shall Consultant make any claim against District arising out of any such act, error, or omission. 7.1. Taxes and Benefits. Consultant shall be solely responsible for the payment of all federal, state and local income tax, social security tax, Workers' Compensation insurance, state disability insurance, and any other taxes or insurance Consultant, as an independent contractor, is responsible for paying under federal, state or local law. Consultant is not eligible to receive Workers' Compensation, medical, indemnity or retirement benefits through District, including but not limited to enrollment in CalPERS. Consultant is not eligible to receive overtime, vacation or sick pay. 7.2. Permits and Licenses. Consultant shall procure and maintain all permits, and licenses and other government-required certification necessary for the performance of its Work, all at the sole cost of Consultant. None of the items referenced in this section shall be reimbursable to Consultant under the Agreement. 7.3. Methods. Consultant shall have the sole and absolute discretion in determining the methods, details and means of performing the Work required by District. Consultant shall furnish, at its own expense, all labor, materials, equipment, tools and transportation necessary for the successful completion of the Work to be performed under this Agreement. District shall not have any right to direct the methods, details and means of the Work; however, Consultant must receive prior written approval from District before assigning or changing any assignment of Consultant's project manager or key personnel and before using any subconsultants or subconsultant agreements for services or materials under this Agreement and any work authorizations. 6 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# 8.0. NOTICES. Any notice may be served upon either Party by delivering it in person, or by depositing it in a U.S. Mail Deposit Box with the postage thereon fully prepaid, and addressed to the Party at the address set forth below: District: Marc Marcantonio, General Manager Yorba Linda Water District P.O. Box 309 Yorba Linda, CA 92885-0309 Consultant: As designated in Exhibit"A." Any notice given hereunder shall be deemed effective in the case of personal delivery, upon receipt thereof, or, in the case of mailing, at the moment of deposit in the course of transmission with the United States Postal Service. 9.0 ASSIGNMENT. Neither Consultant nor District may assign or transfer this Agreement, or any part thereof, without the prior written consent of the other Party, which shall not be unreasonably withheld. 10.0 ATTORNEY'S FEES. In the event of any action arising out of, or in connection with, this Agreement, or the Work to be performed hereunder, the prevailing Party shall be entitled to have and recover, in addition to damages, injunctive or other relief, its reasonable costs and expenses, including without limitation, its attorney's fees. 11.0. BINDING ARBITRATION. Within thirty (30) days after service of a civil action on either Party arising out of, or in connection with, this Agreement, either Party may elect to submit the action to binding arbitration before the Judicial Arbitration and Mediation Service ("JAMS"), located in Orange County. The Parties agree that upon an election to arbitrate, any civil action filed will be stayed until arbitration proceedings have concluded. Upon submission of the matter to JAMS, the submitting Party shall obtain from JAMS a list of three (3) randomly selected arbitrators and serve said list upon the other Party. In the event that there are more than two parties to the action, the number of arbitrators randomly selected and included in the list shall be increased by two for each additional party involved. Upon service of the randomly selected list of arbitrators, each party shall have twenty (20) days to eliminate two arbitrators from the list and return it to JAMS, with the selected arbitrator being the remaining name on the list. Should more than one name remain on the list, JAMS will randomly select the arbitrator from the names remaining on the list. Arbitration shall be scheduled for hearing on the merits no later than six (6) months after the date the arbitrator is selected. All parties shall be permitted to conduct discovery as provided by the current rules of the California Code of Civil Procedure. All costs of JAMS or of the arbitrator for Work shall be divided equally among the Parties, unless otherwise ordered by the arbitrator. In an arbitration to resolve a dispute under this provision, the arbitrator's award shall be supported by law and substantial evidence. 7 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# 12.0 FORCE MAJEURE. Upon written notice by the owing Party, the respective duties and obligations of the Parties hereunder (except District's obligation to pay Consultant such sums as may become due from time to time for Work rendered by it) shall be suspended while and so long as performance thereof is prevented or impeded by strikes, disturbances, riots, fire, governmental action, war acts, acts of God, or any other cause similar or dissimilar to the foregoing which are beyond the reasonable control of the Party from whom the affected performance was due. 13.0 ENTIRE AGREEMENT. This Agreement, and the attached Exhibits, represent the entire and integrated agreement between District and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both District and Consultant. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be entered into as of the day and year written above. District: Consultant: Yorba Linda Water District DropCountr By: By: Marc Marcantonio, General Manager (Name and Title) APPROVED AS TO FORM: Kidman Law LLP By: Arthur G. Kidman, General Counsel Attachments: Exhibit A: Scope of Work and Cost Proposal Exhibit B: Insurance Certificates 8 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# Exhibit A Scope of Work and Cost Proposal 9 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# Exhibit B Insurance Certificates to YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# CERTIFICATE 1: COMMERCIAL GENERAL LIABILITY INSURANCE This certificate is issued to the Yorba Linda Water District, located at 1717 E. Miraloma Avenue, Placentia, CA 92870, that the following described policy has been issued to: Insured: Address: Coverage is provided for the following Contract No. (under an annual policy and is not project specific coverage): (Coverage shall be at least as broad as Insurance Services Office Commercial General Liability coverage, Occurrence Form No. CG 00 01.) Type of Insurance COMMERCIAL GENERAL LIABILITY: "Occurrence" Policies Only Insurer and Policy No.: Policy Expiration Date: Limits of Liability in Thousands (000) Policy Covers Each Occurrence A22re2ate BODILY INJURY: $ $ PROPERTY DAMAGE $ $ PERSONAL INJURY $ $ COMP OPERATIONS AGGREGATE $ [X] Premises Operations [X] Contractual Liability [X] Products/Completed Operations [X] Separation of Insureds I have examined the policy mentioned in the foregoing section, and am familiar with the terms and endorsements of the policy. I have also reviewed Section 6.0 (Insurance) of the Insured's 1 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# Agreement with Yorba Linda Water District. I do not certify that the policy covered by this Certificate will be in place for the entire term of the Insured's Agreement with Yorba Linda Water District but instead only confirm that the policy covered by this Certificate expires on the Policy Expiration Date. I certify that the following provisions apply: 1) The Yorba Linda Water District, its affiliated organizations and its and their respective officers, directors, trustees, employees, agents, consultants, attorneys, successors and assigns ("Covered Parties") are named as additional insureds on the above-described insurance policy, as respects liability arising out of the activities performed by or on behalf of the Insured. Coverage for the Covered Parties is not limited to vicarious liability. Defense costs are paid in addition to limits. 2) The above-described insurance policy shall be primary insurance and any insurance, pool coverage, or self-insurance maintained by the Covered Parties shall be excess of the above-described insurance policy and shall not contribute with it. The Yorba Linda Water District shall not be liable for the payment of premiums or assessments under this policy. 3) The above-described policy will not be canceled except after thirty (30) days prior written notice by U.S. Mail (ten (10) days for non-payment of premium) has been given to Yorba Linda Water District. 4) The insurer issuing the above-described insurance policy shall have waived, either according to the terms in their policies or by endorsement, all rights of subrogation against the Covered Parties. The insurance policy allows the Insured to waive their right of recovery prior to loss. 5) The insurer issuing this policy has a Best's rating as of the date set forth below of no less than "A-:VII." Insurance Carrier: (General) Address: I, , under penalty of perjury under the laws of the State of California, declare as Insurance Broker to the Insured that the foregoing statements in this Certificate are true and correct as of this day of 20 Broker Representative: Company or Firm: Phone: Date: 2 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# CERTIFICATE 2: AUTOMOBILE LIABILITY INSURANCE This certificate is issued to the Yorba Linda Water District, located at 1717 E. Miraloma Avenue, Placentia, CA 92870, that the following described policy has been issued to: Insured: Address: Coverage is provided for the following Contract No. (under an annual policy and is not project specific coverage): Coverage is Insurance Services Office (Form No. CA 0001, or equivalent) covering Automobile Liability, Code 1 (any auto) or in the alternative, owned or scheduled autos plus non-owned and hired autos. Type of Insurance: AUTOMOBILE LIABILITY: "Occurrence" Policies Only Insurer and Policy No.: Policy Expiration Date: Limits of Liability in Thousands (000) Policy Covers Each Occurrence A22re2ate BODILY INJURY $ $ (PER PERSON) BODILY INJURY $ $ (PER ACCIDENT PROPERTY DAMAGE: $ $ BODILY INJURY AND PROPERTY DAMAGE COMBINED: $ $ [X] Comprehensive Form [X] Any Auto [X] Owned [X] Non-owned [X] Hired I have examined the policy mentioned in the foregoing section, and am familiar with the terms and endorsements of the policy. I have also reviewed Section 6.0 (Insurance) of the Insured's Agreement with Yorba Linda Water District. I do not certify that the policy covered by this 3 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# Certificate will be in place for the entire term of the Insured's Agreement with Yorba Linda Water District but instead only confirm that the policy covered by this Certificate expires on the Policy Expiration Date. I certify that the following provisions apply: 1) The Yorba Linda Water District, its affiliated organizations and its and their respective officers, directors, trustees, employees, agents, consultants, attorneys, successors and assigns ("Covered Parties") are named as additional insureds on the above-described insurance policy, as respects liability arising out of activities performed by or on behalf of the Insured. 2) The above-described insurance policy is primary insurance and any insurance, pool coverage, or self-insurance maintained by the Covered Parties shall be excess of the above-described insurance policy and shall not contribute with it. The Yorba Linda Water District shall not be liable for the payment of premiums or assessments under these policies. 3) The above-described policy will not be canceled except after thirty (30) days prior written notice by U.S. Mail (ten (10) days for non-payment of premium) has been given to Yorba Linda Water District. 4) The insurer issuing the above-described insurance policy shall have waived, either according to the terms in their policies or by endorsement, all rights of subrogation against the Covered Parties. The insurance policy allows the Insured to waive their right of recovery prior to loss. 5) The insurer issuing this policy has a Best's rating as of the date of set forth below of no less than "A-:VII." Insurance Carrier: Address: I, , under penalty of perjury under the laws of the State of California, declare as Insurance Broker to the Insured that the foregoing statements in this Certificate are true and correct as of this day of 20 Broker Representative: Company or Firm: Phone: Date: 4 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# CERTIFICATE 3: WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE This certificate is issued to the Yorba Linda Water District, located at 1717 E. Miraloma Avenue, Placentia, CA 92870, that the following described policy has been issued to: Insured: Address: Coverage is provided for the following Contract No. (under an annual policy and is not project specific coverage): (Coverage shall be as broad as required by the Labor Code of the State of California and Employer's liability coverage.) Limits of Liability in Thousands (000) Policy Covers [X] WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY $ (EACH ACCIDENT Insurer and Policy No.: Policy Expiration Date: I have examined the policy mentioned in the foregoing section, and am familiar with the terms and endorsements of the policy. I have also reviewed Section 6.0 (Insurance) of the Insured's Agreement with Yorba Linda Water District. I do not certify that the policy covered by this Certificate will be in place for the entire term of the Insured's Agreement with Yorba Linda Water District but instead only confirm that the policy covered by this Certificate expires on the Policy Expiration Date. I certify that the following provisions apply: 1) The above-described insurance policy is primary insurance and any insurance, pool coverage, or self-insurance maintained by the Covered Parties shall be excess of the above-described insurance policy and shall not contribute with it. The Yorba Linda Water District shall not be liable for the payment of premiums or assessments under these policies. 5 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# 2) The above-described policy will not be canceled except after thirty (30) days prior written notice by U.S. Mail (ten (10) days for non-payment of premium) has been given to Yorba Linda Water District. 3) The insurer issuing the above-described insurance policy shall have waived, either according to the terms in their policies or by endorsement, all rights of subrogation against the Covered Parties. The insurance policy allows the Insured to waive their right of recovery prior to loss. 4) The insurer issuing this policy has a Best's rating as of the date set forth below of no less than "A-:VII." Insurance Carrier: Address: I, , under penalty of perjury under the laws of the State of California, declare as Insurance Broker to the Insured that the foregoing statements in this Certificate are true and correct as of this day of 20 Broker Representative: Company or Firm: Phone: Date: 6 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# CERTIFICATE 4: ERRORS AND OMISSIONS This certificate is issued to the Yorba Linda Water District, located at 1717 E. Miraloma Avenue, Placentia, CA 92870, that the following described policy has been issued to: Insured: Address: Coverage is provided for the following Contract No. (under an annual policy and is not project specific coverage): Limits of Coverage Per Claim Aggregate Insurer and Policy No.: Policy Expiration Date: I have examined the policy mentioned in the foregoing section, and am familiar with the terms and endorsements of the policy. I have also reviewed Section 6.0 (Insurance) of the Insured's Agreement with Yorba Linda Water District. I do not certify that the policy covered by this Certificate will be in place for the entire term of the Insured's Agreement with Yorba Linda Water District but instead only confirm that the policy covered by this Certificate expires on the Policy Expiration Date. I certify that the following provisions apply: 1) The above-described insurance policy is primary insurance and any insurance, pool coverage, or self-insurance maintained by the Covered Parties shall be excess of the above-described insurance policy and shall not contribute with it. The Yorba Linda Water District shall not be liable for the payment of premiums or assessments under these policies. 2) The above-described policy will not be canceled except after thirty (30) days prior written notice by U.S. Mail (ten (10) days for non-payment of premium) has been given to Yorba Linda Water District. 7 YLWD Professional Services Agreement 6/14 VENDOR CONTRACT# 3) The insurer issuing this policy has a Best's rating as of the date set forth below of no less than "A-:VII." Insurance Carrier: Address: I, , under penalty of perjury under the laws of the State of California, declare as Insurance Broker to the Insured that the foregoing statements in this Certificate are true and correct as of this day of 20 Broker Representative: Company or Firm: Phone: Date: 8 YLWD Professional Services Agreement 6/14 C3 OmniEarth 251 18th Street South—Suite 650,Arlington VA 22202 Customer Quote No. 1029a Yorba Linda Water District Date: 04-May 2016 PO Box 309 $623100.00 Yorba Linda, CA 92885-0309 SCOPE:OmniEarth,Inc.(OmniEarth)proposes Quote No. 1029a to offer a discounted multi-year subscription of OmniEarth's proprietary Web Based Water Consumption Reporting,Analytics,and Customer Engagement Tool to assist Yorba Linda Water District to reduce overall water demand. Quote No. 1029a Cost Proposal: Line No. Description unit Qty Tota I Cost 0001 Year One:OmniEarth Water Management 12-month Subscription 1 - 0002 Year Two:OmniEarth Water Management 12-month Subscription 15,525.00 1 15,525.00 0003 Year Three:OmniEarth Water Management 12-month Subscription 15,525.00 1 15,525.00 0004 Year Four:OmniEarth Water Management 12-month Subscription 15,525.00 1 15,525.00 0005 Year Five:OmniEarth Water Management 12-month Subscription 15,525.00 1 15,525.00 • $62,100.00 LINE 0001:Year One-OmniEarth Water Management 12-month Subscription $0.00 Year One costs are covered via execution of Attachment One: OmniEarth's Agency Application to Participate. Execution and procurement of Attachment One is required prior to procurement of Lines 0002-0005 of Quote 1029a LINE 0002:Year Two-OmniEarth Water Management 12-month Subscription $15,525.00 Year Two-OmniEarth Water Management 12-month Subscription $17,250.00 Core Product; 12-month subscription $7,000.00 Plus upgrade; 12 month subscription $3,000.00 • Integration of 3 datasets(Parcels,Imagery,Water Meter Data) • Water Budget Analysis • Land Cover Classification • Customer Support&Training • Inefficient User Identification • Full OE Platform&Feature Access;50 logins OmniEarth Commercial Parcel Water Budgets [850.00 x 5] $4,250.00 Miscellaneous and/other costs $3,000.00 • Additional agreed costs to cover miscellaneous and/other costs associated with program to include additional services,subscriptions,outside training and support as well as time& material Annual discount for multi-year procurement ($1,725.00) C3 OmniEarth 251 18th Street South—Suite 650,Arlington VA 22202 LINE 0003:Year Three-OmniEarth Water Management 12-month Subscription $15,525.00 Year Three-OmniEarth Water Management 12-month Subscription $17,250.00 Core Product; 12-month subscription $7,000.00 Plus upgrade; 12 month subscription $3,000.00 • Integration of 3 datasets(Parcels,Imagery,Water Meter Data) • Water Budget Analysis •Land Cover Classification • Customer Support&Training • Inefficient User Identification • Full OE Platform&Feature Access;50 logins OmniEarth Commercial Parcel Water Budgets [850.00 x 5] $4,250.00 Miscellaneous and/other costs $3,000.00 • Additional agreed costs to cover miscellaneous and/other costs associated with program to include additional services,subscriptions,outside training and support as well as time& material Annual discount for multi-year procurement ($1,725.00) LINE 0004:Year Four-OmniEarth Water Management 12-month Subscription $15,525.00 Year Four-OmniEarth Water Management 12-month Subscription $17,250.00 Core Product; 12-month subscription $7,000.00 Plus upgrade; 12 month subscription $3,000.00 • Integration of 3 datasets(Parcels,Imagery,Water Meter Data) • Water Budget Analysis • Land Cover Classification • Customer Support&Training • Inefficient User Identification • Full OE Platform&Feature Access;50 logins OmniEarth Commercial Parcel Water Budgets [850.00 x 5] $4,250.00 Miscellaneous and/other costs $3,000.00 • Additional agreed costs to cover miscellaneous and/other costs associated with program to include additional services,subscriptions,outside training and support as well as time& material Annual discount for multi-year procurement ($1,725.00) LINE 0005:Year Five-OmniEarth Water Management 12-month Subscription $15,525.00 Year Five-OmniEarth Water Management 12-month Subscription $17,250.00 Core Product; 12-month subscription $7,000.00 Plus upgrade; 12 month subscription $3,000.00 • Integration of 3 datasets(Parcels,Imagery,Water Meter Data) • Water Budget Analysis • Land Cover Classification • Customer Support&Training • Inefficient User Identification • Full OE Platform&Feature Access;50 logins OmniEarth Commercial Parcel Water Budgets[850.00 x 5] $4,250.00 Miscellaneous and/other costs $3,000.00 • Additional agreed costs to cover miscellaneous and/other costs associated with program to include additional services,subscriptions,outside training and support as well as time& material Annual discount for multi-year procurement ($1,725.00) C3 OmniEarth 251 18th Street South—Suite 650,Arlington VA 22202 Additional Terms & Conditions • OmniEarth Quote No. 1029a supersedes previously submitted OmniEarth Quote No. 1029 • Quote No. 1029a has been revised to remove the Insurance Coverage Limits as per Quote No. 1029 • VALIDITY PERIOD:OmniEarth Quote No. 1029a is valid for 62 days;Please contact Ali L.Khan for re-quote after Tuesday,the 5'of July 2016. • Attachment One:OmniEarth's Agency Application to Participate must be executed and procured prior to procurement of Lines 0002-0005 of Quote 1029a • If there is a conflict between the documents that make up final agreement,the Terms &Conditions defined in Quote No. 1029a will take precedence. OmniEarth defines the WORK PRODUCT offered as subscription to access the OmniEarth Water Management Software Product.WORK PRODUCT will be free of defects. TERM:At the end of the Year One Term Subscription,and on each anniversary of this date,the Subscription will auto-renew under the Agreement for a renewal term of twelve(12)months until completion of Five Years Subscription,unless either party notifies the other in writing of its intent to not renew the Subscription at least thirty days prior to the end of the then current term.PROJECT START DATE to be determined at time of funding award.Given the nature of digital content access, no refund or credit will be given on renewed subscription years. PAYMENT TERMS:NET 30 upon delivery of Line.OmniEarth will maintain all invoice and payment records for a minimum of seven(7)years after completion of agreement. DISCOUNT:OmmEarth offers a discount as per the above Quote No. 1029a Cost Proposal for a 5- year subscription in the amount of$6,900.00 applied proportionately to Subscription Costs starting from Year Two annually until Year Five. IMDEMNIFICATION:Either party's obligation to indemnify is limited to the total value of award. POINTS OF CONTACT: For any contractual questions,concerns,or notice;please contact Ali L.Khan: OmniEarth Notices POC: Ali L.Khan,Contracts Manager C: +1.703.864.9906 O:+1.888.838.6318 Ali.khan&omniearth.net For any technical questions,concerns,project meeting attendance,or opportunities needed to review; please contact Allison Lechner: OmniEarth Customer Representative: Allison Lechner,Customer Project Manager C: +1.703.851.1343 O:+1.888.838.6318 Allison.lechner(a omniearth.net 251 18th Street South—Suite 650,Arlington VA 22202 Attachment One: OmniEarth's A,-ency Application to Participate C3 OmniEarth 251 18th Street South-Suite 550,Arlington VA 22202 Retailer Name: Yorba Linda AGENCY APPLICATION TO PARTICIPATE Billing Cycle:bi-Monthly Total Parcels in Shapefile Total Parcels Population: Residential SFH Meter Data Integration 20,000 SFH Meters Budget Based Rates(Y/N):Y Total Commercial Parcels in Shapefile Commercial Parcels:1200 AMI Meter Data(Y/N):Y Residential SFH Meter Data 25% Electronic SFH Outreach:2225 Other: 10%Traditional SFH Outreach: 890 Date:4/19/16 COST CALCULATOR Program Item Unit Cost Estimated SAWPA Costs Retailer Total Cost Quantity (Grant Funded) 1.One Time OmniEarth Setup Fee $ 1,000 1 $ 1,000 2.One Time Dropcountr Setup Fee $ 10,000 1 $ 10,000 3.Annual Subscription OmniEarth Administration and Analytics-Budgets per parcel(Core product) $ 0.35 20,000 $ 7,000 4.OmniEarth Plus Subscription Upgrade for Meter $ 0.15 20,000 $ 3,000 DataPlus roduct S.Dropcountr Electronic Outreach (25%of meters $ 2.50 5,000 $ 12,500 SAWPA funded) 6.Dropcountr Traditional Outreach(10%of meters $ 2.50 2,000 $ 5,000 SAWPA funded) OmniEarth GeoCoding Services $ 150.00 8 $ 1,200 OmniEarth Commercial Parcel Water Budgets $ 5.00 850 $ 4,250 7.Opt in fee(covers 1st year Grant Funded Services to the Retailer;see note below) $ 5,000 8.Miscellaneous and other costs to Retailer $ - 0 $ - 9.Retail Agency Program Budget $ 10,450 9.a Retailer Opt in fee $ 5,000 10.SAWPA Project Budget Total $ 33,500 Retail Agency Program Notes:SAWPA GRANT PRICING 1) OmniEarth product setup,and account configuration. 2) DropCountr product setup,and account configuration. 3) OmniEarth annual subscription for data storage,administration and analytics. Fixed cost based estimate:$0.50 per parcel based upon the Retail Agency service area parcel count. 4) Includes water meter data integration and monthly updating and inefficient user tacking.Meter data to be provided by member agencies in specified format and tied to APN.Additional charges will apply for data validation,geocoding and integration of non-standard formats or non-compliant data;at expense of participating agency.(Reference Exhibit D-File Formats) 5) Dropcountr electronic outreach can be tallied to include additional accounts as needed at the expense of participating agencies. Electronic Access/Reports. Per household costs for reports/messaging delivered via electronic or web-based Communication. 6) Print mailers per account fee for printed outreach mailed directly to customers.Outreach can be tallied to include additional accounts as needed at the expense of participating agencies.Type and content of 1 marketing and 1 outreach mailer or 1 single efficiency newsletter to be determined with individual retailers. SAWPA grant to target and fund up to 10%of agency total accounts for first year at a rate of$2.50 per mailer. 7) Opt-in Fee for Participating Agencies. This fee must be received by OmniEarth before the Customer set up process is initiated. 8) Additional costs agreed upon and at the expense of participating agencies to cover miscellaneous and/other costs associated with program to include additional services,subscriptions,outside training and support as well as time&material. 9) Total Costs to the Retail Agency 10) Total Grant costs in aggregate for the SAWPA Project Budget;not to exceed SAWPA authorized funding of$1,500,000. APPLICATION TO PARTICIPATE Please have this Application to Participate executed by an individual authorized to enter into such agreements and return it to accounting @omniearth.net(Cheryl Perkins,OmniEarth Accounting&Contracts)and rwhetsel@sawpa.org,(Rick Whetsel, SAWPA). By submitting this Application to Participate,the Participating Agency agrees to pay 100%of the Program costs,up to the maximum in Item 9,upon receipt of an invoice from OmniEarth Inc and agrees to the TERMS AND CONDITIONS OF USE(Exhibit B). The Participating Agency is responsible for working with OmniEarth to ensure it remains within the Maximum Program Budget. Participating Agency agrees to hold SAWPA harmless from any claims or actions arising from OmniEarth's performance or any allegation that materials or services provided by others that infringe or violate third party intellectual-property rights. The person signing below represents and warrants that they are authorized by the Participating Agency to bind the Participating Agency to this Application to Participate. AGENCY: OmniEarth, Inc SAWPA Name Title Signature Date email BILLING INFORMATION—Please Complete all Fields to Ensure Your Application is Processed Promptly Bill To email Bill To Mailing Address Contracts/Accounting Contact Name Contracts/Accounting Contact email Contracts/Accounting Contact Phone Purchase Order#;if required OmniEarth Inc. Signature Page 1 APPLICATION TO PARTICIPATE EXHIBITA- PARTICIPATING AGENCIES PROGRAM SCOPE OF WORK Santa Ana Water Project Authority Application to Participate in the Technology Based Information System:Web Based Water Consumption Reporting, Analytics and Customer Engagement Tool Program from September 18,2015 THRU December 31, 2016 The Santa Ana Watershed Project Authority (SAWPA) is working with its member agencies and otherwater agencies to use grant funding provided by the Safe Drinking Water,Water Quality and Supply,Flood Control, River and Coastal Protection Bond Act of 2006 (Proposition 84,Chapter 2)to implement the Emergency Drought Grant Program.The Program includes a project component to assist retail water agencies and wholesalers with reducing overall water demand in response to the current drought.The Program is being implemented in the 2,850 square mile Santa Ana River Watershed, which includes approximately 80 agencies associated with water. SAWPA has authorized upto$1,500,OOOdollarsin drought relief reimbursement fundsto implement web- based water consumption,analytics and customer engagementtool to assistwateragencies in educating customers on waterconsumption and to increasewaterefficiencyconsistentwith the Emergency Drought Grant Program. Omni Earth has been selected to develop and deliver water use related data analytics and digital outreach to enable increased efficiency with its subcontractor, Dropcountr.The chosen technique uses a unique combination of remote sensing data, meter data and customer engagement for a web-based toolset that will deliver personalized water consumption reports to retail water agencies and wholesalers in the SAWPA Region. The respective roles and responsibilities of SAWPA: 1. Overall Grant Program management and coordination. 2. Inform regional and local messaging content for water use reports. 3. Maintain database of Program-wide data for billing and reporting purposes. 4. Conduct Proposition 84 grant administration, reporting and disbursement. Participating Agency's Roles and Responsibilities: 1. Agreement to Program Scope of Work(Exhibit A). 2. Provide customer data to OmniEarth and/or Dropcountr including accounts, and any meter data as required. 3. Respond to program related customer service calls pertaining to the individual Participating Agency. 4. Submission of Program data to SAWPA via online database on a regular, bi-monthly basis,or as needed to support the Proposition 84 grant administration. 5. Customize report messaging to Participating Agency's customers (at Participating Agency's discretion). 6. Cooperate with SAWPA and Omni Earth/Dropcountr in administering the Program. OmniEarth /Dropcountr Roles and Responsibilities: 1. Provide agreed upon deliverables to participants. 2. Provide periodic training and outreach for participating agencies. 3. Protect from disclosure any confidential information, including confidential or private customer information, provided by SAWPA, Participating Agency, OmniEarth or Dropcountr. 4. Ensure a benefit and reporting that 3236 average acre feet of water is saved in the Program wide area by implementation of the tools by Dec. 31, 2019. This Program is eligible to receive funds as part of the SAWPA Proposition 84grant award.The grant will reimburse OmniEarth for Setup and deliverable subscriptions costs for Participating Agencies after an opt-in fee of$5,000.00 per agency for the first year. Grant funds are limited and are available on a first come first serve basis. The actual reimbursement timeline and final amount will be dependent on SAWPA's receipt of funds from the State and receipt of the Opt-in fee. OmniEarth Inc. Program Scope of Work 1 APPLICATION TO PARTICIPATE Participating agencies may be required to pre-pay OmniEarth 100%of the maximum budget amou nt shown in line 9of the table on cover page hereof depending upon the allowable reimbursement expenses and the remaining grant funds available.SAWPA and OmniEarth will determine what portion of payment will be required upon recei pt of the applications and associated task orders and will notify the Participating Agencies of its determination. If payment is required, OmniEarth will invoice individual Participating Agencies for the appropriate amount. Participating Agencies can request additional accou nt and service items at anytime during the Program period to be evaluated for reimbursement. Participating Agencies may terminate participation in the Program upon 30 days written notice to SAWPA.Terminating Participating Agencies will be responsible for all costs related to the Participating Agencies' participation in the Program up to the effective date of termination. OmniEarth Inc. Program Scope of Work 2 droPCOLintr your water,nght now Price Quote Dropcountr delivers its products using a "software as a service" model, and as such, has presented pricing in this format. Consistent with our proposal, we will provide full access to the Dropcountr Platform and services, including: • Dropcountr HOME iOS and Android mobile application access • Dropcountr HOME web application access • Dropcountr DIRECT Monthly emailed home water reports • Dropcountr DIRECT Monthly paper home water reports (added cost) • Dropcountr CLEAR • Marketing outreach support • Formal training for District staff at program launch, and at any time during implementation Item Units 5 Year Cost Setup Fee 1 Waived Dropcountr HOME 24,852 $1.25/Account Dropcountr CLEAR Unlimited District Staff Unlimited District Staff Access Access Total - $31,065/Year We are available at your convenience to answer any questions regarding this quote, on which we guarantee pricing for 90 days. Thank you for choosing Dropcountr. Sincerely, Robb Barnitt robb @dropcountr.com Chief Executive Officer 650.678.3632 Dropcountr, Inc. 1 690 Broadway Street, Redwood City CA 94063 1 800.664.5651 1 dropcountr.com ITEM NO. 11.4 AGENDA REPORT Meeting Date: May 12, 2016 Subject: Citizens Advisory Committee (Melton) • Minutes of the meeting held April 25, 2016 at 8:30 a.m. • Next meeting is scheduled to be held May 23, 2016 at 8:30 a.m. ATTACHMENTS: Name: Description: Type: 2016-04-25 - Minutes - CAC.docx Minutes Minutes MINUTES OF THE YORBA LINDA WATER DISTRICT CITIZENS ADVISORY COMMITTEE MEETING Monday, April 25, 2016, 8:30 a.m. 1717 E Miraloma Ave, Placentia CA 92870 1. CALL TO ORDER The April 25, 2016 meeting of the Yorba Linda Water District's Citizens Advisory Committee was called to order at 8:30 a.m. The meeting was held in the Training Room at the District's Administration Building located at 1717 East Miraloma Avenue, Placentia California 92870. 2. ROLL CALL COMMITTEE MEMBERS PRESENT Lindon Baker Joe Holdren Carl Boznanski Rick Buck Cheryl Borden Bill Guse YLWD DIRECTORS PRESENT YLWD STAFF PRESENT Mike Beverage, Director Marc Marcantonio, General Manager Ric Collett, Director Damon Micalizzi, Public Information Manager OTHER ATTENDEES Brett Barbre, Director, MWDSC and MWDOC 3. PUBLIC COMMENTS None. 4. DISCUSSION ITEMS 4.1. Modification to Administrative Penalty Structure Previously Established to Comply with State of California Mandate Staff reported that on April 14, 2016 the Board of Directors adopted Ordinance No. 16-01 repealing Ordinance No. 15-01 and adopting a flexible water shortage administrative penalty structure. The Board voted to enter stage one (no penalties), which will be reflected on all customer billings beginning the first billing cycle in June 2016. 4.2. Conservation Update and Monthly Water Supply Report Staff reported that March's conservation numbers came in at 41% putting the District at 37% cumulatively for the extent of the Emergency Regulation. Numbers so far for April were trending similarly. 4.3 Director's Report None. 1 4.4 Future Agenda Items None. 5. ADJOURNMENT 5.1. The meeting was adjourned at 9:50 a.m. The next Citizens Advisory Committee meeting is scheduled to be held Monday, May 23, 2016 at 8:30 a.m. DM 2 ITEM NO. 13.1 AGENDA REPORT Meeting Date: May 12, 2016 Subject: Meetings from May 13, 2016 - June 30, 2016 ATTACHMENTS: Description: Type: BOD - Activities Calendar.pdf Backup Material Backup Material Board of Directors Activity Calendar Event Date Time Attendance by: May 2016 WACO Fri, May 13 7:30AM Hawkins/Kiley Yorba Linda City Council Tue, May 17 6:30PM Collett MWDOC Wed, May 18 8:30AM Melton OCWD Wed, May 18 5:30PM Kiley OC Water Summit Fri, May 20 8:OOAM Collett/Hawkins/Kiley Citizens Advisory Committee Meeting Mon, May 23 8:30AM Melton Interagency Committee Meeting with MWDOC and OCWD Tue, May 24 4:OOPM Collett/Melton OCSD Wed, May 25 6:OOPM Kiley/Beverage Yorba Linda Planning Commission Wed, May 25 6:30PM Hawkins Board of Directors Regular Meeting Thu, May 26 8:30AM District Offices Closed Mon, May 30 7:OOAM Joint Committee Meeting with City of Yorba Linda Tue, May 31 9:OOAM Collett/Beverage June 2016 MWDOC Wed,Jun 1 8:30AM Melton OCSD Operations Committee Wed,Jun 1 5:OOPM Kiley/Beverage OCWD Wed,Jun 1 5:30PM Collett Board of Directors Workshop Meeting Thu,Jun 2 3:OOPM WACO Fri,Jun 3 7:30AM Hawkins/Kiley Yorba Linda City Council Tue,Jun 7 6:30PM Beverage LAFCO Wed,Jun 8 8:OOAM Beverage(As Needed) Yorba Linda Planning Commission Wed,Jun 8 6:30PM Melton Board of Directors Regular Meeting Thu,Jun 9 8:30AM MWDOC Wed,Jun 15 8:30AM Melton OCWD Wed,Jun 15 5:30PM Kiley Yorba Linda Planning Commission Wed,Jun 15 6:30PM Melton Yorba Linda City Council Tue,Jun 21 6:30PM Collett OCSD Wed,Jun 22 6:OOPM Kiley/Beverage Yorba Linda Planning Commission Wed,Jun 22 6:30PM Hawkins Board of Directors Regular Meeting Thu,Jun 23 8:30AM Citizens Advisory Committee Meeting Mon,Jun 27 8:30AM Melton Yorba Linda Planning Commission Wed,Jun 29 6:30PM Hawkins ISDOC Thu,Jun 30 11:30AM Hawkins/Kiley 5/4/2016 11:35:40 AM