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06/08/2021CITY OF GRAND TERRACE CITY COUNCIL AGENDA ● JUNE 8, 2021 Council Chambers Regular Meeting 6:00 PM Grand Terrace Civic Center ● 22795 Barton Road City of Grand Terrace Page 1 PUBLIC ADVISORY: THE COUNCIL CHAMBER IS NOW OPEN TO THE PUBLIC!! Beginning June 15, 2020, the City of Grand Terrace reopened its public meetings. Therefore, the regular meeting of the City Council for June 8, 2021, is open to the public. Please be advised that face masks are required, social distancing will be practiced, and occupancy limits will be enforced. Please note that Pursuant to Section 3 of Executive Order N-29-20, issued by Governor Newsom on March 17, 2020, the regular meeting of the City Council for June 8, 2021, will also be conducted telephonically through Zoom and broadcast live on the City’s website. COMMENTS FROM THE PUBLIC The public is encouraged to address the City Council on any matter posted on the agenda or on any other matter within its jurisdiction. If you wish to address the City Council, please complete a Request to Speak Form available at the front entrance and present it to the City Clerk. Speakers physically present and participating via Zoom will be called upon by the Mayor at the appropriate time and each person is allowed three (3) minutes speaking time. If you would like to participate telephonically and speak on an agenda item, you can access the meeting by dialing the following telephone number and you will be placed in the waiting room, muted until it is your turn to speak: *67 1-669-900-9128 Enter Meeting ID: 845 0534 6614 Password: 267254 The City wants you to know that you can also submit your comments by email to ccpubliccomment@grandterrace- ca.gov. To give the City Clerk adequate time to print out your comments for consideration at the meeting, please submit your written comments prior to 5:00 p.m.; or if you are unable to email, please call the City Clerk’s Office at (909) 824-6621 x230 by 5:00 p.m. If you wish to have your comments read to the City Council during the appropriate Public Comment period, please indicate in the Subject Line “FOR PUBLIC COMMENT” and list the item number you wish to comment on. Comments that you want read to the City Council will be subject to the three (3) minute time limitation (approximately 350 words). Pursuant to the provisions of the Brown Act, no action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The City Council may direct staff to investigate and/or schedule certain matters for consideration at a future City Council meeting. PLEASE NOTE: Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 1st Floor Lobby Area and 2nd Floor Reception Area during regular business hours and on the City’s website www.grandterrace-ca.gov. For further information regarding agenda items, please contact the office of the City Clerk at (909) 824-6621 x230, or via e-mail at dthomas@grandterrace- ca.gov. Any documents provided to a majority of the City Council regarding any item on this agenda will be made available for public inspection in the City Clerk’s office at City Hall located at 22795 Barton Road during normal business hours. In addition, such documents will be posted on the City’s website at www.grandterrace-ca.gov. AMERICANS WITH DISABILITIES ACT In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk’s Office, (909) 824-6621 x230 at least 48 hours prior to the advertised starting time of the meeting. This will enable the City to make reasonable arrangements to ensure accessibility to this meeting. Later requests will be accommodated to the extent feasible. Agenda Grand Terrace City Council June 8, 2021 City of Grand Terrace Page 2 CALL TO ORDER Convene City Council Invocation Pledge of Allegiance Roll Call Attendee Name Present Absent Late Arrived Mayor Darcy McNaboe    Mayor Pro Tem Bill Hussey    Council Member Sylvia Robles    Council Member Doug Wilson    Council Member Jeff Allen    A. REORDERING OF, ADDITIONS TO, OR REMOVAL OF ITEMS FROM THE AGENDA B. SPECIAL PRESENTATIONS Southern California Edison Wildfire Mitigation Update and 2020 Reliability Report – Presented by Mark Cloud, Government Relations Manager C. CONSENT CALENDAR The following Consent Calendar items are expected to be routine and noncontroversial. They will be acted upon by the City Council at one time without discussion. Any Council Member, Staff Member, or Citizen may request removal of an item from the Consent calendar for discussion. 1. Waive Full Reading of Ordinances on Agenda DEPARTMENT: CITY CLERK 2. Approval of Minutes – Regular Meeting – 05/25/2021 DEPARTMENT: CITY CLERK Agenda Grand Terrace City Council June 8, 2021 City of Grand Terrace Page 3 3. Approval of a Settlement Agreement & Release of All Claims Entered into Between the City of Grand Terrace, CSG EV, LLC, and Margaret L. Miller, and a Related Easement Amendment RECOMMENDATION: 1. Approve the Settlement Agreement & Release of All Claims Entered into Between the City of Grand Terrace, CSG EV, LLC, and Margaret L. Miller; and 2. Approve the Easement Amendment, which amends access easements between the City and Margaret L. Miller related to the Settlement Agreement; and 3. Authorize the Mayor to sign the above documents, subject to City Attorney approval as to form. DEPARTMENT: CITY ATTORNEY 4. April 1, 2021 Planning Commission Meeting Minutes and April 8, 2021 Parks & Recreation Advisory Committee Meeting Minutes RECOMMENDATION: Receive and file. DEPARTMENT: CITY CLERK 5. Award and Approve the Purchase and Installation of a Ductless Split Air Conditioner Which Replaces the Current Inoperable System for the City Hall Computer Server Room to Honeywell in the Amount of $5,697.53 RECOMMENDATION: 1. Award the purchase and installation of a ductless split air conditioner which replaces the current inoperable system for the City Hall Computer Server Room to Honeywell in the amount of $5,697.53 2. Approve the quotation prepared by Honeywell (Attachment 1) and authorize the City Manager to prepare/execute the quotation, City purchase order, and other documents (as necessary) subject to City Attorney approval as to form, in order to carry out the work DEPARTMENT: PLANNING & DEVELOPMENT SERVICES D. PUBLIC COMMENT This is the opportunity for members of the public to comment on any items not appearing on the regular agenda. Because of restrictions contained in California Law, the City Council may not discuss or act on any item not on the agenda, but may briefly respond to statements made or ask a question for clarification. The Mayor may also request a brief response from staff to questions raised during public comment or may request a matter be agendized for a future meeting. E. PUBLIC HEARINGS Agenda Grand Terrace City Council June 8, 2021 City of Grand Terrace Page 4 F. UNFINISHED BUSINESS G. NEW BUSINESS 6. Historical & Cultural Activities Committee Members Resignations and Authorization to Continue Posting Notice of Vacancy RECOMMENDATION: Accept the Resignations of Historical & Cultural Activities Committee Members Frances Carter, Martha Monteon, Rochelle Rosenkild, Martina Boentaran and Lynn Smith, Direct the City Clerk to Prepare and Send a Letter of Appreciation on Behalf of the City Council, and Direct the City Clerk to Post Notice of Vacancy DEPARTMENT: CITY CLERK 7. Amendment No. 8 to the Waste Disposal Agreement Between the City of Grand Terrace and the County of San Bernardino RECOMMENDATION: 1) Adopt a RESOLUTION OF THE CITY OF GRAND TERRACE, CALIFORNIA, ADOPTING AMENDMENT NO. 8, TO THE WASTE DISPOSAL AGREEMENT BETWEEN THE COUNTY OF SAN BERNARDINO AND THE CITY OF GRAND TERRACE; and 2) Authorize the Mayor to Sign the Amendment No. 8 subject to City Attorney approval as to form. DEPARTMENT: CITY MANAGER 8. Introduction of the FY2021-22 Proposed Budget RECOMMENDATION: 1. Review the Proposed Budget for Fiscal Year 2021-22; and 2. Begin budget deliberations for the Proposed Budget for Fiscal Year 2021-22 on June 15, 2021. DEPARTMENT: FINANCE H. REQUESTS FOR FUTURE AGENDA ITEMS BY CITY COUNCIL - NONE I. CITY COUNCIL COMMUNICATIONS Council Member Jeff Allen Council Member Doug Wilson Agenda Grand Terrace City Council June 8, 2021 City of Grand Terrace Page 5 Council Member Sylvia Robles Mayor Pro Tem Bill Hussey Mayor Darcy McNaboe J. CITY MANAGER COMMUNICATIONS K. RECESS TO CLOSED SESSION CLOSED SESSION 1. CONFERENCE WITH LABOR NEGOTIATORS, pursuant to Government Code Section 54957.6 Agency Designated Representatives: G. Harold Duffey, City Manager Adrian R. Guerra, City Attorney Colin Tanner, Deputy City Attorney Employee Organization: Teamsters Local 1932 Unrepresented Employees: City Manager, Assistant City Manager, City Clerk, Director of Public Works, Director of Planning & Development Services, Management Analyst (Two Positions), Principal Accountant, Assistant Planner 2. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION pursuant to Government Code Section 54956.9(a) Case Name: Sunny Days, LLC v. City of Grand Terrace Case No.: CIV SB 2107692 3. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION Significant exposure to litigation pursuant to Government Code Section 54956.9(b): One Potential Case RECONVENE TO OPEN SESSION REPORT OUT OF CLOSED SESSION Agenda Grand Terrace City Council June 8, 2021 City of Grand Terrace Page 6 L. ADJOURN The Next Regular City Council Meeting will be held on Tuesday, June 22, 2021 at 6:00 PM. Any request to have an item placed on a future agenda must be made in writing and submitted to the City Clerk’s office and the request will be processed in accordance with Council Procedures. CITY OF GRAND TERRACE CITY COUNCIL MINUTES ● MAY 25, 2021 Council Chambers Regular Meeting 6:00 PM Grand Terrace Civic Center ● 22795 Barton Road City of Grand Terrace Page 1 CALL TO ORDER Mayor Darcy McNaboe convened the Regular Meeting of the City Council for Tuesday, May 25, 2021 at 6:00 p.m. INVOCATION The Invocation was given by Chaplain Timothy Isom of Marketplace Chaplains. PLEDGE OF ALLEGIANCE The Pledge of Allegiance was led by Mayor Darcy McNaboe. Attendee Name Title Status Arrived Darcy McNaboe Mayor Present Bill Hussey Mayor Pro Tem Present Sylvia Robles Council Member Present Doug Wilson Council Member Present Jeff Allen Council Member Present G. Harold Duffey City Manager Present Adrian Guerra City Attorney Present Debra Thomas City Clerk Present Steven Weiss Planning & Development Services Director Present Robert Eisenbeisz Interim Public Works Director Present Terry Shea Interim Finance Director Present A. REORDERING OF, ADDITIONS TO, OR REMOVAL OF ITEMS FROM THE AGENDA None. B. SPECIAL PRESENTATIONS - NONE C.2 Packet Pg. 7 Mi n u t e s A c c e p t a n c e : M i n u t e s o f M a y 2 5 , 2 0 2 1 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council May 25, 2021 City of Grand Terrace Page 2 C. CONSENT CALENDAR RESULT: APPROVED [UNANIMOUS] MOVER: Doug Wilson, Council Member SECONDER: Jeff Allen, Council Member AYES: McNaboe, Hussey, Robles, Wilson, Allen 1. Waive Full Reading of Ordinances on Agenda 2. Approval of Minutes – Special Meeting Workshop – 05/06/2021 APPROVE THE SPECIAL MEETING WORKSHOP MINUTES OF MAY 6, 2021. 3. Approval of Minutes – Regular Meeting – 05/11/2021 APPROVE THE REGULAR MEETING MINUTES OF MAY 11, 2021. 4. City Department Monthly Activity Report - March 2021 RECEIVE AND FILE. 5. Approval of the April-2021 Check Register in the Amount of $534,650.62 APPROVE THE CHECK REGISTER NO. 04302021 IN THE AMOUNT OF $534,650.62 AS SUBMITTED, FOR THE PERIOD ENDING APRIL 30, 2021. 6. Treasurer's Report as of March 31, 2021 RECEIVE AND FILE THE TREASURER'S REPORT FOR THE PERIOD ENDING MARCH 31, 2021. 7. Auditor's Annual Financial Report for the Fiscal Year Ended June 30, 2020 RECEIVE AND FILE THE AUDITOR’S ANNUAL FINANCIAL REPORT AND RELATED DOCUMENTS FOR THE FISCAL YEAR ENDED JUNE 30, 2020. D. PUBLIC COMMENT James Timony, Foundation of Grand Terrace extended an invitation to the City Council to attend the Veterans Wall of Freedom monument at Veteran’s Freedom Park on Monday, May 31, 2021 at 11:00 a.m. Mr. Timony also wanted to publicly honor Cindy Grande and Sally Holt for their time, dedication, and sacrifice in supporting the City of Grand Terrace. E. PUBLIC HEARINGS - NONE C.2 Packet Pg. 8 Mi n u t e s A c c e p t a n c e : M i n u t e s o f M a y 2 5 , 2 0 2 1 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council May 25, 2021 City of Grand Terrace Page 3 F. UNFINISHED BUSINESS - NONE G. NEW BUSINESS 8. Amendment No. 6 to Extend the Library Lease Agreement with the County of San Bernardino G. Harold Duffey, City Manager gave the PowerPoint presentation for this item. 1. APPROVE AMENDMENT NO. 6, IN SUBSTANTIALLY THE FORM AS ATTACHED, DUE TO THE COUNTY'S EXERCISE OF THE FIRST OF TWO EXISTING THREE-YEAR EXTENSION OPTIONS, EXTENDING THE TERM OF THE LEASE FROM JULY 1, 2021 THROUGH JUNE 30, 2024. 2. AUTHORIZE THE CITY MANAGER TO EXECUTE AMENDMENT NO. 6. RESULT: APPROVED [UNANIMOUS] MOVER: Doug Wilson, Council Member SECONDER: Jeff Allen, Council Member AYES: McNaboe, Hussey, Robles, Wilson, Allen 9. Public Convenience or Necessity Finding for Grocery Outlet Located at 22441 Barton Road Proposing to Replace an Existing Type 20 Off-Sale Beer and Wine License with a Type 21- Off-Sale General License Haide Aguirre, Associate Planner gave the PowerPoint presentation for this item. 1. MAKE A POSITIVE FINDING OF PUBLIC CONVENIENCE OR NECESSITY FOR A TYPE 21 OFF-SALE GENERAL LICENSE FOR GROCERY OUTLET MARKET LOCATED AT 22441 BARTON ROAD; AND 2. DIRECT STAFF TO ISSUE THE PROPOSED PUBLIC CONVENIENCE OR NECESSITY LETTER (IN SUBSTANTIALLY THE FORM ATTACHED) TO THE CALIFORNIA DEPARTMENT OF ALCOHOL BEVERAGE CONTROL IN SUPPORT OF GROCERY OUTLET'S TYPE 21 OFF-SALE GENERAL LICENSE RESULT: APPROVED [UNANIMOUS] MOVER: Jeff Allen, Council Member SECONDER: Sylvia Robles, Council Member AYES: McNaboe, Hussey, Robles, Wilson, Allen 10. Consideration of Resolutions Initiating Proceedings to Levy & Increase (As Previously Authorized by Property Owners) Annual Assessments for Fiscal Year 2021-2022 for the City of Grand Terrace Landscape & Lighting Assessment District 89-1 (“District”); Preliminarily Approving the Related Engineer’s Report; and Declaring the City Council’s Intention to Conduct a Public Hearing on June 22, 2021, and to Levy, Increase (As Previously Authorized by Property Owners), and Collect Annual Assessments Related Thereto C.2 Packet Pg. 9 Mi n u t e s A c c e p t a n c e : M i n u t e s o f M a y 2 5 , 2 0 2 1 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council May 25, 2021 City of Grand Terrace Page 4 Shanita Tillman, Management Analyst gave the PowerPoint presentation for this item. 1. ADOPT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, PURSUANT TO THE LANDSCAPING AND LIGHTING ACT OF 1972, INITIATING PROCEEDINGS TO LEVY AND INCREASE (AS PREVIOUSLY AUTHORIZED BY PROPERTY OWNERS) ANNUAL ASSESSMENTS FOR THE 2021-2022 FISCAL YEAR FOR THE CITY OF GRAND TERRACE LANDSCAPING AND LIGHTING ASSESSMENT DISTRICT NO. 89-1 AND ORDERING THE ENGINEER TO PREPARE AND FILE A REPORT IN ACCORDANCE WITH ARTICLE IV OF CHAPTER 1 OF SAID ACT; AND 2. ADOPT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, GIVING PRELIMINARY APPROVAL OF THE ENGINEERS REPORT FOR LANDSCAPING AND LIGHTING ASSESSMENT DISTRICT NO. 89-1, AND THE LEVY, INCREASE (AS PREVIOUSLY AUTHORIZED BY PROPERTY OWNERS), AND COLLECTION OF ANNUAL ASSESSMENTS RELATED THERETO FOR FISCAL YEAR 2021-2022; AND 3. ADOPT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, DECLARING ITS INTENTION TO CONDUCT A PUBLIC HEARING ON JUNE 22, 2021, ON LANDSCAPING AND LIGHTING ASSESSMENT DISTRICT NO. 89-1, AND INTENTION TO LEVY, INCREASE (AS PREVIOUSLY AUTHORIZED BY PROPERTY OWNERS), AND COLLECT ANNUAL ASSESSMENTS RELATED THERETO FOR FISCAL YEAR 2021-2022 RESULT: APPROVED [UNANIMOUS] MOVER: Jeff Allen, Council Member SECONDER: Bill Hussey, Mayor Pro Tem AYES: McNaboe, Hussey, Robles, Wilson, Allen 11. Approval and Adoption of the Amended City of Grand Terrace Council Procedures and the Censure Policy for City Commissions, Boards, and Committees Adrian Guerra, City Attorney gave the presentation for this item. Debra Thomas, City Clerk suggested to the City Council that the PowerPoint presentations be included at the end of the agenda packet for ease of reference when viewing offline and will work with Granicus to include internal hyperlinks to those PowerPoints located at the end of the agenda packet. 1. APPROVE AND ADOPT THE AMENDED CITY OF GRAND TERRACE COUNCIL PROCEDURES IN SUBSTANTIALLY THE FORM AS ATTACHED. 2. APPROVE AND ADOPT A CENSURE POLICY FOR CITY COMMISSIONS, BOARDS, AND COMMITTEES IN SUBSTANTIALLY THE FORM AS ATTACHED AND DIRECT THE CITY STAFF TO INTEGRATE THE SAME INTO ANY C.2 Packet Pg. 10 Mi n u t e s A c c e p t a n c e : M i n u t e s o f M a y 2 5 , 2 0 2 1 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council May 25, 2021 City of Grand Terrace Page 5 POLICIES AND PROCEDURES FOR EACH CITY COMMISSION, BOARD, AND COMMITTEE AS MAY BE REQUIRED. RESULT: APPROVED [UNANIMOUS] MOVER: Doug Wilson, Council Member SECONDER: Bill Hussey, Mayor Pro Tem AYES: McNaboe, Hussey, Robles, Wilson, Allen H. REQUESTS FOR FUTURE AGENDA ITEMS BY CITY COUNCIL - NONE I. CITY COUNCIL COMMUNICATIONS Council Member Jeff Allen Council Member Jeff Allen commented on the following events: • May 20, 2021 – Grand Terrace High School Senior Parade • May 22, 2021 – Household Hazardous Waste Event • May 27, 2021 – Budget in the Park at Veteran’s Freedom Park • May 31, 2021 – Veteran’s Wall of Freedom at Veteran’s Freedom Park Council Member Doug Wilson On May 4-6, 2021, Council Member Doug Wilson attended the California Joint Powers Insurance Authority Governance Leadership Virtual Academy and discussed the following: • Risk Management • Ethics • Goal Setting • Working Together • Social Media • Panels • Poll Questions • Participated in Breakout Sessions To view meeting materials, please click here. On May 6, 2021, Council Member Doug Wilson attended the Southern California Association Governments General Assembly Meeting and discussed the following: • Budget Adoption • Racial Equity Early Action Plan • Minutes C.2 Packet Pg. 11 Mi n u t e s A c c e p t a n c e : M i n u t e s o f M a y 2 5 , 2 0 2 1 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council May 25, 2021 City of Grand Terrace Page 6 • Additional Stipend Payment • SCAG Regional Transportation Plan • Protection Glass for SCAG Staff at Administrative Offices • SCAG’s Regional Travel To view meeting materials, please click here. On May 20, 2021, Council Member Doug Wilson attended the San Bernardino Valley Municipal Water District Advisory Committee’s Special Meeting and discussed the following: • Consider Support of the 2020 Upper Santa Ana River Watershed – Integrated Regional Water Management Plan to be Combined with the Regional Water Shortage Contingency Plan. To view meeting agenda, please click here. To view meeting materials, please click here. Council Member Sylvia Robles Council Member Sylvia Robles commented on the following: • May 20, 2021 – Grand Terrace High School Senior Parade Mayor Pro Tem Bill Hussey Mayor Pro Tem Bill Hussey commented on the following: • May 20, 2021 – Grand Terrace High School Senior Parade • May 22, 2021 – Household Hazardous Waste • Homelessness in the Inland Empire • Cars Running Red Lights in the City and Pedestrian Safety • Rise in Catalytic Converter Thefts Mayor Darcy McNaboe Mayor Darcy McNaboe commented on the following: • Thanked Staff for all of their hard work. • May 31, 2021 – Veteran’s Wall of Freedom at Veteran’s Freedom Park J. CITY MANAGER COMMUNICATIONS G. Harold Duffey gave the PowerPoint presentation for this item. K. RECESS TO CLOSED SESSION C.2 Packet Pg. 12 Mi n u t e s A c c e p t a n c e : M i n u t e s o f M a y 2 5 , 2 0 2 1 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council May 25, 2021 City of Grand Terrace Page 7 Mayor McNaboe recessed the regular meeting of the City Council at 6:50 p.m. CLOSED SESSION 1. CONFERENCE WITH LABOR NEGOTIATORS, pursuant to Government Code Section 54957.6 Agency Designated Representatives: G. Harold Duffey, City Manager Adrian R. Guerra, City Attorney Colin Tanner, Deputy City Attorney Employee Organization: Teamsters Local 1932 Unrepresented Employees: City Manager, Assistant City Manager, City Clerk, Director of Public Works, Director of Planning & Development Services, Management Analyst (Two Positions), Principal Accountant, Assistant Planner 2. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION pursuant to Government Code Section 54956.9(a) Case Name: Sunny Days, LLC v. City of Grand Terrace Case No.: CIV SB 2107692 3. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION Significant exposure to litigation pursuant to Government Code Section 54956.9(b): One Potential Case RECONVENE TO OPEN SESSION Mayor McNaboe reconvened the regular meeting of the City Council at 7:33 p.m. REPORT OUT OF CLOSED SESSION Agenda Item No. K.1 – Mayor McNaboe announced there was nothing to report on this item and direction was provided to staff. Agenda Item No. K.2 – Mayor McNaboe announced there was nothing to report on this item and direction was provided to staff. Agenda Item No. K.3 – Mayor McNaboe announced there was nothing to report on this item and direction was provided to staff. C.2 Packet Pg. 13 Mi n u t e s A c c e p t a n c e : M i n u t e s o f M a y 2 5 , 2 0 2 1 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council May 25, 2021 City of Grand Terrace Page 8 L. ADJOURN Mayor Darcy McNaboe adjourned the Regular Meeting of the City Council at 7:35 p.m. The Next Regular City Council Meeting will be held on Tuesday, June 8, 2021 at 6:00 p.m. _________________________________ Darcy McNaboe, Mayor _________________________________ Debra L. Thomas, City Clerk C.2 Packet Pg. 14 Mi n u t e s A c c e p t a n c e : M i n u t e s o f M a y 2 5 , 2 0 2 1 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) AGENDA REPORT MEETING DATE: June 8, 2021 Council Item TITLE: Approval of a Settlement Agreement & Release of All Claims Entered into Between the City of Grand Terrace, CSG EV, LLC, and Margaret L. Miller, and a Related Easement Amendment PRESENTED BY: Adrian Guerra, City Attorney RECOMMENDATION: 1. Approve the Settlement Agreement & Release of All Claims Entered into Between the City of Grand Terrace, CSG EV, LLC, and Margaret L. Miller; and 2. Approve the Easement Amendment, which amends access easements between the City and Margaret L. Miller related to the Settlement Agreement; and 3. Authorize the Mayor to sign the above documents, subject to City Attorney approval as to form. 2030 VISION STATEMENT: This staff report supports Goal #4 "Develop and Implement Successful Partnerships" by working with the community members to bring services to the City. BACKGROUND: The property underlying Grand Terrace City Hall property (“City Property”) is located next to 22797 Barton Road, Grand Terrace, CA 92313 (“Miller Property”), which is owned by Margaret Miller. In 1983, an easement (Document No. 83-300503) was recorded over the City Property, which permitted the prior property owner of the Miller Property access to the property currently owned by Ms. Miller (“Miller Access Easement”). In turn, the prior owner of the Miller Property granted the City an easement allowing access over the Miller Property (“City Access Easement”). As a result, the City and prior owner of Miller Property now have a common driveway that both can use. In 2019, the City contracted with CSG EV, LLC (“Carbon Solutions”) to build electric vehicle charging stations, including related appurtenances, at City Hall. However, during construction of the electric vehicle charging stations, Margaret Miller alleged that Carbon Solutions’ subcontractor SigTel blocked her ability to access the Miller Property. Further, it is alleged that Carbon Solutions improperly installed electric utility lines in violation of the City Access Easement (the electric utility lines are now owned by Southern California Edison). She makes these allegations in her letter dated March 3, 2020, which is attached to this report as Attachment 1. C.3 Packet Pg. 15 This item was presented to the City Council at its meeting of March 10, 2020, and the City Council provided direction to staff and the City Attorney’s Office. Since then, the City Manager and the City Attorney’s office have been in negotiations with Ms. Miller and her attorney. The proposed Settlement Agreement & Release of All Claims Entered into Between the City of Grand Terrace, CSG EV, LLC, and Margaret L. Miller (“Settlement Agreement”) is the result of those negotiations and is included with this report as Attachment 2. DISCUSSION: As stated above, Ms. Miller originally demanded as follows: 1. The City must pay Ms. Miller $5,000 to reimburse her for property damage and related legal fees and costs. 2. The City agrees to amend both the City Access Easement and the Miller Access Easement so that the City is responsible for maintenance, repairs, and improvements; the City will indemnify Ms. Miller in relation to the performance of any work by any contractor or subcontractor; the City must post “no parking” signs over the easement areas, and enforce the parking signs (including against City employees); and the City is to provide reasonable notice to Ms. Miller of any possible interruption to her access over the easement areas. In turn, Ms. Miller will grant Southern California Edison the necessary utility easements so that their electric utility lines may remain on her property. After negotiations, the City, Carbon Solutions (as the contractor), and Ms. Miller have reached the following terms (as memorialized in the Settlement Agreement): • The City and Miller agree to approve an amendment to the City Access Easement and Miller Access Easement that requires the City maintain both access easements; that the City indemnify Ms. Miller as provided in the amendment; that the City will reasonably enforce and post signs stating that no parking is permitted in the easement areas; and that Ms. Miller will execute a utility easement in favor of Southern California Edison. This easement amendment is included with this report as Attachment 3. • Carbon Solutions has already paid $5,000 to Ms. Miller to reimburse her for property damage and related legal fees and costs. Ms. Miller agrees that this payment covers her costs as provided in Item 1 above. Documentation of this payment is provided in Attachment 4. • Ms. Miller will grant an easement to Southern California Edison (“SCE”) for the location of electric utility lines. Note that the SCE easement does not require City C.3 Packet Pg. 16 Council approval but is part of the Settlement Agreement. This proposed SCE easement is included with this report as Attachment 5. • Ms. Miller expressly does not disclaim any potential claims under Civil Code Section 1542, which states: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” As a standard proposal, the City Attorney proposed that this section to be waived by Ms. Miller, but she did not agree. The City Council is therefore recommended to approve the Settlement Agreement, the Easement Amendment, and authorize the Mayor to sign such documents subject to the City Attorney approval as to form. FISCAL IMPACT: None ATTACHMENTS: • Attachment 1 - Miller Letter (PDF) • Attachment 2 - Proposed Settlement Agreement (DOC) • Attachment 3 - Exhibit A - Miller Requested Amendment (REV)(DOCX) • Attachment 4 - Exhibit B (Documentation of Payments to Miller) to the Settlement Agreement (PDF) • Attachment 5 - Exhibit C (Edison Easement) to the Settlement Agreement (PDF) APPROVALS: Adrian Guerra Completed 06/04/2021 10:52 AM Finance Completed 06/04/2021 12:46 PM City Attorney Completed 06/04/2021 1:24 PM City Manager Completed 06/04/2021 4:21 PM City Council Pending 06/08/2021 6:00 PM C.3 Packet Pg. 17 C.3.a Packet Pg. 18 At t a c h m e n t : A t t a c h m e n t 1 - M i l l e r L e t t e r ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/635424.15 __________ __________ __________ City of Grand Terrace CSG EV LLC Margaret Miller Initials -1- SETTLEMENT AGREEMENT & RELEASE OF ALL CLAIMS ENTERED INTO BETWEEN THE CITY OF GRAND TERRACE, CSG EV, LLC, AND MARGARET L. MILLER This SETTLEMENT AGREEMENT & RELEASE OF ALL CLAIMS ENTERED INTO BETWEEN THE CITY OF GRAND TERRACE, CSG EV, LLC, AND MARGARET L. MILLER (“Agreement”) is entered into on ________________, 2021, by and between the City of Grand Terrace, a municipal corporation (“City”), CSG EV, LLC, a Delaware limited liability company (“CSG”), and Margaret L. Miller (“Miller”), (collectively “Parties”), to resolve fully and finally all disputes between the Parties arising out of, or related to, all claims raised by Miller against City and CSG in Miller’s letter dated March 3, 2020, (“March 3, 2020, Letter”). The Effective Date of this Agreement shall be the date of the last Party signature. RECITALS WHEREAS, the City’s City Hall property is located at 22795 Barton Road, Grand Terrace, CA 92313 (“City Property”); and WHEREAS, Miller is the owner of the property located at 22797 Barton Road, Grand Terrace, CA 92313 (“Miller Property”); and WHEREAS, the Miller Property and City Property are adjacent to the other; and WHEREAS, an easement (Document No. 83-300503) has been recorded over City Property permitting Miller ingress into and egress out of the Miller Property over 11 feet of the easterly line of the City Property (“Miller Access Easement”); and WHEREAS, an easement (Document No. 83-300504) has been recorded over the Miller Property permitting City ingress into and egress out of City Property over 10 feet of the westerly line of the Miller Property (“City Access Easement”); and WHEREAS, the City contracted with CSG to build certain improvements that include, but is not limited to, electric vehicle charging stations and appurtenances (“CSG Agreement”); and WHEREAS, in the March 3, 2020, Letter, Miller alleges that the City has not adhered to the Miller Access Easement by impeding Miller’s use of the Miller Access Easement and, further, alleges that the City and CSG has improperly entered the City Access Easement in violation of the terms and conditions of the City Access Easement for the purpose of constructing electric vehicle charging stations and appurtenances pursuant to the CSG Agreement, and, consequently, Miller claimed that she has suffered financial injury of $5,000.00 (“Claims”); and WHEREAS, following discussions between City, CSG, and Miller, the Parties have C.3.b Packet Pg. 19 At t a c h m e n t : A t t a c h m e n t 2 - P r o p o s e d S e t t l e m e n t A g r e e m e n t [ R e v i s i o n 2 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/635424.15 __________ __________ __________ City of Grand Terrace CSG EV LLC Margaret Miller Initials -2- agreed on terms in compromise of the issues raised in the Claims and the March 3, 2020, Letter; and WHEREAS, the Parties wish to memorialize their understanding regarding resolution of the Claims and the March 3, 2020, Letter. AGREEMENT NOW, THEREFORE, for full and valuable consideration, the receipt and adequacy of which are hereby acknowledged, and based upon the foregoing recitals and the terms, conditions, covenants, and agreements contained herein, the Parties agree as follows: 1. Settlement. a. Settlement Amount. i) Miller acknowledges and agrees that, on July 24, 2020, in order to resolve the Claims pursuant to this Agreement, CSG sent payment by way of a check to Miller in the amount of FIVE THOUSAND DOLLARS AND ZERO CENTS ($5,000.00) in relation to Miller’s financial hardship under the Claims and such check was successfully deposited by Miller on July 31, 2020 (“Settlement Payment”). Therefore, Miller agrees that the Settlement Payment is incorporated herein as part of the settlement and resolution of the Claims. ii) Documentation of CSG’s payment of the Settlement Payment to Miller is attached hereto in Exhibit B of this Agreement, and Miller agrees that Exhibit B of this Agreement shall constitute sufficient evidence and documentation that Miller has been paid the Settlement Payment. b. Utility Easement. No later than June 1, 2021, Miller shall execute and record a utility easement over the Miller Property in favor of Southern California Edison Company in the form as provided in Exhibit C of this Agreement, provided by Southern California Edison Company. c. Amendment to City Access Easement and Miller Access Easement. City and Miller agree to execute and record amendments to the City Access Easement and the Miller Access Easement as necessary to address concerns raised in the March 3, 2020 Letter relating to indemnification and parking, in the form as provided in C.3.b Packet Pg. 20 At t a c h m e n t : A t t a c h m e n t 2 - P r o p o s e d S e t t l e m e n t A g r e e m e n t [ R e v i s i o n 2 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/635424.15 __________ __________ __________ City of Grand Terrace CSG EV LLC Margaret Miller Initials -3- Exhibit A (2) of this Agreement. 2. General Release. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, Miller does hereby release and forever discharge the City and CSG, and each of their current and former elected and appointed public officials, officers, employees and agents, and including, but not limited to, each of their associates, predecessors, successors, heirs, assignees, agents, directors, officers, employees, representatives, elected or appointed public officials, attorneys, and all persons acting by, through, under or in concert with them, or any of them (“Releasees”), of and from any and all manner of action or actions, cause or causes of action, in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, claims, demands, damages, loss, costs or expenses, of any nature whatsoever, known or unknown, fixed or contingent (“Claims”), which Miller now has or may hereafter have against City or CSG, any Claims constituting, arising out of, based upon, or relating solely to the Claims or the March 3, 2020, Letter. 3. Discovery of Different or Additional Facts. The Parties acknowledge that they may hereafter discover facts different from or in addition to those that they now know or believe to be true with respect to the claims, demands, causes of action, obligations, damages, and liabilities of any nature whatsoever that are the subject of the Release set forth in Paragraph 4 of this Agreement, and expressly agree to assume the risk of the possible discovery of additional or different facts, and the Parties agree that this Agreement shall be and remain effective in all respects regardless of such additional or different facts related to the Abatement. 4. Release of Unknown Claims. The Release set forth above in Paragraph 2 of this Agreement is a release of all known claims, demands, causes of action, obligations, damages, and liabilities of any nature whatsoever that are described in the Release and is intended to encompass all known and unknown, foreseen and unforeseen claims that Miller may have arising out of or relating to the Claims or March 3, 2020, Letter, and except for any claims that may arise from the terms of this Agreement. Note: Upon the advice of legal counsel, Miller expressly does not agree to waive and relinquish any future discoverable rights. 5. No Other Pending Actions. Miller represents that she has not filed any complaint(s), cross-complaint(s) and/or charge(s) against the City, CSG, or Releasees, arising out of or relating to the Claims or the March 3, 2020, Letter, with any local, state or federal agency or court; and that if any such agency or court assumes jurisdiction of any complaint or charge against the City, CSG, Releasees, or their predecessors, successors, heirs, assigns, employees, shareholders, officers, directors, agents, attorneys, subsidiaries, divisions or affiliated corporations or organizations, whether previously or hereafter affiliated in any manner, on behalf of Miller, whenever filed, that Miller will request such agency or court to withdraw and dismiss the matter forthwith. C.3.b Packet Pg. 21 At t a c h m e n t : A t t a c h m e n t 2 - P r o p o s e d S e t t l e m e n t A g r e e m e n t [ R e v i s i o n 2 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/635424.15 __________ __________ __________ City of Grand Terrace CSG EV LLC Margaret Miller Initials -4- 6. Non-Admission of Liability. The Parties acknowledge and agree that this Agreement is a settlement of claims. Neither the fact that the Parties have settled nor the terms of this Agreement shall be construed in any manner as an admission of any liability by any party hereto, or any of its employees, or an affiliated person(s) or entity/ies, including the City’s or CSG’s attorneys, all of whom have consistently taken the position that they have no liability whatsoever. 7. No Assignment of Claims. The Parties warrant that they have made no assignment, and will make no assignment, of any claim, cause of action, right of action or any right of any kind whatsoever, embodied in any of the claims and allegations referred to herein, and that no other person or entity of any kind had or has any interest in any of the demands, obligations, actions, causes of action, debts, liabilities, rights, contracts, damages, attorneys' fees, costs, expenses, losses or claims referred to herein. 8. Successors and Assigns. This Agreement, and all the terms and provisions hereof, shall be binding upon and shall inure to the benefit of the Parties and their respective heirs, legal representatives, successors and assigns. 9. Knowing and Voluntary. This Agreement is an important legal document and in all respects has been voluntarily and knowingly executed by the Parties hereto. The Parties specifically represent that, prior to signing this Agreement, they have been provided a reasonable period of time within which to consider whether to accept this Agreement, including whether to retain legal counsel to assist them in understanding all terms in the Agreement. The Parties further represent that they have each carefully read and fully understand all of the provisions of this Agreement, and that they are voluntarily, knowingly, and without coercion entering into this Agreement based upon their own judgment, and upon advice of their legal counsel, if retained. 10. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be considered an original but all of which shall constitute one agreement. 11. Enforcement Costs. Should any legal action be required to enforce the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees and costs in addition to any other relief to which that party may be entitled. 12. Injunctive Relief for Breach. The Parties acknowledge and agree that any material violation of this Agreement is likely to result in immediate and irreparable harm for which monetary damages are likely to be inadequate. Accordingly, the Parties consent to injunctive and other appropriate equitable relief upon the institution of proceedings therefore by any other party in order to protect the rights of the Parties under this Agreement. Such relief shall be in addition to any other relief to which the Parties may be entitled at law or in equity. 13. Severability. Should any portion, word, clause, phrase, sentence or paragraph of this Agreement be declared void or unenforceable, such portion shall be considered independent C.3.b Packet Pg. 22 At t a c h m e n t : A t t a c h m e n t 2 - P r o p o s e d S e t t l e m e n t A g r e e m e n t [ R e v i s i o n 2 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/635424.15 __________ __________ __________ City of Grand Terrace CSG EV LLC Margaret Miller Initials -5- and severable from the remainder, the validity of which shall remain unaffected. 14. Waiver. Failure to insist on compliance with any term, covenant or condition contained in this Agreement shall not be deemed a waiver of that term, covenant or condition, nor shall any waiver or relinquishment of any right or power contained in this Agreement at any one time or more times be deemed a waiver or relinquishment of any right or power at any other time or times. 15. Governing Law; Venue. This Agreement is made and entered into in the State of California, and shall in all respects be interpreted, enforced and governed under the laws of said State without giving effect to conflicts of laws principles. Any action to enforcement, invalidate, or interpret any provision of this Agreement shall be brought in San Bernardino County Superior Court or the United States District Court for the Central District of California. 16. Entire Agreement. This Agreement constitutes the entire agreement between the Parties who have executed it and supersedes any and all other agreements, understandings, negotiations, or discussions, either oral or in writing, express or implied between the Parties to this Agreement. The Parties to this Agreement each acknowledge that no representations, inducements, promises, agreements, or warranties, oral or otherwise, have been made by them, or anyone acting on their behalf, which are not embodied in this Agreement, that they have not executed this Agreement in reliance on any such representation, inducement, promise, agreement or warranty, and that no representation, inducement, promise, agreement or warranty not contained in this Agreement, including, but not limited to, any purported supplements, modifications, waivers, or terminations of this Agreement shall be valid or binding, unless executed in writing by all of the Parties to this Agreement. The terms of this Agreement govern the reading, interpretation, and construction of this Agreement only. 17. Mutual Drafting. The Parties agree that this Agreement is the product of mutual negotiations between the Parties, such that any provision of this Agreement that may require judicial interpretation shall not be construed more strictly against either Party. 18. Modifications. Any alteration, change, or modification of or to this Agreement shall be made by written instrument executed by each party hereto in order to become effective. 19. Authority to Sign. The persons executing this Agreement on behalf of the Parties hereto represent and warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party and to bind that party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other agreement to which said party is bound. [SIGNATURE PAGE FOLLOWS] C.3.b Packet Pg. 23 At t a c h m e n t : A t t a c h m e n t 2 - P r o p o s e d S e t t l e m e n t A g r e e m e n t [ R e v i s i o n 2 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/635424.15 -6- IN WITNESS WHEREOF, the undersigned have executed this Settlement Agreement and Release of All Claims, on the dates set forth below. “MILLER” Dated: ____________, 2021 Margaret L. Miller, an individual By: ______________________________________ Margaret L. Miller “CSG” Dated: ____________, 2021 CSG EV, LLC, a Delaware limited liability company By: ______________________________________ Name: Title: “CITY” Dated: ____________, 2021 CITY OF GRAND TERRACE, a municipal corporation __________________________________________ Darcy McNaboe, Mayor ATTEST FOR CITY __________________________________________ Debra Thomas, City Clerk APPROVED AS TO FORM FOR CITY: Dated: _____________, 2021 ALESHIRE & WYNDER, LLP By: ______________________________________ Adrian R. Guerra, Esq. City Attorney C.3.b Packet Pg. 24 At t a c h m e n t : A t t a c h m e n t 2 - P r o p o s e d S e t t l e m e n t A g r e e m e n t [ R e v i s i o n 2 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/635424.15 -7- Exhibit A (2) Amendment to City Access Easement and Miller Access Easement C.3.b Packet Pg. 25 At t a c h m e n t : A t t a c h m e n t 2 - P r o p o s e d S e t t l e m e n t A g r e e m e n t [ R e v i s i o n 2 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/635424.15 -8- Exhibit B Settlement Payment Documentation C.3.b Packet Pg. 26 At t a c h m e n t : A t t a c h m e n t 2 - P r o p o s e d S e t t l e m e n t A g r e e m e n t [ R e v i s i o n 2 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/635424.15 -9- Exhibit C Form of Utility Easement C.3.b Packet Pg. 27 At t a c h m e n t : A t t a c h m e n t 2 - P r o p o s e d S e t t l e m e n t A g r e e m e n t [ R e v i s i o n 2 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) Exhibit A (2) RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: City of Grand Terrace 22795 Barton Road Grand Terrace, CA 92313 Attention: City Manager Recorder’s Use Only APNs: 0276-202-76-0-000 & 0276-202-82-000 Exempt from filing/recording fees per Govt. Code §27383 FIRST AMENDMENT TO EASEMENT FOR INGRESS AND EGRESS THIS FIRST AMENDMENT TO EASEMENT FOR INGRESS AND EGRESS (the “Amendment”) is executed as of the day of ______, 2021 between the CITY OF GRAND TERRACE, a municipal corporation (“City”) and MARGARET L. MILLER, a married woman as her sole and separate property (“Miller”). RECITALS A. Whereas, the City is the owner of record of certain real property and the City Hall located thereon at the property identified as APN 0276-202-82-0000 (“City Property”), commonly known as 22795 Barton Road, Grand Terrace, CA 92313, and legally described as follows: ASSESSORS MAP NO 1 OF R W A GODREYS SUB COM AT INTERSECTION SELY LI BARTON RD AND N LI PALM AVE TH E ALG SD N LI PALM AVE 1256.42 FT TH N 00 DEG 02 MIN 00 SECONDS E 145.00 FT TO TRUE POB TH CONT N 00 DEG 02 MIN 00 SECONDS E 229.55 FT M/L TO SE COR PAR 2 PM 10439 TH S 89 DEG 26 MIN 30 SECONDS W ALG S LI SD PAR 2 218.59 FT M/L T SW COR SD PAR 2 TH N OO DEG 02 MIN 00 SECONDS E 259.93 FT M/L TO SELY LI BARTON RD (60 FT WIDE) TH SWLY ALG SD SELY LI 119.05 FT TH S 00 DEG 02 MIN 00 SECONDS W 316.67 FT TH N 89 DEG 27 MIN 10 SECONDS E 158.59 FT TH S 00 DEG 02 MIN 00 SECONDS W 140.00 FT TH N 89 DEG 27 MIN 10 SECONDS E 79.29 FT TH N 00 DEG 02 MIN 00 SECONDS E 10.00 FT TH N 89 DEG 27 MIN 10 SECONDS E 79.29 FT TO TRUE POB B. Whereas, Miller is the owner of record of certain real property and commercial premises thereon identified as APN 0276-202-76-0-000 (“Miller Property”), commonly known as 22797 Barton Road, Grand Terrace, CA 92313, and legally described as follows: PARCEL 1 OF PARCEL MAP NO. 10439, IN THE CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, C.3.c Packet Pg. 28 At t a c h m e n t : A t t a c h m e n t 3 - E x h i b i t A - M i l l e r R e q u e s t e d A m e n d m e n t ( R E V ) [ R e v i s i o n 3 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/636378.9 AS PER PLAT RECORDED IN BOOK 123, PAGE(S) 1 AND 2 OF PARCEL MAPS, RECORDS OF SAID COUNTY C. Whereas, on December 21, 1983, a grant deed was recorded in the Official Records of San Bernardino County as Instrument Number 83-300503 wherein the City granted the Miller Property an easement for ingress and egress over the following portion of the City Property (“Easement Over City Property”): A strip of land 11 feet in width, the Easterly line thereof being described as follows: Commencing at the intersection of the South line of Barton Road (formerly Redlands-Riverside Road), as established by Deed to the County of San Bernardino recorded May 18, 1932 in Book 795, Page 89 of Official Records of said County, with the West line of Preston Street (formerly Stevenson Street) as said street was established by Deed to the County of San Bernardino recorded in Book 270 of Deeds, Page 213, Records of said County; thence Southwesterly 415.82 feet, more or less, along the said South line of Barton Road to the Northwest corner of that certain parcel of land conveyed to Leslie H. Henson et ux by Deed recorded June 6, 1958 in Book 4525, Page 167, Official Records of said County, thence South 0° 02' 00" West 259.93 feet; thence North 89" 26' 30" East 118.59 feet, thence South 0° 02' 00" West 77 feet; thence South 89° 26 1 30" West 218.59 feet to the True Point of Beginning, said point being the Southwest corner of that certain parcel of land conveyed to Zampese and DeBenedet, a partnership, by Deed recorded April 2, 1964 in Book 6120, Page 230, Official Records of said County; thence North 0' 02' 00" East along the Westerly line of the land so conveyed to Zampese & DeBenedet to the said South line of Barton Road. D. Whereas, on December 21, 1983, a grant deed was recorded in the Official Records of San Bernardino County as Instrument Number 83-300504 wherein the owner of the Miller Property granted to the City an easement for ingress and egress, which the City reconstructed a road on such easement and has maintained such easement, over the following portion of the Miller Property (“Easement Over Miller Property”): A strip of land 10 feet in width, the westerly line thereof being described as follows: Commencing at the intersection of the South line of Barton Road (formerly Redlands-Riverside Road), as established by Deed to the County of San Bernardino recorded May 18, 1932 in Book 795, Page 89 of Official Records of said County, with the West line of Preston Street (formerly Stevenson Street) as said street was established by Deed to the County of San Bernardino recorded in Book 270 of Deeds, Page 213, Records of said County, thence southwesterly 415.82 feet, more or less, along the said South line of Barton Road to the Northwest corner of that certain parcel of land conveyed to Leslie H. Henson et ux by Deed recorded June 6, 1958 in Book 4525, page 167, Official Records of C.3.c Packet Pg. 29 At t a c h m e n t : A t t a c h m e n t 3 - E x h i b i t A - M i l l e r R e q u e s t e d A m e n d m e n t ( R E V ) [ R e v i s i o n 3 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/636378.9 said County, thence South 0° 02' 00" West 259.93 feet, thence North 89° 26‘30" East 118.59 feet, thence South 0° 02’ 00' West 77 feet, thence South 89"’ 26‘30" West 218.59 feet to the True Point of Beginning, said point being the Southwest corner of that certain parcel of land conveyed to Zampese and DeBenedet, a partnership, by Deed recorded April 2, 1964 in Book 6120. Page 230, Official Records of said County; thence North 0° 02’ 00" East along the Westerly line of the land so conveyed to Zampese & De Benedetto the said South line of Barton Road. E. Whereas, City of Grand Terrace has requested that Miller execute a utility easement in favor of Southern California Edison. F. Whereas, City and Miller desire to amend the Easement Over Miller Property and Easement Over City Property (collectively, the “Easements”). NOW, THEREFORE, the City and Miller, for valuable consideration, the receipt of which is hereby acknowledged, consent and agree to amend the Easements as follows: 1. Maintenance. City of Grand Terrace shall be responsible for all maintenance, repairs and improvements on the Easements. City of Grand Terrace shall maintain the Easements to the same maintenance and construction standards as the parking lot of the City of Grand Terrace City Hall. 2. Indemnification. 2.1 To the full extent permitted by law, City agrees to indemnify, defend and hold harmless Miller against, and will hold and save her harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (for the purposes of Section 1, “Maintenance”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the active or passive negligent performance of any work, operations or activities occurring within the (“Easement Over Miller Property”) by City, its officers, employees, agents, subcontractors, invitees, or any individual or entity for which City is legally liable, or arising from City’s reckless or willful misconduct, or arising from City’s negligent performance of or failure to perform any term, provision, covenant or condition of this Amendment, except claims or liabilities occurring as a result of Miller’s sole negligence or willful acts or omissions. 3. City shall reasonably post and enforce no parking on the Easements. Said no parking restrictions shall reasonably apply with equal force to the public and City, including its employees, agents, and independent contractors. 4. Miller shall concurrently execute a utility easement in favor of Southern California Edison. 5. This Amendment shall be binding on the successors and assigns of the parties. C.3.c Packet Pg. 30 At t a c h m e n t : A t t a c h m e n t 3 - E x h i b i t A - M i l l e r R e q u e s t e d A m e n d m e n t ( R E V ) [ R e v i s i o n 3 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/636378.9 6. Except as specifically amended hereby, all terms and conditions of the Easements shall remain in full force and effect. In the event of any conflict between the terms and conditions of this Amendment and the terms and conditions of the Easements, the terms and conditions of this Amendment shall control. Date: ___________________ City of Grand Terrace, a California corporation ____________________________________ ____________________________________ Darcy McNaboe, Mayor Margaret Miller, a married woman as her sole and separate property ATTEST: ____________________________________ Debra Thomas, City Clerk C.3.c Packet Pg. 31 At t a c h m e n t : A t t a c h m e n t 3 - E x h i b i t A - M i l l e r R e q u e s t e d A m e n d m e n t ( R E V ) [ R e v i s i o n 3 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 01247.0003/636378.9 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. STATE OF CALIFORNIA COUNTY OF SAN BERNARDINO On __________, 2021 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: _____________________________________ OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT INDIVIDUAL CORPORATE OFFICER _______________________________ TITLE(S) PARTNER(S) LIMITED GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER_______________________________ ______________________________________ SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) _____________________________________________ _____________________________________________ ___________________________________ TITLE OR TYPE OF DOCUMENT ___________________________________ NUMBER OF PAGES ___________________________________ DATE OF DOCUMENT ___________________________________ SIGNER(S) OTHER THAN NAMED ABOVE C.3.c Packet Pg. 32 At t a c h m e n t : A t t a c h m e n t 3 - E x h i b i t A - M i l l e r R e q u e s t e d A m e n d m e n t ( R E V ) [ R e v i s i o n 3 ] ( M a r g i e M i l l e r C S G S e t t l e m e n t ) C.3.d Packet Pg. 33 At t a c h m e n t : A t t a c h m e n t 4 - E x h i b i t B ( D o c u m e n t a t i o n o f P a y m e n t s t o M i l l e r ) t o t h e S e t t l e m e n t A g r e e m e n t ( M a r g i e M i l l e r C S G S e t t l e m e n t ) RECORDING REQUESTED BY WHEN RECORDED MAIL TO SOUTHERN CALIFORNIA EDISON COMPANY 2 INNOVATION WAY, 2nd FLOOR POMONA, CA 91768 Attn: Title and Real Estate Services Mail Tax Statements to: N/A SCE Doc.No. GRANT OF EASEMENT DOCUMENTARY TRANSFER TAX $ NONE VALUE AND CONSIDERATION LESS THAN $100.00) DISTRICT Redlands SERVICE ORDER TD1583879 SERIAL NO.MAP SIZE _____________________SCE Company SIG. OF DECLARANT OR AGENT DETERMINING TAX FIRM NAME FIM 195-2209-5 APN 0276-202-76 APPROVED: VEGETATION &LAND MANAGEMENT/ LAW DEPARTMENT (M.A.R.) BY SLS/CG DATE 04/16/2021 MARGARET L. MILLER, a married woman as her sole and separate property hereby grants to SOUTHERN CALIFORNIA EDISON COMPANY, a corporation, its successors and assigns (hereinafter referred uct, inspect and remove at any time and from time to time underground electrical supply systems and communication systems including above-ground enclosures, markers and concrete pads and other appurtenant fixtures and equipment necessary or useful for distributing electrical energy and for transmitting intelligence, data and/or communications (eg. through fiber optic cable), in, on, over, under, across and along that certain real property in the County of San Bernardino, State of California, described as follows (Easement Area ): THE EASTERLY 6.00 FEET OF THE WESTERLY 10.00 FEET OF THE SOUTHERLY 115.00 FEET TOGETHER WITH THE WESTERLY 4.00 FEET OF THE NORTHERLY 9.00 FEET OF THE SOUTHERLY 115.00 FEET OF PARCEL 1 OF PARCEL MAP NO. 10439, AS PER MAP FILED IN BOOK 123, PAGES 1 AND 2 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. The Grantee shall not locate any above-ground fixtures or equipment in, on, over, under, across and along the Easement s access over the Easement Area. It is understood and agreed that the above description is approximate only, it being the intention of the Grantor(s) to grant an easement for said systems as constructed. The centerline of the easement shall be coincidental with the centerline of said systems as constructed in, on, over, under, across, and along the Grantor(s) property. This legal description was prepared pursuant to Sec. 8730(c) of the Business & Professions Code. Grantor further grants, bargains, sells and conveys unto the Grantee the right of assignment, in whole or in part, to others, without limitation, and the right to apportion or divide in whatever manner Grantee deems desirable, any one or more, or all, of the easements and rights, including but not limited to all rights of access and ingress and egress granted to the Grantee by this Grant of Easement. C.3.e Packet Pg. 34 At t a c h m e n t : A t t a c h m e n t 5 - E x h i b i t C ( E d i s o n E a s e m e n t ) t o t h e S e t t l e m e n t A g r e e m e n t ( M a r g i e M i l l e r C S G S e t t l e m e n t ) 2 DSE801907053 TD1583879 Grantor agrees for himself, his heirs and assigns, not to erect, place or maintain, nor to permit the erection, placement or maintenance of any building, planter boxes, earth fill or other structures except walls and fences on the above described real property. The Grantee, and its contractors, agents and employees, shall have the right to trim or cut tree roots as may endanger or interfere with said systems and shall have free access to said systems and every part thereof, at all times, for the purpose of exercising the rights herein granted; provided, however, that in making any excavation on said property of the Grantor, the Grantee shall make the same in such a manner as will cause the least injury to the surface of the ground around such excavation, and shall replace the earth so removed by it and restore the surface of the ground to as near the same condition as it was prior to such excavation as is practicable. EXECUTED this _____ day of _______________________, 20____. GRANTOR MARGARET L. MILLER, a married woman as her sole and separate property ____________________________________ Margaret L. Miller A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On _______________________ before me, , a Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature _______________________________(Seal) C.3.e Packet Pg. 35 At t a c h m e n t : A t t a c h m e n t 5 - E x h i b i t C ( E d i s o n E a s e m e n t ) t o t h e S e t t l e m e n t A g r e e m e n t ( M a r g i e M i l l e r C S G S e t t l e m e n t ) C.3.e Packet Pg. 36 At t a c h m e n t : A t t a c h m e n t 5 - E x h i b i t C ( E d i s o n E a s e m e n t ) t o t h e S e t t l e m e n t A g r e e m e n t ( M a r g i e M i l l e r C S G S e t t l e m e n t ) AGENDA REPORT MEETING DATE: June 8, 2021 Council Item TITLE: April 1, 2021 Planning Commission Meeting Minutes and April 8, 2021 Parks & Recreation Advisory Committee Meeting Minutes PRESENTED BY: Debra Thomas, City Clerk RECOMMENDATION: Receive and file. 2030 VISION STATEMENT: This staff report supports Goal #5, Engage in Proactive Communication. BACKGROUND: Beginning with the November 14, 2017 City Council meeting, the City Clerk was directed by the City Manager to provide Council with a copy of the Planning Commission, Historical & Cultural Activities Committee and Volunteer Emergency Operations Committee minutes to keep Council up-to-date on those Commission/Committee activities and on January 16, 2018, the City Manager requested that the Parks & Recreation Advisory minutes be included in the Committee/Commission Report. DISCUSSION: On May 10, 2021, the Planning Commission held a Special Meeting and approved its April 1, 2021 Regular Meeting minutes. The minutes for this meeting are included as an attachment to this report. The Planning Commission’s next Regular Meeting is scheduled for June 3, 2021. On May 13, 2021, the Parks & Recreation Advisory Committee held its Regular Meeting and approved its April 8, 2021 Regular Meeting minutes. The minutes for this meeting are included as an attachment to this report. The Parks & Recreation Advisory Committee’s next Regular Meeting is scheduled for June 10, 2021. Historical & Cultural Advisory Committee – Nothing to Report. FISCAL IMPACT: None. ATTACHMENTS: C.4 Packet Pg. 37 • 04-01-2021 - PC Minutes (PDF) • 04-08-2021 P&R Minutes (PDF) APPROVALS: Debra Thomas Completed 06/02/2021 4:19 PM City Attorney Completed 06/03/2021 12:00 PM Finance Completed 06/04/2021 12:42 PM City Manager Completed 06/04/2021 1:08 PM City Council Pending 06/08/2021 6:00 PM C.4 Packet Pg. 38 C.4.a Packet Pg. 39 At t a c h m e n t : 0 4 - 0 1 - 2 0 2 1 - P C M i n u t e s ( C o m m i t t e e a n d C o m m i s s i o n M i n u t e s ) C.4.a Packet Pg. 40 At t a c h m e n t : 0 4 - 0 1 - 2 0 2 1 - P C M i n u t e s ( C o m m i t t e e a n d C o m m i s s i o n M i n u t e s ) C.4.a Packet Pg. 41 At t a c h m e n t : 0 4 - 0 1 - 2 0 2 1 - P C M i n u t e s ( C o m m i t t e e a n d C o m m i s s i o n M i n u t e s ) C.4.b Packet Pg. 42 At t a c h m e n t : 0 4 - 0 8 - 2 0 2 1 P & R M i n u t e s ( C o m m i t t e e a n d C o m m i s s i o n M i n u t e s ) C.4.b Packet Pg. 43 At t a c h m e n t : 0 4 - 0 8 - 2 0 2 1 P & R M i n u t e s ( C o m m i t t e e a n d C o m m i s s i o n M i n u t e s ) C.4.b Packet Pg. 44 At t a c h m e n t : 0 4 - 0 8 - 2 0 2 1 P & R M i n u t e s ( C o m m i t t e e a n d C o m m i s s i o n M i n u t e s ) AGENDA REPORT MEETING DATE: June 8, 2021 Council Item TITLE: Award and Approve the Purchase and Installation of a Ductless Split Air Conditioner Which Replaces the Current Inoperable System for the City Hall Computer Server Room to Honeywell in the Amount of $5,697.53 PRESENTED BY: Steven Weiss, Planning & Development Services Director RECOMMENDATION: 1. Award the purchase and installation of a ductless split air conditioner which replaces the current inoperable system for the City Hall Computer Server Room to Honeywell in the amount of $5,697.53 2. Approve the quotation prepared by Honeywell (Attachment 1) and authorize the City Manager to prepare/execute the quotation, City purchase order, and other documents (as necessary) subject to City Attorney approval as to form, in order to carry out the work 2030 VISION STATEMENT: This staff report supports Goal #2 "Maintain Public Safety" by investing in critical improvements to infrastructure. Discussion: The City’s computer server room located in City Hall is a vital area with an independent cooling system. The cooling system is a ductless, separate system that must run continuously as the computer servers require a colder environment with a highly dependable separate air conditioner. Replacing the system is the only option. As a short-term emergency measure, a portable air conditioner is currently servicing the computer server room. Staff solicited quotes from three air conditioning and heating companies to replace or fix the inoperable ductless air conditioner as illustrated below. Proposer Location Amount Honeywell La Palma $5,697.53 Loma Linda Heat & Air Rancho Cucamonga $6,206.01 ACCO Glendale No Quote Submitted C.5 Packet Pg. 45 Staff is recommending the City Council follow the adopted procedures for this purchase per GTMC 3.24.070 and 3.26.030. Since the City of Grand Terrace already purchased the City’s main system from Honeywell with CARES Act funding in an amount more than $10,000 during this fiscal year, this item is being presented to the City Council in the interest of transparency because the recommendation is to purchase with the same company, Honeywell, during the same fiscal year (FY 2020-21) CITY PURCHASING REQUIREMENTS: GTMC 3.24.070(A) provides that purchases under $10,000.0 shall, whenever possible, be based on at least three informal quotations and shall be awarded to the vendor submitting the lowest responsible quotation; solicit quotations from prospective vendors by written request, electronic mail or by telephone; and require written quotations to be submitted to the using department, which shall keep a record of all open-market orders and quotes for a period of one year after the submission of quotes. Further, GTMC 3.26.030(B)(1) provides in relevant part that “Public projects or maintenance work of $60,000.00 or less may be performed by negotiated contract, or by purchase order. Except for performance by employees, by force account, at least three quotes shall be sought when it is in the best interest of the City …” Based upon the forgoing and as stated above, City staff sought 3 quotations to carry out this work and was only able to obtain 2 quotations to replace the inoperable system. Based upon review of the 2 quotations, Honeywell’s quote is the lowest responsible quote. Accordingly, Staff recommends that the City Council (1) Award the purchase and installation of a ductless split air conditioner which replaces the current inoperable system to Honeywell for a maximum total cost of $5,697.53; and (2) Approve the quotation prepared by Honeywell (Attachment 1) and authorize the City Manager to prepare/execute the quotation, City purchase order, and other documents (as necessary) subject to City Attorney approval as to form, in order to carry out the work. FISCAL IMPACT: There are sufficient funds in the approved FY 2020-21 Maintenance Fund to cover this expenditure. ATTACHMENTS: • Honeywell - Grand Terrace Ductless Split (PDF) • Loma Linda Heat and Air Conditioning (PDF) APPROVALS: Steven Weiss Completed 06/03/2021 8:25 PM City Attorney Completed 06/04/2021 10:36 AM C.5 Packet Pg. 46 Finance Completed 06/04/2021 3:58 PM City Manager Completed 06/04/2021 4:29 PM City Council Pending 06/08/2021 6:00 PM C.5 Packet Pg. 47 Honeywell Field Firm Quotation QS# Customer:Date: Address:Phone: Job Location:Fax: Attention:Service Rep Name: Email: Service Rep Signature: Service Rep Fax: Work to be Performed: 2,816.00$ -$ 2,836.53$ 45.00$ Date: Customer Approval (All quotations must be approved and authorized by customer, in advance, before work can be started) Company Name: Billing Address: By:X (Authorized Name) PRINT (Signature) Tel. No.Date: P.O. No.OR Credit Card type Name on Credit Card Credit Card number Expiration on Credit Card For immediate repair, sign authorization and return copy to Service Rep, for delayed authorization fax signed copy to: Instructions: (714) 242-6865 May 20, 2021 Honeywell reserves the right to progress bill. No additional clarification and exclusions. Work to be done during normal business hours. All for the sum of:5,697.53$ Sales/Use tax have NOT been included and will be billed separately. TERMS AND CONDITIONS OF SALE: Honeywell will perform the work quoted above in accordance with its Standard Terms and Conditions, incorporated by reference and available upon request. Terms of payment: 10 days from receipt of invoice. All projects with duration longer than 30 days will be invoiced monthly based on progress of the work. This pricing is conditioned on the work being governed exclusively by terms and conditions listed within; any additional and/or different terms may require additional cost to the quote or Honeywell’s withdrawal of our offer to perform this work. Applicable Taxes Extra City Hall (Ductless Split Replacement)- 062021DR05 City of Grand Terrace May 20, 2021 0 - Subcontract & Misc.: Additional clarifications / exclusions Steven Weiss Dave Ryan Steven Weiss <sweiss@grandterrace-ca.gov> (714) 242-6865 Recover existing refrigerant charge as per AQMD Guidelines. Remove existing condenser and indoor fan cassett, leaving lineset. Provide and install new high efficiancy SEER 17 matching volume condenser and indoor cassett type indoor unit. We will charge, start and check operation. We will adjust refrigerant charge for optimum performance. This replacement is much more cost effective to operate and maintain due to the simple design of this system. In the event of future problems, this unit it is much faster to troubleshoot and less costly to repair. This new unit will save energy due to the fact that there is a dedicated system for the computer room. The City will be able to shut down the larger HVAC unit that serves serves both the server room and office area at night. Vehicle: Materials: Labor: All price quotations valid for 30 days C.5.a Packet Pg. 48 At t a c h m e n t : H o n e y w e l l - G r a n d T e r r a c e D u c t l e s s S p l i t ( A w a r d f o r D u c t l e s s A i r C o n d i t i o n e r ) 6.2 THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE, AND Honeywell EXPRESSLY DISCLAIMS AND Customer EXPRESSLY WAIVES ALL OTHER WARRANTIES, WHETHER WRITTEN OR ORAL, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO, ANY WARRANTY OF WORKMANSHIP, CONSTRUCTION, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SERVICES, EQUIPMENT, AND MATERIALS PROVIDED HEREUNDER. Honeywell SHALL NOT BE LIABLE FOR ANY PROPERTY DAMAGE, PERSONAL INJURY, LOSS OF INCOME, EMOTIONAL DISTRESS, DEATH, LOSS OF USE, LOSS OF VALUE, ADVERSE HEALTH EFFECT OR ANY SPECIAL, INCIDENTAL, INDIRECT, SPECULATIVE, REMOTE, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, ARISING FROM, OR RELATING TO, THIS LIMITED WARRANTY OR ITS BREACH. 6.3 Honeywell makes no representation or warranty, express, implied or otherwise, regarding Hazardous Substances or Mold. Honeywell shall have no duty, obligation or liability, all of which Customer expressly waives, for any damage or claim, whether known or unknown, including but not limited to property damage, personal injury, loss of income, emotional distress, death, loss of use, loss of value, adverse health effect or any special, consequential, punitive, exemplary or other damages, regardless of whether such damages may be caused by or otherwise associated with defects in the Services, in whole or in part due to or arising from any investigation, testing, analysis, monitoring, cleaning, removal, disposal, abatement, remediation, decontamination, repair, replacement, relocation, loss of use of building, or equipment and systems, or personal injury, death or disease in any way associated with Hazardous Substances or Mold. 7. INDEMNITY Honeywell agrees to indemnify and hold Customer and its agents and employees harmless from all claims for bodily injury and property damages to the extent such claims result from or arise under Honeywell’s negligent actions or willful misconduct in its performance of the Work required under this Agreement, provided that such indemnity obligation is valid only to the extent (i) Customer gives Honeywell immediate notice in writing of any such claims and permits Honeywell, through counsel of its choice and Honeywell’s sole cost and expense, to answer the claims and defend any related suit and (ii) Customer gives Honeywell all needed information, assistance and authority, at Honeywell’s expense, to enable Honeywell to defend such suit. Honeywell shall not be responsible for any settlement without its written consent. Honeywell shall not be liable for loss or damage caused by the negligence of Customer or any other party or such party’s employees or agents. This obligation shall survive termination of this Agreement. Notwithstanding the foregoing, Customer agrees that Honeywell will not be responsible for any damages caused by Mold or any other fungus or biological material or agent, including but not limited to property damage, personal injury, loss of income, emotional distress, death, loss of use, loss of value, adverse health effect or any special, consequential, punitive, exemplary or other damages, regardless of whether such damages may be caused by or otherwise associated with defects in the Services. 5.3 If any such materials, situations or conditions, whether disclosed or not, are in fact discovered by Honeywell or others and provide an unsafe condition for the performance of the work or Services, the discovery of the condition shall constitute a cause beyond Honeywell’s reasonable control and Honeywell shall have the right to cease the work or Services until the area has been made safe by Customer or Customer’s representative, at Customer’s expense. Honeywell shall have the right to terminate this Agreement if Customer has not fully remediated the unsafe condition within sixty (60) days of discovery. 5.4 Customer represents that Customer has not retained Honeywell to discover, inspect, investigate, identify, prevent or remediate Hazardous Substances or Mold or conditions caused by Hazardous Substances or Mold. 5.5 TO THE FULLEST EXTENT ALLOWED BY LAW, Customer SHALL INDEMNIFY AND HOLD Honeywell HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS AND COSTS OF WHATEVER NATURE, INCLUDING BUT NOT LIMITED TO, CONSULTANTS’ AND ATTORNEYS’ FEES, DAMAGES FOR BODILY INJURY AND PROPERTY DAMAGE, FINES, PENALTIES, CLEANUP COSTS AND COSTS ASSOCIATED WITH DELAY OR WORK STOPPAGE, THAT IN ANY WAY RESULTS FROM OR ARISES UNDER THE BREACH OF THE REPRESENTATIONS AND WARRANTIES IN THIS SECTION, THE EXISTENCE OF MOLD OR A HAZARDOUS SUBSTANCE AT A SITE, OR THE OCCURRENCE OR EXISTENCE OF THE SITUATIONS OR CONDITIONS DESCRIBED IN THIS SECTION, WHETHER OR NOT Customer PROVIDES Honeywell ADVANCE NOTICE OF THE EXISTENCE OR OCCURRENCE AND REGARDLESS OF WHEN THE HAZARDOUS SUBSTANCE OR OCCURRENCE IS DISCOVERED OR OCCURS. THIS INDEMNIFICATION SHALL SURVIVE TERMINATION OF THIS AGREEMENT FOR WHATEVER REASON. 6. WARRANTY AND LIMITATION OF LIABILITY 6.1 Honeywell will replace or repair any product Honeywell provides under this Agreement that fails within the warranty period (one) 1 year because of defective workmanship or materials, except to the extent the failure results from Customer negligence, or from fire, lightning, water damage, or any other cause beyond the control of Honeywell. This warranty applies to all products Honeywell provides under this Agreement, whether or not manufactured by Honeywell. The warranty is effective as of the date of Customer acceptance of the product or the date Customer begins beneficial use of the product, whichever occurs first. Honeywell will not issue coverage on a per project basis. 4.2 Prior to the commencement of the Contract, Honeywell will furnish evidence of said insurance coverage in the form of a Memorandum of Insurance which is accessible at: http://honeywell.com/sites/moi/ . All insurance required in this Article will be written by companies with a rating of no less than “A-, XII” by A.M. Best or equivalent rating agency. Honeywell will endeavor to provide a thirty (30) day notice of cancellation or non-renewal to the Customer. In the event that a self-insured program is implemented, Honeywell will provide adequate proof of financial responsibility. 5. HAZARDOUS SUBSTANCES, MOLD AND UNSAFE WORKING CONDITIONS 5.1 Customer has not observed or received notice from any source (formal or informal) of (a) Hazardous Substances or Mold, either airborne or on or within the walls, floors, ceilings, heating, ventilation and air conditioning systems, plumbing systems, structure, and other components of the Site, or within furniture, fixtures, equipment, containers or pipelines in a Site; or (b) conditions that, to Customer’s knowledge, might cause or promote accumulation, concentration, growth or dispersion of Hazardous Substances or Mold on or within such locations. 5.2 Honeywell is not responsible for determining whether the Covered Equipment or the temperature, humidity and ventilation settings used by Customer, are appropriate for Customer and the Site except as specifically provided in an attached Work Scope Document. 4.1 Honeywell shall, at its own expense, carry and maintain in force at all times from the effective date of the Contract through final completion of the work the following insurance. It is agreed, however, that Honeywell has the right to insure or self- insure any of the insurance coverages listed below: (a) Commercial General Liability Insurance to include contractual liability, products/completed operations liability with a combined single limit of USD $2,000,000 per occurrence. Such policy will be written on an occurrence form basis; (b) If automobiles are used in the execution of the Contract, Automobile Liability Insurance with a minimum combined single limit of USD $2,000,000 per occurrence. Coverage will include all owned, leased, non-owned and hired vehicles. (c) Where applicable, “All Risk” Property Insurance, including Builder’s Risk insurance, for physical damage to property which is assumed in the Contract. (d) Workers’ Compensation Insurance Coverage A - Statutory limits and Coverage B-Employer’s Liability Insurance with limits of USD $1,000,000 for bodily injury each accident or disease. 2.2 Tax-Related Cooperation. CUSTOMER agrees to execute any documents and to provide additional reasonable cooperation to HONEYWELL related to HONEYWELL tax filings under Internal Revenue Code Section 179D. HONEYWELL will be designated the sole Section 179D beneficiary. 3. PROPRIETARY INFORMATION 3.1 All proprietary information (as defined herein) obtained by Customer from Honeywell in connection with this Agreement shall remain the property of Honeywell, and Customer shall not divulge such information to any third party without prior written consent of Honeywell. As used herein, the term "proprietary information" shall mean written information (or oral information reduced to writing), or information in machine-readable form, including but not limited to software supplied to Customer hereunder which Honeywell deems proprietary or confidential and characterizes as proprietary at the time of disclosure to Customer by marking or labeling the same "Proprietary, “Confidential”, or “Sensitive”. The Customer shall incur no obligations hereunder with respect to proprietary information which: (a) was in the Customer’s possession or was known to the Customer prior to its receipt from Honeywell; (b) is independently developed by the Customer without the utilization of such confidential information of Honeywell; (c) is or becomes public knowledge through no fault of the Customer; (d) is or becomes available to the Customer from a source other than Honeywell; (e) is or becomes available on an unrestricted basis to a third party from Honeywell or from someone acting under its control; (f) is received by Customer after notification to Honeywell that the Customer will not accept any further information. 3.2 Customer agrees that Honeywell may use nonproprietary information pertaining to the Agreement, and the work performed under the Agreement, for press releases, case studies, data analysis, promotional purposes, and other similar documents or statements to be publicly released, as long as Honeywell submits any such document or statement to Customer for its approval, which shall not be unreasonably withheld. 4. INSURANCE OBLIGATIONS General Terms and Conditions 1. WORKING HOURS Unless otherwise stated, all labor and services under this Agreement will be performed during the hours of 8:00 a.m. - 4:30 p.m. local time Monday through Friday, excluding federal holidays. If for any reason Customer requests Honeywell to furnish any such labor or services outside of the hours of 8:00 a.m. - 4:30 p.m. local time Monday through Friday (or on federal holidays), any overtime or other additional expense occasioned thereby, such as repairs or material costs not included in this Agreement, shall be billed to and paid by Customer. 2. TAXES 2.1 Customer agrees to pay the amount of any new or increased taxes or governmental charges upon labor or the production, shipment, sale, installation, or use of equipment or software which become effective after the date of this Agreement. If Customer claims any such taxes do not apply to transactions covered by this Agreement, Customer shall provide Honeywell with a tax exemption certificate acceptable to the applicable taxing authorities. C.5.a Packet Pg. 49 At t a c h m e n t : H o n e y w e l l - G r a n d T e r r a c e D u c t l e s s S p l i t ( A w a r d f o r D u c t l e s s A i r C o n d i t i o n e r ) Delivery of equipment not agreed on the face hereof to be installed by or with the assistance of Honeywell shall be F.O.B. at Honeywell’s factory, warehouse, or office selected by Honeywell. Delivery of equipment agreed on the face hereof to be installed by or with the assistance of Honeywell shall be C.I.F. at site of installation. 18. DAMAGE OR LOSS Honeywell shall not be liable for damage to or loss of equipment and software after delivery to destination determined by this Agreement or any applicable prime contract. If thereafter, and prior to payment in full to Honeywell by Customer, any such equipment or software is damaged or destroyed by any cause whatsoever, other than by the fault of Honeywell, the Customer agrees promptly to pay or reimburse Honeywell for such loss. Suspension of work - If Honeywell, having performed work per Agreement requirements, does not receive payment within thirty (30) days after submission of a Honeywell invoice, Honeywell may suspend work until Customer provides remedy. 16. WORK BY OTHERS 16.1 Unless otherwise indicated, the following items are to be furnished and installed by others: electric wiring and accessories, all in-line devices (including but not limited to flow tubes, hand valves, orifice plates, orifice flanges, etc.), pipe and pipe penetrations including flanges for mounting pressure and level transmitters, temperature sensors, vacuum breakers, gauge glasses, water columns, equipment foundations, riggings, steam tracings, and all other items and work of like nature. Automatic valve bodies and dampers furnished by Honeywell are to be installed by others. 16.2 Services Honeywell will provide under this Agreement specifically exclude professional services which constitute the practice of architecture or engineering unless specifically set forth in the Scope of Work. Customer or Owner will specify all performance and design criteria that Honeywell will follow in performing Work under this Agreement. If professional design services or certifications by a design professional related to systems, materials, or equipment is required, such services and certifications are the responsibility of others. To the fullest extent permitted by law, Customer shall indemnify and hold harmless Honeywell and its agents and employees from and against any and all claims, damages, losses and expenses, including but not limited to attorneys’ fees, that in any way result from or arise under breach of the representations in this Section 16. This indemnification shall survive termination of this Agreement for whatever reason. Nothing in this Section 16 shall be construed to require that Customer indemnify and hold harmless Honeywell from claims and costs resulting from Honeywell’s negligent actions or willful misconduct. 17. DELIVERY 14.5 Customer may not assign its rights or delegate its obligations under this Agreement, in whole or in part, without the prior written consent of Honeywell. Honeywell may assign its right to receive payment to a third party. 15. TERMS OF PAYMENT Subject to Honeywell’s approval of Customer’s credit, payment terms are as follows: Progress Payments - Honeywell will invoice at least monthly for all materials delivered to the job site or to an off-site storage facility and for all installation, labor, and services performed, both on and off the job site. Customer agrees to pay the full amounts invoiced, less retainage, upon receipt of the invoice at the address specified by the Customer. Invoices not paid within thirty (30) days of the invoice date are past due and accrue interest from the invoice date to the date of payment at the rate of one percent (1%) per month, compounded monthly, or the highest legal rate then allowed. Retainage - Customer shall not withhold, as retainage, a greater percentage than is withheld from Customer under a prime contract, if applicable. Customer shall pay all retainage to Honeywell within 30 days after Honeywell's work is substantially complete. 14. Miscellaneous 14.1 This Agreement represents the entire Agreement between Customer and Honeywell for the Work described herein and supersedes all prior negotiations, representations or Agreements between the Parties related to the work described herein. 14.2 None of the provisions of this Agreement shall be modified, altered, changed or voided by any subsequent Purchase Order or other document unilaterally issued by Customer that relates to the subject matter of this Agreement. This Agreement may be amended only by written instrument signed by both Parties. 14.3 This Agreement shall be governed by the law of the State where the work is to be performed. 14.4 Any provision or part of this Agreement held to be void or unenforceable under any laws or regulations shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon Honeywell and Customer, who agree that this Agreement shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. All software provided in connection with this Agreement shall be licensed and not sold. The end user of the software will be required to sign a license agreement with provisions limiting use of the software to the equipment provided under these specifications, limiting copying, preserving confidentiality, and prohibiting transfer to a third party. Licenses of this type are standard for computer-based equipment of the type covered by this Agreement. Customer shall be expected to grant Honeywell access to the end user for purposes of obtaining the necessary software license. 12. DISPUTE RESOLUTION With the exception of any controversy or claim arising out of or related to the installation, monitoring, and/or maintenance of fire and/or security systems, the Parties agree that any controversy or claim between Honeywell and Customer arising out of or relating to this Agreement, or the breach thereof, shall be settled by arbitration in a neutral venue, conducted in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association. Any award rendered by the arbitrator shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. Any controversy or claim arising out of or related to the installation, monitoring, and/or maintenance of systems associated with security and/or the detection of, and/or reduction of risk of loss associated with fire shall be resolved in a court of competent jurisdiction. 13. ACCEPTANCE OF THE CONTRACT This proposal and the pages attached shall become an Agreement upon signature above by Honeywell and Customer. The terms and conditions are expressly limited to the provisions hereof, including Honeywell’s General Terms and Conditions attached hereto, notwithstanding receipt of, or acknowledgment by, Honeywell of any purchase order, specification, or other document issued by Customer. Any additional or different terms set forth or referenced in Customer’s purchase order are hereby objected to by Honeywell and shall be deemed a material alteration of these terms and shall not be a part of any resulting order. 10.1 Honeywell shall, at its expense, defend or, at its option, settle any suit that may be instituted against Customer for alleged infringement of any United States patents related to the hardware or software manufactured and provided by Honeywell under this Agreement (“the equipment”), provided that a) such alleged infringement consists only in the use of such equipment by itself and not as part of, or in combination with, any other devices, parts or software not provided by Honeywell hereunder, b) Customer gives Honeywell immediate notice in writing of any such suit and permits Honeywell, through counsel of its choice, to answer the charge of infringement and defend such suit, and c) Customer gives Honeywell all needed information, assistance and authority, at Honeywell’s expense, to enable Honeywell to defend such suit. 10.2 If such a suit has occurred, or in Honeywell’s opinion is likely to occur, Honeywell may, at its election and expense: a) obtain for Customer the right to continue using such equipment; b) replace, correct or modify it so that it is not infringing; or if neither a) or b) is feasible, then c) remove such equipment and grant Customer a credit therefore, as depreciated. 10.3 In the case of a final award of damages in any such suit, Honeywell will pay such award. Honeywell shall not, however, be responsible for any settlement made without its written consent. 10.4 THIS ARTICLE STATES Honeywell’s TOTAL LIABILITY AND Customer’s SOLE REMEDY FOR ANY ACTUAL OR ALLEGED INFRINGEMENT OF ANY PATENT BY THE HARDWARE MANUFACTURED AND PROVIDED BY Honeywell HEREUNDER. 11. SOFTWARE LICENSE 8.1 IN NO EVENT SHALL Honeywell BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, SPECULATIVE, REMOTE, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, WHETHER ARISING OUT OF OR AS A RESULT OF BREACH OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, MOLD, MOISTURE, INDOOR AIR QUALITY, OR OTHERWISE, ARISING FROM, RELATING TO, OR CONNECTED WITH THE SERVICES, EQUIPMENT, MATERIALS, OR ANY GOODS PROVIDED HEREUNDER. 8.2 NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IF A PORTION OF THE SERVICES INVOLVES THE INSTALLATION AND/OR MAINTENANCE OF SYSTEMS ASSOCIATED WITH SECURITY AND/OR THE DETECTION OF AND/OR REDUCTION OF RISK OF LOSS ASSOCIATED WITH FIRE, Honeywell’s TOTAL LIABILITY ARISING OUT OF OR AS A RESULT OF ITS PERFORMANCE UNDER THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT OF THIS AGREEMENT. 9. EXCUSABLE DELAYS Honeywell shall not be liable for damages caused by delay or interruption in Services due to fire, flood, corrosive substances in the air, strike, lockout, dispute with workmen, inability to obtain material or services, commotion, war, acts of God, the presence of Hazardous Substances or Mold, or any other cause beyond Honeywell’s reasonable control. Should any part of the system or any Equipment be damaged by fire, water, lightning, acts of God, the presence of Hazardous Substances or Mold, third parties, or any other cause beyond the control of Honeywell, any repairs or replacement shall be paid for by Customer. In the event of any such delay, date of shipment or performance shall be extended by a period equal to the time lost by reason of such delay, and Honeywell shall be entitled to recover from Customer its reasonable costs, overhead, and profit arising from such delay. 10. Patent Indemnity 8. LIMITATION OF LIABILITY C.5.a Packet Pg. 50 At t a c h m e n t : H o n e y w e l l - G r a n d T e r r a c e D u c t l e s s S p l i t ( A w a r d f o r D u c t l e s s A i r C o n d i t i o n e r ) 22.3 “Covered Equipment” means the equipment covered by the Services to be performed by Honeywell under this Agreement, and is limited to the equipment included in the respective work scope attachments. 21. ACCEPTANCE OF THE WORK Upon receipt of notice by Honeywell that the Work is ready for final inspection and acceptance, Customer will make such final inspection and issue acceptance within three (3) business days. Acceptance will be in a form provided by Honeywell, stating that to the best of Customer’s knowledge, information and belief, and on the basis of Customer’s on-site visits and inspections, the Work has been fully completed in accordance with the terms and conditions of this Agreement. If Customer finds the Work unacceptable due to non-compliance with a material element of this Agreement, which non-compliance is due solely to the fault of Honeywell, Customer will notify Honeywell in writing within the three (3) business days setting forth the specific reasons for non-acceptance. Customer agrees that failure to inspect and/or failure to issue proper notice of non-acceptance within three (3) business days shall constitute final acceptance of the Work under this Agreement. Customer further agrees that partial or beneficial use of the Work by Customer or Owner prior to final inspection and acceptance will constitute acceptance of the Work under this Agreement. To the fullest extent permitted by law, Customer shall indemnify and hold harmless Honeywell and its agents and employees from and against any and all claims, damages, losses and expenses, including but not limited to attorneys’ fees, that in any way result from or arise under breach of the representations in this Section 21. This indemnification shall survive termination of this Agreement for whatever reason. Nothing in this Section 21 shall be construed to require that Customer indemnify and hold harmless Honeywell from claims and costs resulting from Honeywell’s negligent actions or willful misconduct. 22. DEFINITIONS 22.1 “Hazardous substance” includes all of the following, and any by-product of or from any of the following, whether naturally occurring or manufactured, in quantities, conditions or concentrations that have, are alleged to have, or are believed to have an adverse effect on human health, habitability of a Site, or the environment: (a) any dangerous, hazardous or toxic pollutant, contaminant, chemical, material or substance defined as hazardous or toxic or as a pollutant or contaminant under state or federal law, and (b) any petroleum product, nuclear fuel or material, carcinogen, asbestos, urea formaldehyde, foamed-in-place insulation, polychlorinated biphenyl (PCBs), and (c) any other chemical or biological material or organism, that has, is alleged to have, or is believed to have an adverse effect on human health, habitability of a Site, or the environment. 22.2 “Mold” means any type or form of fungus or biological material or agent, including mold, mildew, moisture, yeast and mushrooms, and any mycotoxins, spores, scents, or by-products produced or released by any of the foregoing. This includes any related or any such conditions caused by third parties. 19.2 By Honeywell. Honeywell may terminate this Agreement for cause (including, but not limited to, Customer’s failure to make payments as agreed herein) after giving Customer written notice of its intent to terminate. If, within seven (7) days following receipt of such notice, Customer fails to make the payments then due, or otherwise fails to cure or perform its obligations, Honeywell may, by written notice to Customer, terminate this Agreement and recover from Customer payment for Work executed and for losses sustained for materials, tools, construction equipment and machinery, including but not limited to, reasonable overhead, profit and applicable damages. 20. Changes in the Work 20.1 A Change Order is a written order signed by Customer and Honeywell authorizing a change in the Work or adjustment in the price or a change to the schedule. 20.2 Customer may request Honeywell to submit proposals for changes in the Work, subject to acceptance by Honeywell. If Customer chooses to proceed, such changes in the Work will be authorized by a Change Order. Unless otherwise specifically agreed to in writing by both parties, if Honeywell submits a proposal pursuant to such request but Customer chooses not to proceed, Customer shall issue a Change Order to reimburse Honeywell for any and all costs incurred in preparing the proposal. 20.3 Honeywell may make a written request to Customer to modify this Agreement based on the receipt of, or the discovery of, information that that Honeywell believes will cause a change to the scope, price, schedule, level of performance, or other facet of the Agreement. Honeywell will submit its request to Customer within a reasonable time after receipt of, or the discovery of, information that Honeywell believes will cause a change to the scope, price, schedule, level of performance, or other facet of the Agreement. This request shall be submitted by Honeywell before proceeding to execute the Work, except in an emergency endangering life or property, in which case Honeywell shall have the authority to act, in its discretion, to prevent threatened damage, injury or loss. Honeywell’s request will include information necessary to substantiate the effect of the change and any impacts to the Work, including any change in schedule or contract price. If Honeywell’s request is acceptable to Customer, Customer will issue a Change Order consistent therewith. If Customer and Honeywell cannot agree on the amount of the adjustment in the Price, or the Schedule, it shall be determined pursuant to the Dispute Resolution article of this Agreement. Any change in the Price or the Schedule resulting from such claim shall be authorized by Change Order. 19. TERMINATION 19.1 By Customer. Customer may terminate this Agreement for cause if Honeywell defaults in the performance of any material term of this Agreement, or fails or neglects to carry forward the Work in accordance with this Agreement, after giving Honeywell written notice of its intent to terminate. If Honeywell has not, within seven (7) business days after receipt of such notice, acted to remedy and make good such deficiencies, Customer may terminate this Agreement and take possession of the site together with all materials thereon, and move to complete the Work itself expediently. Upon request of Honeywell, Customer will furnish to Honeywell a detailed accounting of the costs incurred by Customer in finishing the Work. If the unpaid balance of the contract price exceeds the expense of finishing the Work, the excess shall be paid to Honeywell, but if the expense exceeds the unpaid balance, Honeywell shall pay the difference to Customer. C.5.a Packet Pg. 51 At t a c h m e n t : H o n e y w e l l - G r a n d T e r r a c e D u c t l e s s S p l i t ( A w a r d f o r D u c t l e s s A i r C o n d i t i o n e r ) PROPOSALDate 4/29/2021 Proposal Submitted to: CITY OF GRAND TERRACE 22795 Barton Rd Grand Terrace, CA 92313 Site Installation: Loma Linda Heat and Air Conditioning Inc. Sales Rep Miles Phone(909) 792-1882 Fax (909) 307-1209 Customer Phone 909-283-5086 cell ACCEPTANCE OF PROPOSAL The above prices, specifications and conditions are satisfactory and are hereby accepted. My signature below indicates that Loma Linda Heat & Air Conditioning is authorized to do the work as specified. NOTE: This proposal may be withdrawn if not accepted within 30 days. All material is guaranteed to be specified. All work to be completed in a workmanlike manner according to standard practices. Any alteration or deviation from above specifications involving extra costs will be executed only upon written orders, and will become an extra charge over and above estimate. All agreements contingent upon strikes, accidents or delays beyond control. Owner to carry fire, tornado and other necessary insurance. Our workers are fully covered by Workman's Compensation Insurance. Signature_________________ ______ Date_________________ Date_________________ Signature_______________________ PO Box 11609 San Bernardino, CA 92423 CEO Miles Volsch. License #825214 Specifications & Estimates Total Removal and replacement of Fujitsu Ductless split for a new modern unit. Install new Air handler model#ARU18RGLX with Fujitsu condenser model#AOU18RGLX , and Fujitsu grill for cassettes model#UTG-GCGF, with Fujitsu circle flow Cassette Grill model #UTG-LCGVCB and labor. Haul away and disposal of old equipment. (If paid by credit card price is increased by 5%: $6,516.31)6,206.01 Page 2 C.5.b Packet Pg. 52 At t a c h m e n t : L o m a L i n d a H e a t a n d A i r C o n d i t i o n i n g [ R e v i s i o n 1 ] ( A w a r d f o r D u c t l e s s A i r C o n d i t i o n e r ) AGENDA REPORT MEETING DATE: June 8, 2021 Council Item TITLE: Historical & Cultural Activities Committee Members Resignations and Authorization to Continue Posting Notice of Vacancy PRESENTED BY: Debra Thomas, City Clerk RECOMMENDATION: Accept the Resignations of Historical & Cultural Activities Committee Members Frances Carter, Martha Monteon, Rochelle Rosenkild, Martina Boentaran and Lynn Smith, Direct the City Clerk to Prepare and Send a Letter of Appreciation on Behalf of the City Council, and Direct the City Clerk to Post Notice of Vacancy 2030 VISION STATEMENT This action supports Our Mission: To preserve and protect our community and its exceptional quality of life through thoughtful planning, within the constraints of fiscally responsible government. BACKGROUND: The Historical & Cultural Activities Committee is a seven-member Committee appointed by the Mayor, subject to City Council approval, and serves four-year terms at the pleasure of the City Council (Municipal Code Chapter 2.16). The terms alternate so that every two years at least two appointments are set to expire. The following Committee Members submitted their resignations effective immediately: Vice-Chair Frances Carter submitted her telephone call resignation on May 18, 2021. Committee Member Rochelle Rosenkild submitted her written resignation on May 18, 2021. Committee Member Martina Boentaran submitted her written resignation on May 18, 2021. Committee Member Lynn Smith submitted her written resignation on May 18, 2021. Secretary Martha Monteon submitted her written resignation on May 19, 2021. The Table below depicts the composition and terms of the Committee: G.6 Packet Pg. 53 Name Appointed Re-Appointed Term Ends Chair Ann Petta* 05/15/1980 06/26/2020 06/30/2024 Vice Chair Frances Carter** 09/27/2001 07/01/2018 06/30/2022 Treasurer Shirley Hogue* 07/02/2018 -- 06/30/2022 Secretary Martha Monteon*** 01/10/2012 06/26/2018 06/30/2022 Member Rochelle Rosenkild** 09/12/1996 06/18/2018 06/30/2022 Member Martina Boentaran** 07/11/2013 06/30/2020 06/30/2024 Member Lynn Smith** 02/25/2020 06/30/2020 06/30/2024 * Resignation effective April 27, 2021. **Resignation effective May 18, 2021. ***Resignation effective May 19, 2021. DISCUSSION: Pursuant to Government Code section 54974(a), “[w]henever an unscheduled vacancy occurs in any board, commission, or committee for which the legislative body has the appointing power, whether due to resignation, death, termination, or other causes, a special vacancy notice shall be posted in the office of the clerk of the local agency, on either the local agency’s Internet Web site or at the library designated pursuant to Section 54973, and in other places as directed by the legislative body, not earlier than 20 days before or not later than 20 days after the vacancy occurs. Final appointment to the board, commission, or committee shall not be made by the legislative body for at least 10 working days after the posting of the notice in the clerk’s office.” With the resignation of Mrs. Carter, Ms. Rosenkild, Ms. Boentaran, Mrs. Smith, and Mrs. Monteon, the Historical & Cultural Activities Committee will have seven (7) regular member vacancies. After acceptance of the remaining committee members’ resignations by the City Council, staff recommends that the City Council direct the City Clerk to prepare and send a letter of appreciation to the committee members. Additionally, the City clerk posted and published a notice of vacancy, pursuant to Government Code Section 54974, when Mrs. Petta and Mrs. Hogue previously resigned. The published and posted notice of vacancy was to run between May 14, 2021 through June 11, 2021. The City Clerk has received two (2) applications from Ms. Franky’e Byma and Ms. Renae Walker who wish to serve on the committee by which a member of City Council can choose to select one of these applicant’s as its appointee at this time. The City Clerk requests that City Council authorize continued posting and publishing notices of vacancies to allow additional time for recruitment. G.6 Packet Pg. 54 Upon receipt of additional applications, staff would provide the applications for City Council review at its June 22, 2021 City Council meeting. At that meeting applications have been received, subject to the City Council’s approval, appointees will be selected, and the Mayor shall appoint new committee members. FISCAL IMPACT: There would be no fiscal impact created by this action. ATTACHMENTS: • Application for Citizen Service - Frank'e Byma_Redacted (PDF) • Application for Citizen Service - Renae Walker_Redacted (PDF) APPROVALS: Debra Thomas Completed 06/04/2021 5:03 PM City Attorney Completed 06/04/2021 5:04 PM Finance Completed 06/04/2021 5:04 PM City Manager Completed 06/04/2021 5:04 PM City Council Pending 06/08/2021 6:00 PM G.6 Packet Pg. 55 l4:clt JUtv o · ]f?Jt)) CITY OF GRAND TERRACE ~/Jyop 2 2021 APPLICATION FOR CITIZEN SERVICE '17'-yclEJ?.~~lvD r,,. S!)p .c:;bb. -P"'R~A~cs .. ,eNr Complete and submit to the City Clerk's Department Applying as a member of the His-loci ca I ~ Cu J.Jw.&\ C.,m,rfrH-et. Name ~twk e 8jma. Address Contact Phone Number Email Occupation ornc e Mn.oaaec Education .Some Calle3e Are there any workday evenings you could not meet? ( )Yes (X) No. If yes, please list them. Why are you interested in this appointment? I \o\lc: \.\jsJor~ a.ad bow it -\ies IJS al~e;\b& Jha;:e Vllio don·+ sh~ l-ti51Jc~ (1re doomeo) to cepea-t 'r\: To he\p 4ic4 arO docufherr\-~ h1s-\oc~ J ou.r ~ Z).DO 4r~ m <7dd -b -fbe eJerrls b-\ed \o,1 ±be \-\·1s4tc'1 ca\ CiJroin·A\ee . What do you consider to be your major qualifications? T Q:n \lee~ orep.o.zd a.Jha\/e e~\ceoce lo gcoelcg1ca.I I ye a\So Cha.red a £,..\ll cz.,.,1en.\s '10 811 c c:.~. I be\'te'1e...- +'ne'/ Were .Q,,r~ Succa£+t References 1. H<'. Dutfcy 2. Mrs. Mc. Nrll:oe. 3. Mr. ttussey Please attach a written statement containing any additional information you feel would be useful to the City Council. G.6.a Packet Pg. 56 At t a c h m e n t : A p p l i c a t i o n f o r C i t i z e n S e r v i c e - F r a n k ' e B y m a _ R e d a c t e d ( H i s t o r i c a l & C u l t u r a l A c t i v i t i e s C o m m i t t e e V a c a n c i e s ) CITY OF GRAND TERRACE APPLICATION FOR CITIZEN SERVICE Complete and submit to the City Clerk's Department Applying as a member of the ±b >fov1LA I ~ ~I TI1VV\ ( ~V}/1fV1 ,· ftt Name [QV1l1,l ~ \~ Address ContactPhoneNumber Email Occupation ~ J+;{ Education ______________________ _ ( ) No. If yes. please list them. References 1. ~~; Ti~ovi~ ~Oj .202 7 ~0<6 2.=:h ~ ,,]; ~ -~el rs 0/05 · 7 3 / · l.f--cPi&' 3. bf 10 ·VI P6f!2 CJoCj -'(t55 · c:;f 0 2- Please attach a written statement containing any additional information you feel would be useful to the City Council. G.6.b Packet Pg. 57 At t a c h m e n t : A p p l i c a t i o n f o r C i t i z e n S e r v i c e - R e n a e W a l k e r _ R e d a c t e d ( H i s t o r i c a l & C u l t u r a l A c t i v i t i e s C o m m i t t e e V a c a n c i e s ) June 1, 2021 Re: Historical and Cultural Committee Nominee Consideration To whom it may concern: I, Renae Walker, am honored to considered for this position. I have been a member of this community that I love since 2003, directly and indirectly since 1981 when my extended family first moved here. In my time here I have become a board member of the Grand Terrace Community Soccer Club since 2008 serving in many various positions and am currently the Secretary, as board member of The Foundation of Grand Terrace as The Community Events Chair since 2019, and current board member on Grand Terrace Little League as well as being on the Planning Committee to Grand Terrace Community Day since 2017. Being a part of the community I believe in so much, is a delight and driving force in all my activities in the City. I am excited to see what this new committee will hold for myself and the City of Grand Terrace. Thank you for your consideration, Renae Walker G.6.b Packet Pg. 58 At t a c h m e n t : A p p l i c a t i o n f o r C i t i z e n S e r v i c e - R e n a e W a l k e r _ R e d a c t e d ( H i s t o r i c a l & C u l t u r a l A c t i v i t i e s C o m m i t t e e V a c a n c i e s ) AGENDA REPORT MEETING DATE: June 8, 2021 Council Item TITLE: Amendment No. 8 to the Waste Disposal Agreement Between the City of Grand Terrace and the County of San Bernardino PRESENTED BY: G. Harold Duffey, City Manager RECOMMENDATION: 1) Adopt a RESOLUTION OF THE CITY OF GRAND TERRACE, CALIFORNIA, ADOPTING AMENDMENT NO. 8, TO THE WASTE DISPOSAL AGREEMENT BETWEEN THE COUNTY OF SAN BERNARDINO AND THE CITY OF GRAND TERRACE; and 2) Authorize the Mayor to Sign the Amendment No. 8 subject to City Attorney approval as to form. 2030 VISION STATEMENT: This staff report supports Goal #4, Work Collaboratively with Community Groups, Private and Public Sector Agencies to Facilitate the Delivery of Services Benefitting Youth, Seniors & Our Community. BACKGROUND: In 1998 the City of Grand Terrace entered into a Waste Disposal Agreement (WDA) with the County of San Bernardino (County), obligating the City to deliver all controllable waste to the San Timoteo Landfill for 15 years and obligating the County to provide capacity for that waste at the lowest tipping fee rate. A total of 15 cities in the County became signatories to identical agreements. The Original WDA has been amended several times to extend the term of the Agreement; increase allowable tonnage and revise the rates. The most recent amendment was Amendment No. 7, approved by the City Council in 2016 to change the expiration term of the WDAs to June 30, 2021, allow for a reduction in the WDA rate (from $39.38 to $37 per ton), require the County to hold an annual meeting to discuss the financial statement for the County landfill system, and include language for sharing the net revenue of In-County Non-WDA waste generated based on the revenue sharing formula in Section 8.4 of Amendment No. 7. DISCUSSION: As the result of a recent meeting with the County of San Bernardino’s Department of Public Works Staff and other WDA cities, there has been a mutual agreement on behalf of all parties to recommend amending the current WDA contract to terminate on June 30, 2026. Proposed Amendment No. 8 would extend the existing contract G.7 Packet Pg. 59 termination date of June 30, 2021 to June 30, 2026. The amendment identifies an extension of time, fee and method for fee adjustments. The proposed tonnage rate included in the amendment is $38.00 per ton. The rate is a reduction from the current fee per ton of $39.12. County staff has requested that the 15 cities/towns present the WDA Amendment No. 8 to each respective Council for review and approval. Amendment No. 8 shall be effective if and only when all 15 cities/towns have each adopted and executed said amendment and such amendment has been adopted and executed by the County on or before June 30, 2021. FISCAL IMPACT: A positive fiscal impact could be realized, as County provides WDA cities with a lower disposal rate per ton for their guaranteed waste. The County will also share revenue gained from additional tonnage (economy of scale) from In-County Non-WDA cities that pay a higher rate per ton. The more tons landfilled, the lower the incremental costs. The County will share revenue gained from additional waste disposed at a lower incremental cost. ATTACHMENTS: • 2021-xx CC Reso - SB County Waste Amend #8 (DOCX) • Original SBCOWDA - 1998 (PDF) • AGR-PW-Waste 6-22-21 Grand Terrace WDA Amend 8 (PDF) APPROVALS: G. Harold Duffey Completed 06/04/2021 10:31 AM Finance Completed 06/04/2021 3:57 PM City Attorney Completed 06/04/2021 4:19 PM City Manager Completed 06/04/2021 7:31 PM City Council Pending 06/08/2021 6:00 PM G.7 Packet Pg. 60 RESOLUTION 2021-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA ADOPTING AMENDMENT NO. 8 TO THE WASTE DISPOSAL AGREEMENT BETWEEN THE COUNTY OF SAN BERNARDINO AND THE CITY OF GRAND TERRACE. RECITALS WHEREAS, on February 24, 1998 the City of Grand Terrace (“City”) and the County of San Bernardino (“County”) entered into a Waste Disposal Agreement (“WDA”); and WHEREAS, in April 2016, fifteen (15) WDA cities met and determined it was in their best interest to change the termination date of the Agreement to expire on June 30, 2021; and WHEREAS, on May 24, 2016, the City Council approved Amendment No. 7, extending the termination date of the WDA to June 30, 2021; and WHEREAS, in connection with the on-going administration of the WDA, the Parties have determined it is in their best interest to change the termination date of the Agreement to end on June 30, 2026; and WHEREAS, this change in the termination date will assist both the City and the County in planning for future fiscal years’ budgeting of solid waste disposal services and costs; and WHEREAS, the parties have determined it is in their best interests to apply the $38.00 per ton rate for the term of the WDA. NOW THEREFORE, BE IT RESOLVED THAT CITY COUNCIL OF THE CITY OF GRAND TERRACE DOES RESOLVE, DETERMINE, FIND AND ORDER AS FOLLOWS: Section 1. The City Council finds that all of the above recitals are true and correct and are incorporated herein by reference. Section 2. The City Council hereby approves Amendment No. 8 of the Waste Disposal Agreement between the County of San Bernardino and the City of Grand Terrace, as attached hereto as Exhibit A, and authorizes the Mayor the amendment subject to City Attorney approval as to form. G.7.a Packet Pg. 61 At t a c h m e n t : 2 0 2 1 - x x C C R e s o - S B C o u n t y W a s t e A m e n d # 8 [ R e v i s i o n 1 ] ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) PASSED, APPROVED AND ADOPTED by the City Council of the City of Grand Terrace, California, at a regular meeting held on the 8th day of June 2021. _____________________________ Darcy McNaboe, Mayor ATTEST: _____________________________ Debra L. Thomas City Clerk APPROVED AS TO FORM: _____________________________ Adrian R. Guerra City Attorney G.7.a Packet Pg. 62 At t a c h m e n t : 2 0 2 1 - x x C C R e s o - S B C o u n t y W a s t e A m e n d # 8 [ R e v i s i o n 1 ] ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) Exhibit A (Waste Delivery Agreement – Amendment No. 8) G.7.a Packet Pg. 63 At t a c h m e n t : 2 0 2 1 - x x C C R e s o - S B C o u n t y W a s t e A m e n d # 8 [ R e v i s i o n 1 ] ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) Record of Action of the Board of Supervisors AGREEMENT NO. 98-107 APPROVED BOARD OF SUPERVISORS COUNTY OF SAN BERNARDINO ABSENT -t.:- AYE -1 COND 1 fl ‘i-- 2 -,1 3..p ck PROAT, C f.) "nu. fir DATED : Feb a 24, MOTION EARLE BY ;Dv MOVE AYE 4 5 ITEM 048 REPORT/RECOMMENDATION TO THE BOARD OF SUPERVISORS OF SAN BERNARDINO COUNTY, CALIFORNIA AND RECORD OF ACTION Agree. 98-107 February 24, 1998 FROM: GERRY NEWCOMBE, Contract Administrator Public Services Group, Waste System Division SUBJECT: WASTE DELIVERY AGREEMENT BETWEEN THE COUNTY AND THE CITY OF GRAND TERRACE RECOMMENDATION: Approve 15 year Waste Delivery Agreement (WDA) with the City of Grand Terrace for use of the County landfill system. BACKGROUND INFORMATION: On November 4, 1997, the Board approved a standard WDA and directed staff to present the agreement for approval to the cities and return any signed agreements to the Board for final approval. The Grand Terrace City Council approved the WDA on January 15, 1998, and it is now being presented to the Board for final approval. Approval of the recommendation will execute the WDA whereby the City of Grand- Terrace is obligated to deliver all of its controllable waste to the Colton Landfill for 15 years, and the County is obligated to provide capacity for that waste at the Contract Rate. When WDA's representing 60 percent of the system tonnage of 1,390,000 tons (less the unincorporated tonnage which will be controlled by the County through franchise agreements) have been executed, it will be necessary to modify the compensation provisions in NORCAL's contract. Staff has met with NORCAL and reached agreement on the rationale for a revised compensation program that is consistent with the controls placed on the contract rate contained in the WDA's. The WSD will present the modified compensation program for Board consideration when the 60 percent threshold is within reach. Prior to reaching that threshold, the system can continue to function with the existing compensation program in place. REVIEW BY OTHERS: This item has been reviewed by Deputy County Counsel Robert L. Jocks on February 5, 1998. FINANCIAL IMPACT: This action will have no impact on the General Fund. The difference between the budgeted $33/ton tip fee and the $28.50/ton Contract Rate will reduce revenue in the FY 1997/98 Solid Waste Enterprise Fund. This reduction will be offset by a combination of expenditure reductions and new revenue sources. SUPERVISORIAL DISTRICT(S): All PRESENTER: Gerry Newcombe Rev 07/97 cc: WSD--Newcombe w/agreement City of Grand Terrace w/agree. c/o WSD Auditor w/agreement Contract Compliance w/agree. EHS-Pamella Bennett Co. Counsel-Jocks w/agree. Risk Management PSG File w/agreement mll G.7.b Packet Pg. 64 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) County of San Bernardino F A S CONTRACT TRANSMITTAL FOR COUNTY USE ONLY w 2 xl X New _ Change Cancel Vendor Code Cr Dept. Contract Number 98-107 County Department Dept. Orgn. PSG-Waste System Division Contractor's License No. County Gerry Department Contract Representative Ph. Ext. Newcombe 1R6-8703 Amount of Contract Fund Dept. Organization Appr. Obj/Rev Source Activity GRC/PROJ/JOB Number Commodity Code Estimated Payment Total by Fiscal Year FY Amount I/O FY Amount I/D Project Name 15 Year Waste Delivery Agreement CONTRACTOR Birth Date Federal ID No. or Social Security No Contractor's Representative Thomas J. Schwab. City Manager Address 22795 Barton Road, Grand Terrace CA 92313 Phone (909) 824-6621 Nature of Contract: (Briefly describe the general terms of the contract) A 15 year Waste Delivery Agreement between the County and the City of Grand Terrace for use of the County landfill system, February 24, 1998 to December 31, 2012. City of Grand Terrace (Attach this transmittal to all contracts not prepared on the "Standard Contract" form.) Approved as to Legal Form lb' See Agreement - Page 31 County Counsel Date Reviewed as to Affirmative Action Reviewed for Processing Agency Administrator/CAO Date Date 02-12294-000 Rev. 11/90 G.7.b Packet Pg. 65 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) EXECUTION COPY WASTE DISPOSAL AGREEMENT Between THE COUNTY OF SAN BERNARDINO, CALIFORNIA and THE CITY OF GRAND TERRACE Dated: February 24, 1998 County Authorization Date: February 24, 1998 County Notice Address: Gerry Newcombe, Contract Administrator Waste System Division 222 W. Hospitality Lane, 2nd Floor San Bernardino, California 92415-0017 City Authorization Date: /*January , 1998 City Notice Address: Thomas Schwab, City Manager City of Grand Terrace 22795 Barton Road Grand Terrace, CA 92313 G.7.b Packet Pg. 66 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) TABLE OF CONTENTS Page RECITALS 1 ARTICLE I DEFINITIONS AND INTERPRETATION 3 SECTION 1.1. DEFINITIONS 3 SECTION 1.2. INTERPRETATION 8 ARTICLE II REPRESENTATIONS AND WARRANTIES 10 SECTION 2.1. REPRESENTATIONS AND WARRANTIES OF THE CITY 1 0 SECTION 2.2. REPRESENTATIONS AND WARRANTIES OF THE COUNTY 10 ARTICLE III DELIVERY AND ACCEPTANCE OF WASTE AND PROVISION OF DISPOSAL SERVICE 12 SECTION 3.1. DELIVERY OF WASTE 12 SECTION 3.2. PROVISION OF DISPOSAL SERVICES BY THE COUNTY 16 SECTION 3.3. COUNTY RIGHT TO REFUSE WASTE 17 SECTION 3.4. MISCELLANEOUS OPERATIONAL MATTERS 18 SECTION 3.5. OTHER USERS OF THE DISPOSAL SYSTEM 18 SECTION 3.6. COUNTY PROVISION OF WASTE DIVERSION SERVICES 19 ARTICLE IV CONTRACT RATE 20 SECTION 4.1. CHARGING AND SECURING PAYMENT OF CONTRACT RATE 20 SECTION 4.2. CONTRACT RATE 20 SECTION 4.3. RESPONSIBILITY FOR PAYMENT OF THE CONTRACT 22 SECTION 4.4. BILLING OF THE CONTRACT RATE 23 SECTION 4.5. SOLID WASTE DISPOSAL FEE OPTION 23 ARTICLE V BREACH, ENFORCEMENT AND TERMINATION 24 SECTION 5.1. BREACH: REMEDIES 24 SECTION 5.2. CITY CONVENIENCE TERMINATION 24 SECTION 5.3. TERMINATION 24 SECTION 5.4. NO WAIVERS 25 SECTION 5.5 DAMAGES 25 SECTION 5.6. FORUM FOR DISPUTE RESOLUTION 25 ARTICLE VI TERM 26 SECTION 6.1. EFFECTIVE DATE AND TERM 26 ARTICLE VII GENERAL PROVISIONS 27 SECTION 7.1. OPERATION AND MAINTENANCE OF THE DISPOSAL SYSTEM 27 SECTION 7.2. UNCONTROLLABLE CIRCUMSTANCES GENERALLY 27 SECTION 7.3. INDEMNIFICATION 27 SECTION 7.4. RELATIONSHIP OF THE PARTIES 28 SECTION 7.5. LIMITED RECOURSE 28 SECTION 7.6. PRE-EXISTING RIGHTS AND LIABILITIES 29 SECTION 7.7. NO VESTED RIGHTS 29 G.7.b Packet Pg. 67 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) SECTION 7.8. LIABILITY FOR COLLECTION, TRANSPORTATION AND PROCESSING 29 SECTION 7.9. NO CONSEOUENTIAL OR PUNITIVE DAMAGES 29 SECTION 7.10. AMENDMENTS 29 SECTION 7.11. NOTICE OF LITIGATION 29 SECTION 7.12. FURTHER ASSURANCES 29 SECTION 7.13. ASSIGNMENT OF AGREEMENT 29 SECTION 7.14. INTEREST ON OVERDUE OBLIGATIONS 29 SECTION 7.15. BINDING EFFECT 30 SECTION 7.16. NOTICES 30 APPENDIX 1 DESIGNATED DISPOSAL FACILITY APPENDIX 2 FORM OF HAULER ACKNOWLEDGMENT [delete depending on city] G.7.b Packet Pg. 68 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) WASTE DISPOSAL AGREEMENT THIS WASTE DISPOSAL AGREEMENT is made and dated as of the date indicated on the cover page hereof between the County of San Bernardino, a political subdivision of the State of California (the "County"), and the City designated on the cover page of this Agreement, a general law or charter city and political subdivision of the State of California (the "City"). RECITALS The County owns, manages and operates a sanitary landfill system for the disposal of municipal solid waste generated in the unincorporated area within the County and which it has made available for the disposal of municipal solid waste generated within cities located within the County (the "Disposal System"). The Disposal System currently includes 12 active landfills and is expected to consist of five active landfills upon implementation of the Solid Waste Partnership Strategy and Implementation Plan. The Disposal System is used for the disposal of municipal solid waste which is not composted, reused, recycled, transformed or otherwise diverted from landfill disposal, pursuant to the California Integrated Waste Management Act of 1989 (Division 30 of the California Public Resources Code). The Act, which mandates the diversion of 50% of waste from landfill disposal by 2000, has already reduced the volume of waste delivered to the landfills. The County wishes to enter into an agreement with the City to accept all of the City's municipal solid waste in the Disposal System for the term and subject to the provisions of this Agreement, and the City desires to use all legal and contractual powers it possesses to deliver or cause to be delivered the municipal solid waste generated within its boundaries to the Disposal System for the term of and subject to the provisions of this Agreement. The City, in the exercise of its police power and its powers under the Act, either (i) has entered into a franchise or other agreement with or issued permits or licenses to one or more private haulers for the collection and disposal of municipal solid waste generated within the City or (ii) collects municipal solid waste generated within the City in City owned and operated collection vehicles. The City has determined that the execution of this Agreement by the City will serve the public health, safety and welfare of the City by providing greater disposal rate stability, more predictable and reliable long-term disposal service, and the continuation of sound environmental management. The County has determined that the execution by the County of this Agreement will serve the public health, safety and welfare by providing a more stable, predictable and reliable supply of municipal solid waste and the resulting service payment revenue to the Disposal System, thereby enabling the County to plan, manage, operate and finance improvements to the Disposal System on a more prudent and sound long term, businesslike basis. Official action approving this Agreement and determining it to be in the public interest and authorizing its execution and delivery was duly taken by the County on the County authorization date indicated on the cover page hereof. Official action approving this Agreement and determining it to be in the public interest and authorizing its execution and delivery was duly taken by the City on the City authorization date indicated on the cover page hereof. 1 G.7.b Packet Pg. 69 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) It is, therefore, agreed as follows: 2 G.7.b Packet Pg. 70 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1. DEFINITIONS. As used in this Agreement, the following terms shall have the meanings set forth below. "Acceptable Waste" means all garbage, refuse, rubbish and other materials and substances discarded or rejected as being spent, useless, worthless or in excess to the owners at the time of such discard or rejection and which are normally disposed of by or collected from residential (single family and multi- family), commercial, industrial, governmental and institutional establishments which are acceptable at Class III landfills under Applicable Law (including, without limitation, the Legal Entitlements for each facility). "Act" means the California Integrated Waste Management Act of 1989 (Division 30 of the California Public Resources Code), as amended, supplemented, superseded and replaced from time to time. "Agreement" means this Waste Disposal Agreement between the County and the City as the same may be amended or modified from time to time in accordance herewith. "Appendix" means an appendix to this Agreement, as the same may be amended or modified from time to time in accordance with the terms hereof. "Applicable Law" means the Act, the San Bernardino County Code, CERCLA, RCRA, CEQA, any Legal Entitlement and any federal or state rule, regulation, requirement, guideline, permit, action, determination or order of any Governmental Body having jurisdiction, applicable from time to time to the siting, design, permitting, acquisition, construction, equipping, financing, ownership, possession, operation or maintenance of the Disposal System, the transfer, handling, transportation and disposal of Acceptable Waste, Unacceptable Waste, or any other transaction or matter contemplated hereby (including any of the foregoing which concern health, safety, fire, environmental protection, mitigation monitoring plans and building codes.). "Board" means the California Integrated Waste Management Board. "CEQA" means the California Environmental Quality Act, codified at Cal. Pub. Res. Code Section 21000 et seq. (West 1996) as amended or superseded, and the regulations promulgated thereunder. "CERCLA" means the Comprehensive Environmental Responsibility Compensation and Liability Act, 42 U.S.C.A. Section 9601 et seq. (West 1995 & Supp. 1996), as amended or superseded, and the regulations promulgated thereunder. "Change in Law" means any of the following events or conditions which has a material and adverse effect on the performance by the parties of their respective obligations under this Agreement (except for payment obligations), or on the siting, design, permitting, acquisition, construction, equipping, financing, ownership, possession, operation or maintenance of the Disposal System or other matters to which Applicable Law applies: (1) the enactment, adoption, promulgation, issuance, material modification or written change in administrative or judicial interpretation on or after the Commencement Date of any Applicable Law (other than Applicable Law enacted by the County); 3 G.7.b Packet Pg. 71 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) (2)the order or judgment of any Governmental Body (other than the County), on or after the Commencement Date, to the extent such order or judgment is not the result of willful or negligent action, error or omission or lack of reasonable diligence of the County or of the City, whichever is asserting the occurrence of a Change in Law; provided, however, that the contesting in good faith or the good faith decision not to contest any such order or judgment shall not constitute or be construed as such a willful or negligent action, error or omission or lack of reasonable diligence; or (3)the denial of an application for, delay in the review, issuance or renewal of, or suspension, termination, interruption, imposition of a new or more stringent condition in connection with the issuance, renewal or failure of issuance or renewal on or after the Commencement Date of any Legal Entitlement to the extent that such denial, delay, suspension, termination, interruption, imposition or failure materially and adversely interferes with the performance of this Agreement, if and to the extent that such denial, delay, suspension, termination, interruption, imposition or failure is not the result of willful or negligent action, error or omission or a lack of reasonable diligence of the County or of the City, whichever is asserting the occurrence of a Change in Law; provided, however that the contesting in good faith or the good faith decision not to contest any such denial, delay, suspension, termination, interruption, imposition or failure shall not be construed as such a willful or negligent action, error or omission or lack of reasonable diligence. "Change in Law" shall not include actions taken by Governmental Bodies to enforce requirements of Applicable Law. "City" means, as applicable, the city designated on the cover page of this Agreement and party to this Agreement. "City Acceptable Waste" means all Acceptable Waste which was originally discarded by the first generator thereof within the geographical limits of the City, and Residue from the foregoing (or Tonnage equivalencies of such Residues, as and to the extent provided in subsection 3.1(C) hereof). "Contract Date" means the date of delivery of this Agreement as executed by the parties hereto. "Contract Rate" has the meaning specified in Section 4.2 hereof. "Contract Year" means the fiscal year commencing on July 1 in any year and ending on June 30 of the following year. "Controllable Waste" means all City Acceptable Waste with respect to which the City has the legal or contractual ability to determine the disposal location therefor and which is: (1)Non-Diverted City Acceptable Waste; (2)not generated from the operations of the Governmental Bodies which, under Applicable Law, have the independent power to arrange for the disposal of the waste they generate (such as school districts and State correctional facilities); (3)not Residue excluded from the Waste Delivery Covenant pursuant to Section 3.1(C); (4)not inert materials, construction and demolition debris, green waste and other materials which can be disposed at landfills other than Class III landfills; and (5)collected and hauled by Franchise Haulers. 4 G.7.b Packet Pg. 72 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) "County" means the County of San Bernardino, a political subdivision of the State of California and party to this Agreement. "County Waste Management Enterprise Fund" means the waste management enterprise fund established and managed by the County pursuant to Section 25261 of the Government Code separate from its other funds and accounts for receipts and disbursements in connection with the Disposal System. "County-wide Recycling Services" has the meaning set forth in subsection 3.6(A) hereof. "Designated Disposal Facility" means the sanitary landfill or other facility operated by or for the County as part of the Disposal System which is designated in Appendix 1 hereto as the disposal location for Controllable Waste delivered to the County pursuant hereto as of the Commencement Date, or such other additional, alternate or replacement sanitary landfills or other disposal facilities as may be designated by the County as the Designated Disposal Facility (subject to the approval of the City) in accordance with Section 3.2 hereof. "Disposal Agreements" means each of the waste disposal agreements entered into between the County and any city within the County in accordance herewith. "Disposal Services" means the solid waste disposal services to be provided by the County pursuant to the Service Covenant and otherwise hereunder. "Disposal System" means all sanitary landfills and other solid waste transfer, transportation, storage, handling, processing and disposal facilities, now or at any time owned, leased, managed, operated by or under contract to the County for the acceptance, handling, processing and disposal of Acceptable Waste delivered by or on behalf of the City under this Agreement, including the Designated Disposal Facilities listed on Appendix 1 and any expansion thereof, all as more particularly described in the Solid Waste Partnership Strategy and Implementation Plan. "Disposal System Component" means any landfill, facility, structure, work, equipment, site or other real or personal property constituting a component part of the Disposal System. "Diverted City Acceptable Waste" means any otherwise Controllable Waste which is separated from Acceptable Waste by the generator thereof or by processing and which is "diverted" within the meaning of Section 40180 of the Public Resources Code. "Franchise Hauler" means any hauler or collector who provides Acceptable Waste collection services within the City pursuant to, or under authority granted by, a contract, franchise or other agreement with the City. The term Franchise Hauler includes the City itself if Acceptable Waste collection and transportation services are provided directly by City operated municipal collection service. "Governmental Body" means any federal, State, county, city or regional legislative, executive, judicial or other governmental board, agency, authority, committee, administration, court or other body, or any officer thereof acting within the scope of his or her authority. "Hazardous Substance" has the meaning given such term in the Resource Conservation and Recovery Act, 42 U.S.C. 6901 et seq., CERCLA, and all future amendments to either of them or as defined by California statute or by the California Environmental Protection Agency or the California Integrated Waste Management Board, or any of them. 5 G.7.b Packet Pg. 73 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) "Hazardous Waste" means (a) any waste which by reason of its quality, concentration, composition or physical, chemical or infectious characteristics may do either of the following: cause, or significantly contribute to, an increase in mortality or an increase in serious irreversible, or incapacitating reversible, illness, or pose a substantial threat or potential hazard to human health or the environment, or any waste which is defined or regulated as a hazardous waste, toxic substance, hazardous chemical substance or mixture, or asbestos under Applicable Law, as amended from time to time including, but not limited to: (1) the Resource Conservation and Recovery Act and the regulations contained in 40 CFR Parts 260-281; (2) the Toxic Substances Control Act (15 U.S.C. Sections 2601 et seq.) and the regulations contained in 40 CFR Parts 761-766; (3) the California Health and Safety Code, Section 25117 (West 1992 & Supp. 1996); (4) the California Public Resources Code, Section 40141 (West 1996); (5) CERCLA and regulations promulgated thereunder and (6) future additional or substitute Applicable Law pertaining to the identification, treatment, storage or disposal of toxic substances or hazardous wastes; or (b) radioactive materials which are source, special nuclear or by-product material as defined by the Atomic Energy Act of 1954 (42 U.S.C. Section 2011 et sea.) and the regulations contained in 10 CFR Part 40. "Imported Acceptable Waste" means Acceptable Waste that is generated outside of the geographical boundaries of the County and delivered to the Disposal System. "In-County Processing Facility" means any Processing Facility located within the geographical boundaries of the County, whether owned and/or operated by the County, any city, or private operator. "Independent Haulers" means those waste collection/hauler companies primarily engaged as a principal business in the collection and transportation of municipal solid waste generated in the County of San Bernardino and not under a franchise or other contract with a city in the County. "Term" has the meaning specified in Section 6.1(A) hereof. "Legal Entitlement" means all permits, licenses, approvals, authorizations, consents and entitlements of whatever kind and however described which are required under Applicable Law to be obtained or maintained by any person with respect to the Disposal System or the performance of any obligation under this Agreement or the matters covered hereby. "Legal Proceeding" means every action, suit, litigation, arbitration, administrative proceeding, and other legal or equitable proceeding having a bearing upon this Agreement. "Loss-and-Expense" means any and all loss, liability, obligation, damage, delay, penalty, judgment, deposit, cost, expense, claim, demand, charge, tax, or expense, including all fees and costs. "Out-of-County Processing Facility" means a Processing Facility located outside the geographical boundaries of the County. "Non-Diverted City Acceptable Waste" means all City Acceptable Waste other than Diverted City Acceptable Waste. "Overdue Rate" means the post-judgment rate of interest specified by the laws of the State. "Processing Facility" means any materials recovery facility, composting facility, intermediate processing center, recycling center, incinerator or other waste management facility to which City Acceptable Waste is delivered for processing prior to disposal. 6 G.7.b Packet Pg. 74 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) "Prohibited Medical Waste" means any medical or infectious waste prohibited or restricted under Applicable Law from being received by or disposed at the Disposal System. "Qualified Household Hazardous Waste" means waste materials determined by the Board, the Department of Health Services, the State Water Resources Control Board, or the Air Resources Board to be: (1)Of a nature that they must be listed as hazardous in State statutes and regulations; (2)Toxic/ignitable/corrosive/reactive; and (3)Carcinogenic/mutagenic/teratogenic; which are discarded from households as opposed to businesses. Qualified Household Hazardous Waste shall not include Unacceptable Waste. "Residue" means any material remaining from the processing in permitted solid waste facilities or other facilities, by any means and to any extent, of City Acceptable Waste or Diverted City Acceptable Waste. "Resource Conservation and Recovery Act" or "RCRA" means the Resource Conservation and Recovery Act, 42 U.S.C.A. Section 6901 et seq. (West 1983 & Supp 1989), as amended and superseded. "Self-Hauled Waste" means City Acceptable Waste collected and hauled by Self-Haulers. "Self-Hauler" means any person not engaged commercially in waste haulage who collects and hauls Acceptable Waste generated from residential or business activities conducted by such person. "Service Covenant" means the covenants and agreements of the County set forth in Sections 3.2 and 3.3 hereof. "State" means the State of California. "Term" shall mean the Term of this Agreement specified in Section 6.1. "Ton" means a "short ton" of 2,000 pounds. "Transfer Station" means any transfer station or other waste handling or management facility to which solid waste collected for the City is delivered for transfer, processing or transformation before disposal in the Disposal System. "Unacceptable Waste" means Hazardous Waste; Hazardous Substances; Prohibited Medical Waste; Qualified Household Hazardous Waste separated from Acceptable Waste (or otherwise identified by the County in loads otherwise containing Acceptable Waste); explosives, ordnance, highly flammable substances, and noxious materials and lead-acid batteries (except if delivered in minimal quantities); drums and closed containers; liquid waste, oil, human wastes; machinery and equipment from commercial or industrial sources, such as hardened gears, shafts, motor vehicles or major components thereof, agricultural equipment, trailers, marine vessels and steel cable; hot loads; and any waste which the Disposal System is prohibited from receiving under Applicable Law. "Uncontrollable Circumstance" means any act, event or condition affecting the Disposal System, the County, the City, or any of their Franchise Haulers, contractors or suppliers to the extent that 7 G.7.b Packet Pg. 75 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) it materially and adversely affects the ability of either party to perform any obligation under the Agreement (except for payment obligations), if such act, event or condition is beyond the reasonable control and is not also the result of the willful or negligent act, error or omission or failure to exercise reasonable diligence on the part of the party relying thereon as justification for not performing an obligation or complying with any condition required of such party under the Agreement; provided, however, that the contesting in good faith or the good faith decision not to contest such action or inaction shall not be construed as willful or negligent action or a lack of reasonable diligence of either party. Examples of Uncontrollable Circumstances are: (1)an act of God, landslide, lightning, earthquake, fire, explosion, flood, sabotage or similar occurrence, acts of a public enemy, extortion, war, blockade or insurrection, riot or civil disturbance; and (2)a Change in Law. It is specifically understood that none of the following acts or conditions shall constitute Uncontrollable Circumstances: (a) general economic conditions, interest or inflation rates, currency fluctuations or changes in the cost of fuel, the availability of commodities, supplies or equipment; (b) changes in the financial condition of the County, the City or any Subcontractor affecting their ability to perform their obligations; (c) the consequences of errors, neglect or omissions by the County, the City, or any Subcontractor of any tier in the performance of their obligations hereunder; (d) union work rules, requirements or demands which have the effect of increasing the number of employees employed in connection with the Disposal System or otherwise increase the cost to the County of operating and maintaining the Disposal System or providing the Disposal Services; (e) strikes, work stoppages or other labor disputes or disturbances occurring with respect to any activity performed or to be performed by the City or the County or any of the City's or County's Subcontractors in connection with the Disposal System or the Disposal Services; (1) any failure of any Subcontractor to furnish labor, materials, service or equipment for any reason (other than an Uncontrollable Circumstance); (g) equipment failure; (h) any impact of minimum wage law, prevailing wage law, customs or practices on the County's construction or operating costs; or (i) changing conditions in the local, regional, or national waste disposal market. "Unincorporated Area" means those portions of the County which are not contained within the jurisdictional boundaries of incorporated cities. "Waste Disposal Covenant" means the covenants and agreements of the City set forth in Section 3.1 hereof. SECTION 1.2. INTERPRETATION. In this Agreement, unless the context otherwise requires: (A)References Hereto. The terms "hereby", "hereof', "herein", "hereunder" and any similar terms are references to this Agreement, and the term "hereafter" means after, and the term "heretofore" means before, the Contract Date. (B)Gender and Plurality. Words of the masculine gender mean and include correlative words of the feminine and neuter genders and words importing the singular number mean and include the plural number and vice versa. (C)Persons. Words importing persons include firms, companies, associations, general partnerships, limited partnerships, trusts, business trusts, corporations and other legal entities, including public bodies, as well as individuals. 8 G.7.b Packet Pg. 76 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) (D)Headings. The table of contents and any headings preceding the text of the Articles, Sections and subsections of this Agreement shall be solely for convenience of reference and shall not constitute a part of this Agreement, nor shall they affect its meaning, construction or effect. (E)Entire Agreement. This Agreement contains the entire agreement between the parties hereto with respect to the transactions contemplated by this Agreement and, except as expressly provided otherwise herein, nothing in this Agreement is intended to confer on haulers or any other person other than the parties hereto and their respective permitted successors and assigns hereunder any rights or remedies under or by reason of this Agreement. (F)Counterparts. This Agreement may be executed in any number of original counterparts. All such counterparts shall constitute but one and the same Agreement. (G)Applicable Law. This Agreement shall be governed by and construed in accordance with the Applicable Laws of the State of California. (H)Accounting Terms. All accounting terms used but not specifically defined herein shall be construed in accordance with, all accounting determinations hereunder to be made shall be prepared in accordance with generally acceptable accounting principles applied on a consistent basis. (I)Severability. If any clause, provision, subsection, Section or Article of this Agreement shall be ruled invalid by any court of jurisdiction, then the parties shall: (1) promptly meet and negotiate a substitute for such clause, provision, subsection, Section or Article which shall, to the greatest extent legally permissible, effect the intent of the parties therein; (2) if necessary or desirable to accomplish item (1) above, apply to the court having declared such invalidity for a judicial construction of the invalidated portion of this Agreement; and (3) negotiate such changes in, substitutions for or additions to the remaining provisions of this Agreement as may be necessary in addition to and in conjunction with items (1) and (2) above to effect the intent of the parties in the invalid provision. The invalidity of such clause, provision, subsection, Section or Article shall not affect any of the remaining provisions hereof, and this Agreement shall be construed and enforced as if such invalid portion did not exist, unless such invalidity frustrates the underlying primary purpose of the Agreement. (J)Integration. This Agreement contains the entire agreement between the parties with respect to the transactions contemplated hereby. This Agreement shall completely and fully supersede all prior understandings and agreements between the Parties with respect to such transactions. (K)Recitals. The recitals to this Agreement are not intended to bind the parties hereto. In the event of a conflict between the recitals and the operative provisions of this Agreement, the operative provisions shall prevail. The recitals shall not be used to interpret the provisions of the Agreement. 9 G.7.b Packet Pg. 77 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) ARTICLE II REPRESENTATIONS AND WARRANTIES SECTION 2.1. REPRESENTATIONS AND WARRANTIES OF THE CITY. The City represents and warrants that: (A)Existence. The City is a general law or charter city validly existing under the Constitution and laws of the State. (B)Due Authorization. The City has duly authorized the execution and delivery of this Agreement, and this Agreement has been duly executed and delivered by the City. (C)No Conflict. Neither the execution nor the delivery by the City of this Agreement nor the performance by the City of its obligations hereunder nor the consummation by the City of the transactions contemplated hereby (1) conflicts with, violates or results in a breach of any Applicable Law or (2) conflicts with, violates or results in a breach of any term or conditions of any contract, agreement, franchise, judgment, instrument or decree to which the City is a party or by which the City or any of its properties or assets are bound, or constitutes a default under any such contract, franchise, judgment, decree, agreement or instrument. (D)No Litigation. There is no action, suit or other proceeding, at law or equity, before or by any court or Governmental Body pending or, to the City's best knowledge, threatened against the City in which an unfavorable decision, ruling or finding which would materially and adversely affect the validity of or enforceability of this Agreement or any other agreement or instrument to be entered into by the City in connection with the transactions contemplated hereby, or which would materially and adversely affect the performance by the City of its obligations hereunder or under any such other agreement or instrument. SECTION 2.2. REPRESENTATIONS AND WARRANTIES OF THE COUNTY. The County represents and warrants that: (A)Existence. The County is a political subdivision of the State of California validly existing under the Constitution and laws of the State. (B)Due Authorization. The County has duly authorized the execution and delivery of this Agreement, and this Agreement has been duly executed and delivered by the County. (C)No Conflict. Neither the execution nor the delivery by the County of this Agreement nor the performance by the County of its obligations hereunder nor the consummation by the County of the transactions contemplated hereby (1) conflicts with, violates or results in a breach of any Applicable Law or (2) conflicts with, violates or results in a breach of any term or conditions of any contract, agreement, franchise, judgment, instrument or decree to which the County is a party or by which the County or any of its properties or assets are bound, or constitutes a default under any such contract, franchise, judgment, decree, agreement or instrument. (D)No Litigation. There is no action, suit or other proceeding, at law or equity, before or by any court or Governmental Body pending or, to the County's best knowledge, threatened against the County in which an unfavorable decision, ruling or finding which would materially and adversely affect the validity of or enforceability of this Agreement or any other agreement or instrument to be entered into by the County in connection with the transactions contemplated hereby, or which would materially and 1 0 G.7.b Packet Pg. 78 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) adversely affect the performance by the County of its obligations hereunder or under any such other agreement or instrument. 11 G.7.b Packet Pg. 79 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) ARTICLE III DELIVERY AND ACCEPTANCE OF WASTE AND PROVISION OF DISPOSAL SERVICE SECTION 3.1. DELIVERY OF WASTE. (A) Waste Disposal Covenant. Subject to the occurrence of the Commencement Date and throughout the Term of this Agreement, the City shall exercise all legal and contractual power and authority which it may possess from time to time to deliver or cause the delivery of all Controllable Waste to the Disposal System in accordance herewith beginning on January 1, 1998. (B) Diverted City Acceptable Waste. The parties hereto acknowledge the responsibility of the City to meet the recycling and landfill diversion goals contained in the Act. Nothing in this Agreement is intended or shall be interpreted to prohibit or impair the ability of the City to meet or exceed such responsibilities, or to restrict the right of the residents, businesses or organizations in the City to practice source separation, source reduction, recycling, composting or other materials recovery activities, or to restrict the right of the City to conduct, sponsor, encourage or require such activities in any form. No reduction in the amount of Controllable Waste generated in the City and delivered to the Disposal System by or on behalf of the City which may result from any such source separation or recycling program (whether or not such program meets or exceeds the diversion requirements of the Act) shall cause the City any liability hereunder and shall not constitute a breach of this Agreement. [SECTION TO BE USED IF ALL WASTE CURRENTLY STAYS WITHIN COUNTY] (C) Waste Delivered to Transfer Station or Processing Facilities. Subject to the provisions of this Section, all Residue from any processing of Controllable Waste by materials recovery, composting, recycling or other means, performed at In-County Processing Facilities or Out-of-County Processing Facilities shall constitute Controllable Waste and be subject to the Waste Disposal Covenant. The County specifically acknowledges that the City shall have the right to deliver or cause the delivery of City Acceptable Waste to Out-of-County Processing Facilities, and that the City is not obligated to require that Residue from such Out-of-County Processing Facilities be delivered to the Disposal System, after final processing or re-processing of such Residue as long as such Residue from Out-of-County Processing Facilities does not exceed, in any Contract Year, the lesser of (i) 40% of the amount of City Acceptable Waste delivered to such Out-of-County Processing Facility in such Contract Year or (ii) 2% of the total amount of Controllable Waste generated in the City during such Contract Year. To the extent that Residue from the processing of Controllable Waste exceeds the amount specified in the preceding sentence, the City shall exercise all legal and contractual authority which it may possess from time to time to require that such excess Residue be delivered to the Disposal System, and shall include a requirement to that effect in any contracts, agreements or other arrangements for processing at Out-of-County Processing Facilities which it enters into or amends after the Contract Date. Where City Acceptable Waste is processed at an In-County or Out-of-County Processing Facility which concurrently processes other Acceptable Waste in a manner which produces commingled residue which cannot be traced to a geographic source, generic residues from such Processing Facility in Tonnage equal to the residues that would have been produced had City Acceptable Waste only been processed at the facility shall constitute Controllable Waste and be subject to the Waste Disposal Covenant (subject to the exclusion from Controllable Waste of the amounts of Residue from Out-of-County Processing Facilities specified in this Section 3.1(C).) Such generic residues shall be delivered to the Disposal System regularly, in approximately the same frequency as deliveries of City Acceptable Waste to the Processing Facility. (In making any determination of Residue attributable to the City, the City may rely on the reports or certifications of the owner or operator of the Transfer Station or Processing Facility.) [FOLLOWING SECTION TO BE USED IF WASTE CURRENTLY PROCESSED OUT-OF- COUNTY] 12 G.7.b Packet Pg. 80 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) (C) Waste Delivered to Transfer Station or Processing Facilities. Subject to the provisions of this Section, all Residue from any processing of Controllable Waste by materials recovery, composting, recycling or other means, performed at In-County Processing Facilities or Out-of-County Processing Facilities shall constitute Controllable Waste and be subject to the Waste Disposal Covenant. The County acknowledges that a portion of Controllable Waste, (i) the subject of a franchise, contract or other agreement which provides for the processing of such portion of Controllable Waste at an Out-of-County Processing Facility and (ii) was, as of July 1, 1997, and is, as of the Contract Date being actually delivered to an Out-of County Processing Facility pursuant to such franchise, contract or other agreement. With respect to the portion of Controllable Waste which is subject to the franchise, contract or other agreement described in this Section the City is not obligated to require that Residue from such Out-of-County Processing Facilities be delivered to the Disposal System, after final processing or re-processing of such Residue as long as such Residue from Out-of-County Processing Facilities does not exceed, in any Contract Year, the lesser of (i) 40% of the amount of City Acceptable Waste delivered to such Out-of-County Processing Facility in such Contract Year or (ii) 7% of the total amount of Controllable Waste generated in the City during such Contract Year. However, the City agrees that upon the expiration date of such franchise, contract or agreement (as such expiration date exists as of the Contract Date, without any renewal, amendment or modification thereof) the City will not be obligated to require that Residue from such Out-of-County Processing Facilities be delivered to the Disposal System, after final processing or re-processing of such Residue as long as such Residue from Out-of-County Processing Facilities does not exceed, in any Contract Year, the lesser of (i) 40% of the amount of City Acceptable Waste delivered to such Out-of-County Processing Facility in such Contract Year or (ii) 2% of the total amount of Controllable Waste generated in the City during such Contract Year To the extent that Residue from the processing of Controllable Waste exceeds the amount specified in this Section, the City shall exercise all legal and contractual authority which it may possess from to time to time to require that such excess Residue be delivered to the Disposal System, and shall include a requirement to that effect in any contracts, agreements or other arrangements for processing at Out-of-County Processing Facilities which it enters into or amends after the Contract Date. Where City Acceptable Waste is processed at an In-County or Out-of-County Processing Facility which concurrently processes other Acceptable Waste in a manner which produces commingled residue which cannot be traced to a geographic source, generic residues from such Processing Facility in Tonnage equal to the residues that would have been produced had City Acceptable Waste only been processed at the facility shall constitute Controllable Waste and be subject to the Waste Disposal Covenant (subject to the exclusion from Controllable Waste of the amounts of Residue from Out-of-County Processing Facilities specified this Section 3.1(C).) Such generic residues shall be delivered to the Disposal System regularly, in approximately the same frequency as deliveries of City Acceptable Waste to the Processing Facility. (In making any determination of Residue attributable to the City, the City may rely on the reports or certifications of the owner or operator of the Transfer Station or Processing Facility.) (D) Power to Obligate Waste Disposal and Comply with this Agreement. On or before January 1, 1998, (i) any City franchise, contract, lease, or other agreement which is lawfully in effect relating to or affecting Controllable Waste shall provide, or shall have been amended to provide, that the City shall have the right without material restriction on and after the January 1, 1998 to direct the delivery of all Controllable Waste to a disposal location selected by the City (whether or not such Controllable Waste is delivered to a transfer station as an intermediate step prior to landfill disposal) and otherwise to comply with its obligations under this Agreement with respect to Controllable Waste and Franchise Haulers, (ii) the City shall designate the Designated Disposal Site as the disposal location pursuant to such franchise, contract, lease or other agreement and (iii) the City's Franchise Hauler shall execute the Hauler Acknowledgment attached hereto as Appendix 2, pursuant to which the Franchise Hauler acknowledges the City's execution of this Agreement, and agrees to comply with the Waste Disposal Covenant. Throughout the Term of this Agreement the City (a) shall not enter into any franchise, contract, lease, agreement or obligation, issue any permit, license or approval, or adopt any ordinance, resolution or law which is materially inconsistent with 13 G.7.b Packet Pg. 81 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) the requirements of the Waste Disposal Covenant, and (b) shall maintain non-exclusive or exclusive franchises or other contractual arrangements (or collection through City owned and operated collection services) over any City Acceptable Waste which, as of the Contract Date, is subject to non-exclusive or exclusive franchise or other contractual arrangements. The City agrees that the County shall be a third party beneficiary of the obligation of Franchise Haulers to deliver Controllable Waste to the Disposal System, and may directly enforce such obligation through any legal or means available; provided, however, that such designation of the County as a third party beneficiary does not relieve the City of its obligations hereunder to enforce the waste delivery obligation of the Franchise Haulers. The City shall notify in writing each Franchise Hauler of the County's third party beneficiary rights. (E)Waste Flow Enforcement. The City, in cooperation with the County, shall establish, implement, carry out and enforce a waste flow enforcement program which is sufficient to assure the delivery of all Controllable Waste to the Disposal System pursuant to and in accordance with the Waste Disposal Covenant for disposal at the times and in the manner provided herein. The waste flow enforcement program shall consist of amending City franchises with all Franchise Haulers, to the extent required by this Section, and shall include in addition, to the extent necessary and appropriate in the circumstances to assure compliance with the Waste Disposal Covenant, but shall not be limited to: (1) licensing or permitting Franchise Haulers, upon the condition of compliance with the Waste Disposal Covenant, (2) providing for and taking appropriate enforcement action under any such franchise, license, or permit, such as but not limited to the suspension, revocation and termination of collection rights and privileges, the imposition of fines or collection of damages, and the exercise of injunctive relief against non-complying Franchise Haulers and (3) causing any Transfer Station to which Controllable Waste is delivered for processing to deliver certification, under the penalty of perjury, of the amounts of Controllable Waste received and Residue remaining from processing at such Transfer Station. The City acknowledges and agrees that in the event of a breach of the Waste Disposal Covenant by the City, the City shall pay the County an amount equal to 100% multiplied by the Contract Rate in effect at the time of such breach multiplied by the number of tons of Controllable Waste which were not delivered to the Disposal System as a result of the failure of the City to comply with the Waste Disposal Covenant. The parties recognize that if the City fails to meet its obligations hereunder, the County will suffer damages and that it is and will be impracticable and extremely difficult to ascertain and determine the exact amount of such damages. Therefore, the parties agree that the damages specified above represent a reasonable estimate of the amount of such damages, considering all of the circumstances existing on the date hereto, including the relationship of the sums to the range of harm to the County that reasonably could be anticipated and anticipation that proof of actual damages would be costly or inconvenient. In signing this Agreement, each party specifically confirms the accuracy of the statements made above and the fact that each party had ample opportunity to consult with legal counsel and obtain an explanation of this liquidated damage provision at the time that this Agreement was made. (F)Legal Challenges to Franchise System. The City shall use its best efforts to preserve, protect and defend (by diligent pursuit of claims through the trial court level) its right to exercise and comply with the Waste Disposal Covenant against any challenge thereto, legal or otherwise (including any lawsuits against the City or the County, whether as plaintiff or defendant), by a Franchise Hauler or any other person, based upon breach of contract, violation of law or any other legal theory. The City shall bear the cost and expense of any such Legal Proceeding or other challenge. In the event any such Legal Proceeding relating to the Waste Disposal Covenant or the City's exercise thereof establishes in a final determination that such covenant or exercise thereof is void, unlawful or unenforceable, or if any Franchise Hauler fails to deliver Controllable Waste to the Disposal System in breach of its franchise with the City on the grounds that a judicial determination made by any court or other Applicable Law has rendered its obligation to deliver Controllable Waste to the Disposal System void, unlawful or unenforceable on any legal grounds, with the result that actual waste deliveries of the City's Controllable Waste to the Disposal System in any Contract Year fall below 93% of the amount of the City's Controllable Waste delivered to the 14 G.7.b Packet Pg. 82 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) Disposal System during the preceding Contract Year, the County shall be entitled to terminate this Agreement upon 60 days prior written notice to the City. Such right of the County to terminate must be exercised within one year of the end of the Contract Year during which the delivery shortfalls described in this Section giving rise to the right to terminate occurred. Upon any termination by the County pursuant to the provisions of this Section, the obligations of the County pursuant to Section 7.3 hereof shall not apply to any Loss-and-Expense of the City which may arise from deliveries of waste to the Disposal System after such date of termination. (G)Franchise Haulers. The City shall compile and provide the County with the following information concerning all Franchise Haulers: name, address and phone number; identification number; area of collection and transportation; and franchise and permit terms. (H)Waste Information System. The City shall cooperate with the County in collecting information and otherwise monitoring Franchise Haulers in order to assure compliance with this Agreement. Such information may include, to the extent practicable, data pertaining to Controllable Waste collected, transported, stored, processed and disposed of Diverted City Acceptable Waste collected, transported, stored, processed and marketed or disposed of; Franchise Haulers' franchise, permit or license terms, collection areas, transportation routes and compliance with Applicable Law; and all other information which may reasonably be required by the County in connection with this Agreement. (I)City Actions Affecting County. The City agrees not to conduct any disposal services for Controllable Waste to be provided in competition with the Disposal Services provided by the County hereunder, and not to take or omit to take any action with respect to Controllable Waste or its collection, transportation, transfer, storage, treatment or disposal that may materially and adversely affect the County's ability to achieve such timely compliance. The County acknowledges that development by the City (or cooperation by the City in connection with the private development of) any materials recovery facility or transfer station located within or without the City shall not violate the provisions of this section as long as the ultimate disposal site for any Controllable Waste (or Residue therefrom) which is delivered to such materials recovery facility or transfer station is the Disposal System. Notwithstanding the foregoing, the City shall not be required to (i) approve or deny any permit or license or grant or refuse to grant any approval while exercising its police powers or (ii) waive, modify or otherwise limit in any manner the City's land use authority. No Right of Waste Substitution. Nothing in this Agreement shall authorize or entitle the City to deliver or cause the delivery to the Disposal System of Acceptable Waste originating from or generated outside the jurisdiction of the City, nor obligate the County to receive or dispose of any such Acceptable Waste. The City shall not assign in whole or in part its right to deliver or cause to be delivered Controllable Waste to the County hereunder, and shall not permit any Acceptable Waste originating from or generated outside the jurisdiction of the City to be substituted for Controllable Waste for any purpose hereunder. (K) Annexations and Restructuring. It is the intention of the parties that this Agreement and the obligations and rights of the City hereunder, including particularly the Waste Disposal Covenant and the Contract Rate, shall, to the extent permitted by Applicable Law (and subject to any rights of waste haulers operating in such areas prior to such annexation ), extend to any territory annexed by the City (or any territory with respect to which the City assumes solid waste management responsibility from a sanitary district or other public entity) and shall bind any successor or restructured Governmental Body which shall assume or succeed to the rights of the City under Applicable Law. 15 G.7.b Packet Pg. 83 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) SECTION 3.2. PROVISION OF DISPOSAL SERVICES BY THE COUNTY. (A) Service Covenant. Commencing January 1, 1998, the County shall provide or cause the provision of the service of (1) receiving and disposing of all Controllable Waste at the Designated Disposal Facility, (2) disposing in accordance with subsection 3.2(C) hereof of Controllable Waste which, at any time and for any reason, is in excess of the disposal capacity of the Designated Disposal Facility, and (3) in accordance with subsection 3.3(C) hereof, disposing of Unacceptable Waste inadvertently accepted at the Designated Disposal Facility. The County shall do and perform all acts and things which may be necessary or desirable in connection with its covenants in this subsection, including without limitation all planning, development, administration, implementation, construction, operation, maintenance, management, financing and contract work related thereto or undertaken in connection therewith. The County shall exercise all reasonable efforts to minimize the costs incurred in complying with the Service Covenant consistent with its responsibilities hereunder and under this Agreement, Applicable Law and prudent solid waste management practice and environmental considerations, so as to enable the County to provide the services hereunder at the Contract Rate. (B) Temporary Unavailability of Designated Disposal Facility: Provision of Transfer Capacity. The County shall immediately advise the City and Franchise Hauler by telephone and facsimile of any situation, event or circumstance which results in the partial or complete inability of the County to receive Controllable Waste at the Designated Disposal Facility, its effect on the County's ability to perform its obligations hereunder, and the County's best estimate of the probable duration. The County shall confirm such advice in writing within 24 hours of the occurrence of any such inability. The County shall use its best efforts to resume normal operation of the Designated Disposal Facility as soon as possible in accordance with subsection 3.2(C) hereof. In the event that, at any time during the term hereof, the County is unable to accept City Acceptable Waste for disposal at any particular Designated Disposal Facility for a period in excess of 14 consecutive days, it shall nonetheless provide sufficient transfer capacity at such Designated Disposal Facility, and shall accept for transfer and disposal City Acceptable Waste at such Designated Disposal Facility for the Contract Rate. In the event that the County cannot provide such transfer capacity, it shall be obligated to accept such City Acceptable Waste at another facility within the Disposal System and to reimburse the City for any increased transportation cost (including without limitation, equipment rental costs, overtime and increased fuel costs resulting from the unavailability of the Designated Disposal Facility) incurred by the City or the Franchise Haulers in transporting City Acceptable Waste to another disposal facility within the Disposal System. In the event that the County cannot provide disposal capacity at another facility within the Disposal System, it shall be obligated to reimburse the City for (i) any increased transportation cost (including without limitation, equipment rental costs, overtime and increased fuel costs resulting from the unavailability of the Designated Disposal Facility) incurred by the City or the Franchise Haulers in transporting City Acceptable Waste to any other disposal facility used by the City or Franchise Hauler and (ii) the amount, if any, by which the tipping fee at the alternative facility utilized by the City or Franchise Hauler (because of the unavailability of any facility within the Disposal System) exceeds the then current Contract Rate. The invoice shall include reasonable substantiation of the amount invoiced. (C) Termination by County in Certain Circumstances. In the event that the Designated Disposal Facility becomes unavailable pursuant to Section 3.2(B) for a period exceeding 14 days, the County shall have the right to terminate this Agreement pursuant to this Section. The County may exercise such right by providing 10 days prior written notice thereof to the City. In the event that the County exercises such right, the County shall be obligated to pay the City an amount equal to (i) any aggregate increased transportation cost (including without limitation, equipment rental costs, overtime and increased fuel costs resulting from the unavailability of the Designated Disposal Facility) reasonably expected to be incurred by the City or the Franchise Haulers in transporting City Acceptable Waste to any other disposal facility used by the City or Franchise Hauler for a period of one year following the date of termination and (ii) the aggregate amount, if any, by which the tipping fee at the alternative facility utilized by the City or Franchise Hauler (because of the unavailability of any facility within the Disposal System) is reasonably expected to exceed the then 16 G.7.b Packet Pg. 84 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) current Contract Rate for a period of one year following the date of termination. Such amounts shall be payable by the County within 60 days of the date of termination. (D)Change in Designated Disposal Facility by Mutual Consent. The Designated Disposal Facility has been initially designated in Appendix I hereto. The Designated Disposal Facility may be changed, and other Designated Disposal Facilities added, at any time with the mutual consent of the parties. (E)Change in Designated Disposal Facility at City Request. In the event the City wishes to change the Designated Disposal Facility to another Disposal System Component, the City shall provide written notice and the reasons therefor to the County, and shall indicate whether the requested change is permanent or temporary. The County shall consider any such request in good faith and provide a response to the City within 14 days, taking into account the reasons for the request, the County's obligations to other cities which have executed Disposal Agreements, the requirements of Applicable Law, and the implications of any such change for the Disposal System as a whole. The County shall honor any such request to the extent commercially practicable based on such considerations and the overall interests of the Disposal System. (F)Annual Notification of Remaining Disposal Capacity. At the end of each Contract Year, the City shall advise the County in writing as to the expected delivery levels of Controllable Waste during the next Contract Year, and the County shall submit to the City a statement specifying (1) the amount of disposal capacity at the Designated Disposal Facility expected to be available for use by the City during the next Contract Year; (2) the aggregate amount of Disposal System capacity expected to be available for use by the cities which have executed Disposal Agreements during the remaining Term of this Agreement; and (3) any plans the County may have with respect to redesignating the Designated Disposal Facility, increasing or decreasing the number of cities using the Designated Disposal Facility, or curtailing or expanding the use of the Designated Disposal Facility. The annual notification to be provided by the County pursuant to this Section shall also describe the status of any permits required with respect to the Designated Disposal Facility, including a description of (i) any permit revisions expected to be proposed by the County; and (ii) any abatement orders or other permit compliance or enforcement actions taken or proposed by Governmental Bodies. SECTION 3.3. COUNTY RIGHT TO REFUSE WASTE. (A) Right of Refusal. Notwithstanding any other provision hereof, the County may refuse delivery of: (1)Unacceptable Waste; and (2)Controllable Waste delivered at hours other than those provided in the facility operating permit. (B)Identification of Unacceptable Waste. The County shall have the right (but not the duty or the obligation) to inspect the vehicles of all Franchise Haulers delivering material to the Disposal System, and may require that the Franchise Hauler remove any Unacceptable Waste from such vehicle before it is unloaded. If the County determines that it is impractical to separate Controllable Waste from Unacceptable Waste in any vehicle, or if the Franchise Hauler delivering such waste is unwilling to make such separation, or if any vehicle is carrying waste which may spill or leak, then the County may reject the entire vehicle, and the County shall require that the Franchise Hauler shall forthwith remove or cause the removal of the entire delivery from the Disposal System. (C)Hazardous Waste and Hazardous Substances. The parties acknowledge that the Disposal System has not been designed or permitted, and is not intended to be used in any manner or to any 17 G.7.b Packet Pg. 85 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) extent, for the handling, transportation, storage or disposal of Hazardous Waste or Hazardous Substances. Neither the County nor the City shall countenance or knowingly permit the delivery of Hazardous Waste or Hazardous Substances to the Disposal System. (D)Disposal of Unacceptable Waste and Hazardous Waste. If Unacceptable Waste or Hazardous Waste is discovered in a vehicle at any landfill within the Disposal System, the driver of the vehicle will not be permitted to discharge the load. If a vehicle is observed unloading Unacceptable Waste or Hazardous Waste in the tipping area of a landfill within the Disposal System County personnel will use reasonable efforts to assure that such material has been characterized, properly secured and its disposition resolved. The return or reloading on to the delivery vehicle of any Hazardous Waste, Prohibited Medical Waste or other waste requiring handling or transportation shall be conducted in accordance with Applicable Law. Whenever Hazardous Waste is detected at any landfill within the Disposal System, the County shall take immediate action in accordance with Applicable Law. In addition, if the County inadvertently accepts Unacceptable Waste, it shall have the right to pursue any remedies which it may against the person delivering such Unacceptable Waste to recoup the cost of handling and properly disposing of such Unacceptable Waste. (E)Environmental Insurance. Prior to the Contract Date, the County will obtain insurance for potential CERCLA or other environmental liability of the Disposal System, in an amount equal to $10,000,000 with deductibles of: (i) $1,000,000 for events giving rise to coverage which events occurred prior to October 1, 1995 and (ii) $250,000 for events giving rise to coverage which events occurred on or after October 1, 1995. The County shall maintain comparable insurance throughout the term hereof so long as commercially available on reasonable terms, as determined in the reasonable discretion of the County risk manager. The County shall notify the City in the event that the County does not maintain the insurance described in this Section. SECTION 3.4. MISCELLANEOUS OPERATIONAL MATTERS. (A) Permit Revisions or Stipulated Orders. The County shall provide the City with any application of the County to revise the Legal Entitlements for the Designated Disposal Facility (or any draft or final stipulated notice and order relating to the Designated Disposal Facility which may be under consideration by the local enforcement agency with jurisdiction over the Designated Disposal Facility). Such applications shall be provided to the City concurrently with its submittal to the appropriate regulatory agency. (B) Scales and Weighing. The County shall operate and maintain permanent scales at the Disposal System in compliance with Applicable Law. The County shall weigh all vehicles delivering Controllable Waste by or on behalf of the City (whether or not the County accepts such waste) and prepare a daily weight record with regard to such delivery. (In the event that scales are temporarily unavailable, the County shall reasonably estimate the weight of Controllable Waste delivered by volume.) SECTION 3.5. OTHER USERS OF THE DISPOSAL SYSTEM. (A) Generally. The County shall have the right to enter into waste disposal agreements with other cities in the County, Sanitary Districts, Transfer Stations or Independent Haulers; provided, however, that in no event shall such agreements have terms and provisions more favorable than the terms and provisions of this Agreement (including but not limited to the Contract Rate and availability of disposal capacity) unless the County has first offered the City such more favorable contract (or amendments to this Agreement). (B) Receipt of Imported Acceptable Waste on a Contract Basis. The County shall have the right to enter into a contract or other agreement with any municipal or private non-County entity for the delivery of Imported Acceptable Waste on terms and conditions that the County determines to be necessary to ensure and enhance the viability of the Disposal System for the benefit of the County and the cities which 18 G.7.b Packet Pg. 86 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) have executed Disposal Agreements. The County shall not enter into any such arrangements if such arrangements would materially and adversely affect the ability of the County to receive and dispose of Acceptable Waste from the cities which have executed Disposal Agreements in accordance with the Disposal Agreements throughout the Term thereof. Any such agreements shall provide that, in the event there is insufficient capacity at the Designated Disposal Facility for both Controllable Waste and Imported Acceptable Waste, Controllable Waste shall have priority with respect to existing capacity. SECTION 3.6. COUNTY PROVISION OF WASTE DIVERSION SERVICES. (A) County-Wide Recycling Services. This Agreement does not require the County to provide for any source reduction, materials recovery, recycling, composting, or other waste diversion services by the County nor any payment therefor by the City, by Franchise Haulers or by ratepayers; provided, however, any County- Wide Recycling Services, or recycling services provided at any Designated Disposal Facility (such as providing drop boxes for wood waste, green waste or other recyclable materials delivered to such Designated Disposal Facility), may be funded through the County Waste Management Enterprise Fund. Any such recycling services may be expanded, contracted or modified by the County at any time in its sole discretion. (B) Separate City-County Diversion Service Agreements. Nothing in this Agreement is intended to limit the right of the County to enter into a separate agreement with the City or any other person to provide source reduction, materials recovery, recycling, composting or other waste diversion services. Any such program conducted by the County, whether in participation with the City, any other of the cities which have executed Disposal Agreements, other cities, Sanitary Districts, Transfer Stations, Independent Haulers, Unincorporated Area or non-County entity, shall be operated, managed and accounted for as a program separate and distinct from the Disposal Services program contemplated by the Disposal Agreements and shall not be funded through the general revenues of the Disposal System. (C) Diversion Programs in Unincorporated Areas. To the extent the County implements diversion or other related programs in the Unincorporated Area of the County, the cost of such diversion programs shall be paid by the residences and businesses receiving the benefit of such diversion programs, and shall not be payable from the revenues of the Disposal System. 19 G.7.b Packet Pg. 87 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) ARTICLE IV CONTRACT RATE SECTION 4.1. CHARGING AND SECURING PAYMENT OF CONTRACT RATE. The City acknowledges that the County shall have the right to charge and collect a Contract Rate for the acceptance and disposal of Controllable Waste delivered to the System by any Franchise Hauler. The Contract Rate shall be calculated and established, and may be modified, as provided in Section 4.2 hereof. In addition, the City acknowledges that the County shall have the right to establish as part of the operating rules and regulations reasonable measures to secure the payment of all Contract Rates. Notwithstanding Section 4.2(A), the County shall have the right to impose special charges for the receipt of hard to handle materials, such as bulky materials, construction and demolition debris, tires and sludge. Such special charges shall be calculated to reflect the reasonable incremental costs to the County of accepting such hard to handle materials. SECTION 4.2. CONTRACT RATE. (A) Generally. Effective January 1, 1998, the Contract Rate payable by each Franchise Hauler shall be $28.50 per ton, subject to potential adjustment necessary to reflect the circumstances set forth below: (i)increased costs incurred by the County (in excess of available insurance proceeds) due to the occurrence of one or more Uncontrollable Circumstances, including Changes in Law; and (ii)escalation during the Term of this Agreement calculated in accordance with Section 4.2 (B). Prior to adjusting the Contract Rate as a result of any of the circumstances described in Section 4.2(A)(i), the County shall utilize the following remedy: reduce the costs of operating the Disposal System to the extent practicable. Any adjustments to the Contract Rate permitted by this Section 4.2(A)(i) shall be calculated by the County to reflect the actual costs or expenses of addressing the circumstance or circumstances pursuant to which the adjustment is authorized, and shall also reflect, where applicable, the then remaining capacity in the Disposal System. Such adjustment may not reflect circumstances other than the circumstances described in Section 4.2(A)(i). (B) Calculation of Escalation. For purposes of Section 4.2(A)(ii), the Contract Rate shall be adjusted in accordance with the formula described in this Section each July 1 during the term hereof, commencing July 1, 1999. The adjustment shall be calculated in accordance with the following formula: Contract Rate = Fixed Portion + [Escalating Portion x Index] Where, Fixed Portion = $10.87 Escalating Portion = $17.63 Index = Price Index, which shall be determined in accordance with the following formula I .7[PPI I/PP12]+.3[EI I/EI2] 20 G.7.b Packet Pg. 88 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) PPII The Producer Price Index, Industrial Commodities, as published by the United States Department of Labor Statistics in the publication Producer Price Indices, Table 6, for the month of February in the year the adjustment is being made (e.g., the first adjustment will use the February, 1999 value) PPI, = Producer Price Index, Industrial Commodities for the month of February, 1998 ET, = Employment Cost Index, Compensation, Private Industry Workers, as published by the United States Department of Labor Statistics in the publication Monthly Labor Review, Table 22 for the last quarter of the year preceding the year the adjustment is being made (e.g., the first adjustment will use the last quarter, 1998 value) EI2 = Employment Cost Index, Compensation, Private Industry Workers established for the last quarter of 1997 If the Employment Cost Index or Producer Price Index are no longer published, or are otherwise unavailable, then the Cost of Living Adjustment shall be determined by using standard official statistics measuring changes to, respectively, labor costs and cost of materials, as the parties shall mutually agree. (C) Procedure for Rate Adjustments. In the event the County determines that it is entitled to an adjustment of the Contract Rate pursuant to Section 4.2(A)(i), it shall utilize the procedures described in this Section 4.2(C). The County shall be required to provide the City with at least 60 days prior written notice of the adjustment, which notice shall identify the specific event(s) or circumstances which require the adjustment. The notice shall also specify the earliest date on which the County Board of Supervisors shall consider the proposed adjustment. At least 45 days prior to such meeting of the Board of Supervisors, the County shall provide the City with a report which shall contain the following information: a description of the specific event(s) or circumstances which require the adjustment; a description (including cost estimates) of any activities (which may include, but not be limited to capital improvements to the Disposal System) required in order to remedy such event or circumstance; certification by the County that it has implemented the remedy described in Section 4.2 prior to requiring the rate adjustment; and a description of the methodology used by the County to calculate the adjustment to the Contract Rate (hereinafter the "County Report"). In the event the City disputes the adjustment, it shall provide the County with a written description of the reason for the dispute at least 10 days prior to the meeting of the Board of Supervisors identified in the initial notice of the County (hereinafter the "City Report"). The City Report shall be provided to the Board of Supervisors for consideration at such meeting in connection with the proposed rate adjustment. At any time from and after the date that the County provides the City with the County Report, upon the request of either party, the City and County shall meet and confer in good faith to resolve any dispute that may arise regarding the proposed adjustment to the Contract Rate. In the event the Board of Supervisors approves all or a portion of the proposed rate adjustment, such rate adjustment shall become effective on the date identified in the initial notice sent by the County, but subject to potential reimbursement pursuant to Section 4.2(D). (D) Challenges to Rate Adjustment. In the event that the City challenges a Rate Adjustment made pursuant to Section 4.2(A) and a court of applicable jurisdiction determines that any portion of the County's adjusted Contract Rate was improperly imposed, the County shall, within 30 days of the date of the statement of decision, reimburse to the City the amount improperly imposed, together with interest 21 G.7.b Packet Pg. 89 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) calculated at the Overdue Rate. Such reimbursement may be made in the form of a reduction in the Contract Rate for a future period reasonably calculated to provide full reimbursement of the amounts described above. SECTION 4.3. RESPONSIBILITY FOR PAYMENT OF THE CONTRACT. (A) Payment by City. In the event and to the extent (1) the City uses municipai collection forces directly for the haulage of Controllable Waste to the Disposal System or (2) the City uses non-municipal Franchise Haulers for collection but nonetheless elects to pay the Contract Rate from City revenues, the City shall have direct responsibility for payment of the Contract Rate, and shall take all such budgetary, appropriation and other action as may be necessary to provide for the timely payment of the Contract Rate. Such action may include, depending upon the means authorized by the City to provide for such payment, the levy and collection of general or special taxes, the imposition of benefit assessments, or the collection of user fees, generator charges or other similar impositions for municipal solid waste disposal. The City shall use best efforts in accordance with Applicable Law to levy and impose all such taxes, assessments, fees or charges, and will take all steps, actions and proceedings for the enforcement, collection and payment of all such amounts which shall become delinquent, to the full extent permitted by Applicable Law. To the extent provided in Section 7.5 hereof, the obligation of the City for such Contract Rate or Transfer Rates shall be limited to amounts in the City's Solid Waste Enterprise Fund. From the Commencement Date to the date of expiration or termination of this Agreement, the obligation of the City to pay the Contract Rate or Transfer Rate, to the extent the City rather than Franchise Haulers is responsible directly for payment and provided that the Service Covenant has been complied with, shall be absolute and unconditional and shall not be subject to delay or diminution by reason of set-off, abatement, counterclaim, existence of a dispute or otherwise. The obligation of the City hereunder shall be limited in all circumstances to amounts available in any enterprise fund created by the City for solid waste management purposes, and there shall be no recourse hereunder against the City's general fund or other funds not related to solid waste management purposes for amounts owed by the City hereunder. (B)Payment by Franchise Haulers. With respect to Controllable Waste delivered by Franchise Haulers other than City municipal collection forces, the obligation to pay the Contract Rate shall rest with such Franchise Haulers and not with the City and, unless the City has agreed with the County to be responsible for Franchise Hauler payments, the City shall not be financially responsible for any delay or failure by such Franchise Hauler to pay the Contract Rate or any portion thereof when due. In the event of any such failure, the County and the City shall cooperate with each other and use their best efforts to obtain timely payment. Such efforts by the County may include, as appropriate, requiring cash payments for disposal rights from such Franchise Hauler and bringing a legal proceeding for payment and damages. Such efforts by the City shall include, as appropriate, legal proceedings to suspend, revoke or terminate the Franchise Hauler's franchise, permit or license rights. (C)Disputes. If the City or the Franchise Hauler disputes any amount billed by the County in any Billing Statement, the City or the Franchise Hauler shall nonetheless pay undisputed amounts identified on such Billing Statement and shall provide the County with written objection within 30 days of the receipt of such Billing Statement indicating the amount that is being disputed and providing all reasons then known to the City or the Franchise Hauler for any objection to or disagreement with such amount. The County shall then respond to such written objection (providing additional documentation substantiating the amount disputed if applicable) within 30 days of receipt of the written objection. If the City or the Franchise Hauler and the County are not able to resolve such dispute within 30 days after the County's response, either party may pursue appropriate legal remedies. In addition, in the event of nonpayment by the City or Franchise Hauler, as applicable, the County shall have the right to discontinue any credit arrangements it may have had with the City or Franchise Hauler, and require cash payment for subsequent deliveries. 22 G.7.b Packet Pg. 90 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) SECTION 4.4. BILLING OF THE CONTRACT RATE. The County shall continue to bill Contract Rate after January 1, 1998, in the same manner as it has customarily billed tipping fees. Subject to the other provisions of this Agreement, the County shall have the right to modify or amend such manner of billing on reasonable notice to affected parties. SECTION 4.5. SOLID WASTE DISPOSAL FEE OPTION. Notwithstanding the other provisions of this Article IV, City shall have the option to adopt the following procedure: City agrees that it or its Franchise Hauler will pay the then current Solid Waste Disposal Fee (which Fee is, at this time, set forth in Section 16.0222 of the County Code), as same may be amended from time to time, relative to the City's Controllable Waste delivered to the Disposal System. In turn, the City will receive a monthly payment from the County equal to the product of: the City's Controllable Waste delivered to the Disposal System for the month in question multiplied by the difference between the then current Solid Waste Disposal Fee and the then current Contract Rate (as the Contract Rate is determined under the provisions of this Agreement). City acknowledges that the County shall have the right to establish as part of the operating rules and regulations reasonable measures to secure the payment of all Solid Waste Disposal Fees. Further, all references to "Contract Rate" in Sections 4.3 and 4.4 shall be deemed to refer to the Solid Waste Disposal Fee. City shall elect the option set forth in this Section 4.5 by notifying the County of such election as provided in Section 7.16. The election shall be effective on the first day of the second month following receipt of the notice by County. 23 G.7.b Packet Pg. 91 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) ARTICLE V BREACH, ENFORCEMENT AND TERMINATION SECTION 5.1. BREACH: REMEDIES. The parties acknowledge that the money damages provided hereunder may not be adequate to compensate either party for the other party's nonperformance. The parties agree that in the event either party breaches any obligation under this Agreement or any representation made by either party hereunder is untrue in any material respect, the other party shall have the right to take any action at law or in equity (including actions for injunctive relief, mandamus and specific performance) it may have to enforce the payment of any amounts due or the performance of any obligations to be performed hereunder. Neither party shall have the right to terminate this Agreement except as provided in Section 3.1(F), Section 3.2(C), Section 5.2 and Section 5.3 hereof or as otherwise provided in this Agreement. SECTION 5.2. CITY CONVENIENCE TERMINATION. The City shall have the right to terminate this Agreement in its sole discretion, for its convenience and without cause at any time during the Term hereof upon 90 days' written notice to the County. If the City exercises its rights to terminate the Agreement pursuant to this Section, the City shall pay the County a termination fee equal to (x) $14.25 multiplied by (y) the amount of Controllable Waste delivered to the Disposal System during the prior Contract Year multiplied by (z) remaining term of the Waste Disposal Agreement, stated in years (assuming such termination for convenience did not occur). Upon any termination by the City pursuant to the provisions of this Section, the obligations of the County pursuant to Section 7.3 hereof shall not survive such termination, notwithstanding Section 6.1(B). SECTION 5.3. TERMINATION. (A) By City. Except as expressly provided herein, the City shall have no right to terminate this Agreement for cause except in the event of the repeated failure or refusal by the County substantially to perform any material obligation under this Agreement unless such failure or refusal is excused by an Uncontrollable Circumstance; except that no such failure or refusal shall give the City the right to terminate this Agreement for cause under this subsection unless: (1)The City has given prior written notice to the County stating that a specified failure or refusal to perform exists which will, unless corrected, constitute a material breach of this Agreement on the part of the County and which will, in its opinion, give the City the right to terminate this Agreement for cause under this subsection unless such breach is corrected within a reasonable period of time, and (2)The County has neither challenged in an appropriate forum (in accordance with Section 5.6) the City's conclusion that such failure or refusal to perform has occurred or constitutes a material breach of this Agreement nor corrected or diligently taken steps to correct such breach within a reasonable period of time not more than 90 days from the date of the notice given pursuant to clause (1) of this subsection (but if the County shall have diligently taken steps to correct such breach within such reasonable period of time, the same shall not constitute a breach giving rise to the right of termination for as long as the County is continuing to take such steps to correct such breach). (B) By County. Except as expressly provided herein, the County shall have no right to terminate this Agreement for cause except in the event of the repeated failure or refusal by the City substantially to perform any material obligation under this Agreement unless such failure or refusal is excused by an Uncontrollable Circumstance; except that no such failure or refusal shall give the County the right to terminate this Agreement for cause under this subsection unless: 24 G.7.b Packet Pg. 92 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) (1)The County has given prior written notice to the City stating that a specified failure or refusal to perform exists which will, unless corrected, constitute a material breach of this Agreement on the part of the City and which will, in its opinion, give the County right to terminate this Agreement for cause under this subsection unless such breach is corrected within a reasonable period of time, and (2)The City has neither challenged in an appropriate forum (in accordance with Section 5.6 the County's conclusion that such failure or refusal to perform has occurred or constitutes a material breach of this Agreement nor corrected or diligently taken steps to correct such breach within a reasonable period of time not more than 90 days from the date of the notice given pursuant to clause (1) of this subsection (but if the City shall have diligently taken steps to correct such breach within such reasonable period of time, the same shall not constitute a breach giving rise to the right of termination for as long as the City is continuing to take such steps to correct such breach). SECTION 5.4. NO WAIVERS. No action of the County or the City pursuant to this Agreement (including, but not limited to, any investigation or payment), and no failure to act, shall constitute a waiver by either party of the other party's compliance with any term or provision of this Agreement. No course of dealing or delay by the County or the City in exercising any right, power or remedy under this Agreement shall operate as a waiver thereof or otherwise prejudice such party's rights, powers and remedies. No single or partial exercise of (or failure to exercise) any right, power or remedy of the County or the City under this Agreement shall preclude any other or further exercise thereof of the exercise of any other right, power or remedy. SECTION 5.5 DAMAGES. (A) City. In the event that the City terminates the Agreement pursuant to Section 5.3(A), the County shall be obligated to pay to the City as damages the amount by which the City's reasonably expected cost of transporting and disposing of City Acceptable Waste (for a period commencing on the date of termination and ending one year after such date of termination) exceeds the aggregate Contract Rate that would have been payable with respect to such City Acceptable Waste had the County met its obligations hereunder and the Agreement had not been terminated. (B) County. In the event that the County terminates the Agreement pursuant to Section 5.3(B), the City shall pay the County as damages an amount equal to the Contract Rate in effect at the time of such termination multiplied by the number of tons of City Acceptable Waste delivered to the Disposal System during the preceding twelve months. SECTION 5.6. FORUM FOR DISPUTE RESOLUTION. It is the express intention of the parties that all legal actions and proceedings related to this Agreement or to the Disposal System or to any rights or any relationship between the parties arising therefrom shall be solely and exclusively initiated and maintained in courts of the State of California having appropriate jurisdiction. 25 G.7.b Packet Pg. 93 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) ARTICLE VI TERM SECTION 6.1. EFFECTIVE DATE AND TERM. (A) Term. This Agreement shall become effective, shall be in full force and effect and shall be legally binding upon the City and the County from the Contract Date and shall continue in full force and effect until the fifteenth anniversary of the Contract Date, unless earlier terminated in accordance with its terms. (B) Survival; Accrued Rights. The rights and obligations of the parties hereto pursuant to Sections 3.1(E), 5.1, 5.3, 5.5, 7.2, 7.3, 7.5, 7.7, 7.8, 7.9, and 7.10 hereof shall survive the termination or expiration of this Agreement, and no such termination or expiration shall limit or otherwise affect the respective rights and obligations of the parties hereto accrued prior to the date of such termination or expiration provided, however, that Section 7.3 shall not survive if the termination of the Waste Disposal Agreement is due to the occurrence of an Event of Default on the part of the City. At the end of the Term of this Agreement, all other obligations of the parties shall terminate. 26 G.7.b Packet Pg. 94 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) ARTICLE VII GENERAL PROVISIONS SECTION 7.1. OPERATION AND MAINTENANCE OF THE DISPOSAL SYSTEM. The County, at its cost and expense through the County Solid Waste Enterprise Fund, shall at all times operate, or cause to be operated, the Disposal System in accordance with Applicable Law and the operating rules and regulations of the County. SECTION 7.2. UNCONTROLLABLE CIRCUMSTANCES GENERALLY. (A) Performance Excused. Except as otherwise specifically provided in this Agreement, neither the County nor the City shall be liable to the other for any failure or delay in the performance of any obligation under this Agreement (other than any payment at the time due and owing) to the extent such failure or delay is due to the occurrence of an Uncontrollable Circumstance. (B)Notice. Mitigation. The party experiencing an Uncontrollable Circumstance shall notify the other party by telecommunication or telephone and in writing, on or promptly after the date the party experiencing such Uncontrollable Circumstance first knew of the commencement thereof, followed within 15 days by a written description of (1) the Uncontrollable Circumstance and the cause thereof (to the extent known), (2) the date the Uncontrollable Circumstance began and the cause thereof, its estimated duration, the estimated time during which the performance of such party's obligations hereunder will be delayed, (3) the estimated amount, if any, by which the Contract Rate may need to be adjusted as a result of such Uncontrollable Circumstance, (4) its estimated impact on the other obligations of such party under this Agreement and (5) potential mitigating actions which might be taken by the County or City and any areas where costs might be reduced and the approximate amount of such cost reductions. Each party shall provide prompt written notice of the cessation of such Uncontrollable Circumstance. Whenever such act, event or condition shall occur, the party claiming to be adversely affected thereby shall, as promptly as reasonably possible, use its best efforts to eliminate the cause therefor, reduce costs and resume performance under this Agreement. In addition, with respect to Changes in Law, the County shall diligently contest any such changes the imposition of which would have a material adverse impact on the Disposal System. While the delay continues, the County or City shall give notice to the other party, before the first day of each succeeding month, updating the information previously submitted. (C)Impact on Contract Rate. If and to the extent that Uncontrollable Circumstances interfere with, delay or increase the cost to the County of meeting its obligations hereunder and providing Disposal Services to the cities which have executed Disposal Agreements in accordance herewith, the County shall be entitled to an increase in the Contract Rate as provided in Section 4.2 herein or an extension in the schedule for performance equal to the amount of the increased cost or the time lost as a result thereof. The proceeds of any insurance available to meet any such increased cost shall be applied to such purpose prior to any determination of cost increases payable under this subsection. Any cost reductions achieved through the mitigating measures undertaken by the County pursuant to subsection 7.2(B) hereof upon the occurrence of an Uncontrollable Circumstance shall be reflected in a reduction of the amount by which the Contract Rate would have otherwise been increased or shall serve to reduce the Contract Rate to reflect such mitigation measures, as applicable. SECTION 7.3. INDEMNIFICATION. The County shall indemnify, defend with competent counsel reasonably selected by the County, protect and hold harmless City, its officers, employees and assigns from and against all Loss-and-Expense, including natural resources damages, injuries, costs, response, assessment, remediation and removal costs, losses, demands, debts, liens, liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, penalties and expenses (including but not limited to attorneys' and expert witness fees and costs incurred in connection with defending against 27 G.7.b Packet Pg. 95 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) any of the foregoing or in enforcing this indemnity) of any kind whatsoever paid, incurred or suffered by, or asserted against, City or its officers or employees arising from or attributable to any repair, cleanup or detoxification, or preparation and implementation of any removal, remedial, response, closure or other plan (regardless of whether undertaken due to governmental action) or replacement or restoration of natural resources arising from or related to Hazardous Substance or Hazardous Wastes or petroleum products at any place where County transfers, stores or disposes of municipal solid waste pursuant to this agreement, or the County's activities pursuant to this Agreement which result in a release or threatened release of Hazardous Substances or Hazardous Wastes or petroleum products into the environment. The foregoing indemnity is intended to operate as an agreement pursuant to but not limited to Section 107(e) of the Comprehensive Environmental Response, Compensation and liability Act ("CERCLA"). 42 U.S.C. Section 9607(e), and California Health and Safety Code Section 25364, to defend, protect, hold harmless and indemnify City from liability. This indemnity shall not apply to willful, deliberate or grossly negligent delivery by the City of Hazardous Substances or Hazardous Waste to the Disposal System. This indemnity shall also not apply with respect to (i) vehicle accidents or other waste delivery activities or (ii) to any Hazardous Substances, Hazardous Waste, petroleum product or other Unacceptable Waste not accepted for disposal in the Disposal System. The City agrees that the County may provide counsel to jointly represent itself, the City and any and all other parties who disposed of waste in the Disposal System. The City hereby agrees to waive, in writing, any conflict, actual or apparent, created by the joint representation of such parties pursuant to this indemnity. The City also hereby agrees to cooperate fully and completely with the County and with counsel provided by the County in resolving any legal matter that arises pursuant to this indemnity. The City further agrees that the County has complete discretion in the conduct of any matter to which this indemnity applies, and may resolve or settle such matters to which this indemnity applies in its sole discretion without the permission or approval of the City. The County agrees that it will not bring any action against the City claiming or alleging that the City has any responsibility for matters, actions or liabilities within the scope of the indemnity provided above. SECTION 7.4. RELATIONSHIP OF THE PARTIES. Neither party to this Agreement shall have any responsibility whatsoever with respect to services provided or contractual obligations or liabilities assumed by the other party hereto, whether accrued, absolute, contingent or otherwise, or whether due or to become due. The County is an independent contractor of the City and nothing in this Agreement shall be deemed to constitute either party a partner, agent or legal representative of the other party or to create any fiduciary relationship between the parties. SECTION 7.5. LIMITED RECOURSE. (A) To the City. Except in the event the City has not established or maintained a City Solid Waste Enterprise Fund, no recourse shall be had to the general funds or general credit of the City for the payment of any amount due the County hereunder, or the performance of any obligation incurred hereunder, including any Loss-and-Expense of any nature arising from the performance or non-performance of the City's obligations hereunder. The sole recourse of the County for all such amounts shall be to the funds held in any such Solid Waste Enterprise Fund. All amounts held in any City Solid Waste Enterprise Fund shall be held for the uses permitted and required thereby, and no such amounts shall constitute property of the County. The City shall make adequate provision in the administration of any City Solid Waste Enterprise Fund for the payment of any amount or the performance of any obligation which may be due hereunder. (B) To the County. No recourse shall be had to the general funds or general credit of the County for the payment of any amount due the City hereunder, or the performance of any obligation incurred hereunder, including any Loss-and-Expense of any nature arising from the performance or non- performance of the County's obligations hereunder. The sole recourse of the City for all such amounts shall be to the funds held in the County Solid Waste Enterprise Fund in accordance with the terms of this Agreement. All amounts held in the County Solid Waste Enterprise Fund shall be held for the uses permitted 28 G.7.b Packet Pg. 96 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) and required thereby, and no such amounts shall constitute property of the City. The County shall make adequate provision in the administration of the County Solid Waste Enterprise Fund for the payment of any amount or the performance of any obligation which may be due hereunder. SECTION 7.6. PRE-EXISTING RIGHTS AND LIABILITIES. Except as specifically set forth herein, nothing in this Agreement is intended to affect, release, waive or modify any rights, obligations or liabilities which any party hereto may have to or against the other party as of the Contract Date relating to the disposal of waste in the Disposal System or any other related matter. SECTION 7.7. NO VESTED RIGHTS. The City shall not acquire any vested property, license or other rights in the Disposal System by reason of this Agreement. SECTION 7.8. LIABILITY FOR COLLECTION. TRANSPORTATION AND PROCESSING. Any liability incurred by the City as a result of collecting Acceptable Waste or processing it for diversion from landfill, or as a result of causing, franchising, permitting, licensing, authorizing or arranging any of the foregoing, shall be its sole liability, except as expressly otherwise provided herein. SECTION 7.9. NO CONSEQUENTIAL OR PUNITIVE DAMAGES. In no event shall either party hereto be liable to the other or obligated in any manner to pay to the other any special, incidental, consequential, punitive or similar damages based upon claims arising out of or in connection with the performance or non-performance of its obligations or otherwise under this Agreement, or the material inaccuracy of any representation made in this Agreement, whether such claims are based upon contract, tort, negligence, warranty or other legal theory. SECTION 7.10. AMENDMENTS. Neither this Agreement nor any provision hereof may be changed, modified, amended or waived except by written agreement duly authorized and executed by both parties. SECTION 7.11. NOTICE OF LITIGATION. Each party shall deliver written notice to the other of any Legal Proceeding to which it is a party and which questions the validity or enforceability of this Agreement executed by the City or the County or any Legal Entitlement issued in connection herewith. SECTION 7.12. FURTHER ASSURANCES. At any and all times the City and the County so far as may be authorized by law shall pass, make, do, execute, acknowledge and deliver any and every such further resolutions, acts, deeds, conveyances, instruments, assignments, transfers and assurances as may be necessary or reasonably requested by the other in order to give full effect to this Agreement. SECTION 7.13. ASSIGNMENT OF AGREEMENT. Neither this Agreement nor any of the rights or obligations hereunder may be assigned by either party hereto without the prior written consent of the other party, which may be withheld in the other party's sole discretion. Notwithstanding the foregoing, that either party may assign this Agreement to another successor public entity, subject to the reasonable consent of the other party. In such circumstances the party not requesting the assignment shall have the right to demand assurances of the financial, technical and legal ability of the proposed assignee to undertake the responsibilities and obligations of the assigning party. SECTION 7.14. INTEREST ON OVERDUE OBLIGATIONS. Except as otherwise provided herein, all amounts due hereunder, whether as damages, credits, revenue or reimbursements, that are not paid when due shall bear interest at the Overdue Rate on the amount outstanding from time to time, on the basis of a 365-day year, counting the actual number of days elapsed, and all such interest accrued at any time shall, to the extent permitted by Applicable Law, be deemed added to the amount due, as accrued. 29 G.7.b Packet Pg. 97 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) SECTION 7.15. BINDING EFFECT. This Agreement shall bind and inure to the benefit of the parties hereto and any successor or assignee acquiring an interest hereunder consistent with the provisions of Section 7.13 hereof. SECTION 7.16. NOTICES. Any notice or communication required or permitted hereunder shall be in writing and sufficiently given if delivered in person or sent by certified or registered mail, postage prepaid, to the notice address of the respective parties set forth on the cover page of this Agreement. Changes in the respective addresses to which such notices may be directed may be made from time to time by any party by notice to the other party. 30 G.7.b Packet Pg. 98 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) By an, B d of Supervisors Date FEB 2 4 1998 ' Date January 22, 1998 sors , California IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized officers or representatives as of the day and year first above written. COUNTY OF SAN BERNARDINO SIGNED AND CERTIFIED THAT A COPY OF THIS CONTRACT HAS BEEN DELIVERED TO THE CHAIRMAN OF THE BOARD Date FEB 2 4 1998 98-107 Byrn R. Matteson, Mayor Ci y of Grand Terrace APPROVED AS TO FORM: COUNTY COUNSEL SAN B RDING COQ Y, CALIFORNIA Date 02 31 G.7.b Packet Pg. 99 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) APPENDIX 1 DESIGNATED DISPOSAL FACILITY G.7.b Packet Pg. 100 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) DESIGNATED DISPOSAL FACILITY The designated disposal facility for the City of Grand Terrace is the Colton Sanitary Landfill. G.7.b Packet Pg. 101 At t a c h m e n t : O r i g i n a l S B C O W D A - 1 9 9 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) AMENDMENT NO. 8 TO THE WASTE DISPOSAL AGREEMENT On February 24, 1998, the City of Grand Terrace (“City”) and the County of San Bernardino (“County”) entered into a Waste Disposal Agreement (“WDA”). The parties hereby amend the WDA, on the Effective Date as provided herein, by their respective execution of this agreement (hereinafter “Amendment’). Recitals A. The parties have previously entered into the following amendments to the WDA. Amendment No. 1 to the WDA was to correct the designated disposal facilities for the City. Amendment No. 2 was to implement the “Article 19 Solid Waste” component of the County’s waste management system and define the City’s share of that revenue. Amendment No. 3 was to increase the annual maximum limits of “Article 19 Solid Waste” in the County landfill system. Amendment No. 4 allowed the County to charge the fee of $10.00 per ton (prorated) for identified controllable waste of the City (e.g., roll off container trucks and other County/City vehicles such as pickups and dump trucks) and have such waste subject to being processed in the recycling program. Amendment No. 5 allowed the County to calculate the annual cost of living adjustment earlier in the calendar year. Amendment No. 6 extended the end date of the WDA to June 30, 2016. Amendment No. 7 extended the term of the WDA to June 30, 2021, applied an annual fixed WDA renewal discount adjustment of $0.82 per ton for the term of the WDA, and allowed the County to enter into agreements to accept in-County waste from non-WDA users of the Disposal System at a rate lower than the WDA Contract Rate in exchange for sharing the net revenue generated from those agreements. B. In connection with the ongoing administration of the WDA, the parties have determined it is now in their best interests to change the termination date to June 30, 2026. C. This change in the termination date will assist both the City and the County in planning for future fiscal years’ budgeting of solid waste disposal services and costs. D. The parties have determined it is in their best interests to reset the WDA Contract Rate to $38.00 per ton, effective July 1, 2021, adjusted annually according to the WDA. NOW THEREFORE, in consideration of the forgoing recitals and the following covenants and promises the Parties agree as follows: 1. Amended Section 4.2 CONTRACT RATE. (A) Generally. This section is amended in its entirety to read: SECTION 4.2. CONTRACT RATE. (A) Generally. Effective July 1, 2021, the Contract Rate payable by each Franchise Hauler shall be $38.00 per ton, subject to potential adjustment necessary to reflect the circumstances set forth below: (i) increased costs incurred by the County (in excess of available insurance proceeds) due to the occurrence of one or more Uncontrollable Circumstances, including Changes in Law; and (ii) escalation during the Term of this Agreement calculated in accordance with Section 4.2(B). Prior to adjusting the Contract Rate as a result of any of the circumstances described in Section 4.2(A)(i), the County shall utilize the following remedy: reduce the costs of operating the Disposal System to the extent practicable. Any adjustments to the Contract Rate permitted by Section 4.2(A)(i) shall be calculated by the County to reflect the actual costs or expenses of addressing the circumstance or circumstances pursuant G.7.c Packet Pg. 102 At t a c h m e n t : A G R - P W - W a s t e 6 - 2 2 - 2 1 G r a n d T e r r a c e W D A A m e n d 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) to which the adjustment is authorized, and shall also reflect, where applicable, the then remaining capacity in the Disposal System. Such adjustment may not reflect circumstances other than the circumstances described in Section 4.2(A)(i). 2. Amended Section 4.2. CONTRACT RATE. (B) Calculation of Escalation. This section is amended in its entirety to read: SECTION 4.2. CONTRACT RATE. (B) Calculation of Escalation. For purposes of Section 4.2(A)(ii), the Contract Rate shall be adjusted in accordance with the formula described in this Section each July 1 during the term hereof, commencing July 1, 2022. The adjustment shall be calculated in accordance with the following formula: Contract Rate = Fixed Portion + [Escalating Portion x Index] Where, Fixed Portion = $10.87 Escalating Portion = $27.13 Index = Price Index, which shall be determined in accordance with the following formula: I = .7[PPI1/PPI2] +.3[EI1/EI2] PPI1 = The Producer Price Index, Industrial Commodities Commodity Data, as published at the United States Department of Labor, Bureau of Labor Statistics web site, Series ID WPU03 thru 15 for the month of September in the year prior to the year for which the adjustment is being made (e.g., the adjustment effective July 1, 2011 will use the September 2010 value) PPI2 = Producer Price Index, Industrial Commodities Commodity Data for the month of September, 1997 EI1 = Employment Cost Index, Total Compensation, Private Industry All Workers, as published at the United States Department of Labor, Bureau of Labor Statistics web site, Series ID: CIU2010000000000I for the last quarter of the year preceding the year for which the adjustment is being made (e.g., the adjustment effective July 1, 2011 will use the third quarter, 2010 value) EI2 = Employment Cost Index, Compensation, Private Industry All Workers, as published at the United States Department of Labor, Bureau of Labor Statistics web site, Table 3, established for the third quarter of 1997. Effective July 1, 2022, and each July 1 thereafter during the term of the Agreement, the Contract Rate adjustment will be calculated as provided above, except that an annual fixed WDA renewal discount adjustment of $0.82 per ton will be applied after the annual Cost of Living Adjustment (COLA) adjustment. If at any time either the Employment Cost Index or the Producer Price Index is no longer published, or are otherwise unavailable, then the COLA shall be determined by using standard official statistics measuring changes to, respectively, labor costs and cost of materials, as the parties shall mutually agree. 3. Amended Section 6.1 EFFECTIVE DATE AND TERM. (A) Term. This section is amended in its entirety to read: G.7.c Packet Pg. 103 At t a c h m e n t : A G R - P W - W a s t e 6 - 2 2 - 2 1 G r a n d T e r r a c e W D A A m e n d 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) SECTION 6.1. EFFECTIVE DATE AND TERM. (A) Term. This Agreement shall become effective, shall be in full force and effect and shall be legally binding upon the City and the County from the Contract Date and shall continue in full force and effect until June 30, 2026, unless earlier terminated in accordance with its terms. 4. Effective Date. This Amendment shall be effective if and only when all fifteen cities/towns listed on Exhibit A have each adopted and executed a counterpart of this Amendment No. 8 (the amendment number may differ for each city/town listed on Exhibit A) and such amendment has been adopted and executed by the County on or before June 30, 2021. In all events, the conditions in the forgoing sentence shall occur otherwise this Amendment No. 8 shall be null and void and without any effect whatsoever. 5. This Amendment may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, and such counterparts shall together constitute one and the same Amendment. The parties shall be entitled to sign and transmit an electronic signature of this Amendment (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. Each party providing an electronic signature agrees to promptly execute and deliver to the other party an original signed Amendment upon request. 6. No other amendments. Except as modified in this Amendment (or in any prior Amendment(s)) all other terms and conditions of the WDA, including without limit those contained in any prior Amendment, shall remain in full force and effect. / / / / / / / / / / / / / / / / / / / / / / / / / / / / / / / / / / / G.7.c Packet Pg. 104 At t a c h m e n t : A G R - P W - W a s t e 6 - 2 2 - 2 1 G r a n d T e r r a c e W D A A m e n d 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized officers or representatives as of the day and year first above written. Approved as to Legal Form Reviewed for Contract Compliance Reviewed/Approved by Department Jolena Grider, Deputy County Counsel Andy Silao, P.E. Brendon Biggs, Director Date Date Date COUNTY OF SAN BERNARDINO City of Grand Terrace (Print or type name of corporation, company, contractor, etc.) By Curt Hagman, Chairman, Board of Supervisors (Authorized signature - sign in blue ink) Dated: Name SIGNED AND CERTIFIED THAT A COPY OF THIS (Print or type name of person signing contract) DOCUMENT HAS BEEN DELIVERED TO THE CHAIRMAN OF THE BOARD Title Lynna Monell Clerk of the Board of Supervisors of the County of San Bernardino (Print or Type) By Dated: Deputy Address 22795 Barton Road Grand Terrace, CA 92313 G.7.c Packet Pg. 105 At t a c h m e n t : A G R - P W - W a s t e 6 - 2 2 - 2 1 G r a n d T e r r a c e W D A A m e n d 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) EXHIBIT A CITIES/TOWNS WITH A WASTE DELIVERY AGREEMENT WITH THE COUNTY OF SAN BERNARDINO OFFERED THIS AMENDMENT JUNE 2021 FOR AN AGREEMENT END DATE OF JUNE 30, 2026 1. ADELANTO 2. APPLE VALLEY 3. BARSTOW 4. BIG BEAR LAKE 5. COLTON 6. FONTANA 7. GRAND TERRACE 8. HESPERIA 9. HIGHLAND 10. LOMA LINDA 11. RIALTO 12. TWENTYNINE PALMS 13. VICTORVILLE 14. YUCAIPA 15. YUCCA VALLEY G.7.c Packet Pg. 106 At t a c h m e n t : A G R - P W - W a s t e 6 - 2 2 - 2 1 G r a n d T e r r a c e W D A A m e n d 8 ( W a s t e D i s p o s a l A g r e e m e n t - A m e n d m e n t N o . 8 ) AGENDA REPORT MEETING DATE: June 8, 2021 Council Item TITLE: Introduction of the FY2021-22 Proposed Budget PRESENTED BY: Terry Shea, Interim Finance Director RECOMMENDATION: 1. Review the Proposed Budget for Fiscal Year 2021-22; and 2. Begin budget deliberations for the Proposed Budget for Fiscal Year 2021-22 on June 15, 2021. 2030 VISION STATEMENT: This staff report supports City Council Goal #1 “Ensure our Fiscal Viability” through the continuous monitoring of revenue receipts and expenditure disbursements against approved budget appropriations. BACKGROUND: In prior years, staff has submitted, for City Council’s review and approval, the proposed budget for the upcoming year. Once approved, this document has served as the City’s financial plan for the following year and acts as the basis for budgetary control. For Fiscal Year (FY) 2020-21, City Council approved a one-year budget, with any adjustments submitted for the FY2020-21 budget, during the current year. The City moved towards multi-year budgeting prior to the FY 2020-21 but shifted back to the annual budget process due to the COVID-19 (novel coronavirus) pandemic, staff thought it prudent and recommended to City Council that the City return to a one-year budget process as it is difficult to project any revenues during this uncertainty. It is the City’s hope that when this crisis is over and the City can resume its regular business activities, staff will return to the submittal of a two-year budget for City Council review and approval. The shift back to an annual budget allows the City to: 1. Improve financial management. 2. Greater flexibility to respond to our confusing and uncertain environment. 3. Greater ability to shift resources because of service level demands and 4. Quickly Reallocation and redeploy resources. DISCUSSION: G.8 Packet Pg. 107 The initial financial forecasts from state economic development forecasters lead many cities to believe that over $7,000,000,000 would be withdrew out of local economies. Grand Terrace, like many other cities across the state and nation prepared to experience a significant fiscal crisis. However, all local economies are not the same and alternative to brick-and-mortar retail sales proved to be a viable option for Americans. Grand Terrace’s existing economic infrastructure was uniquely positioned to weather the economic challenges of COVID-19. The strengths and weaknesses in the City’s Revenue and Expenditures for FY 2020-21 are clearly defined: Strengths Weaknesses Revenue Sales Taxes Franchise Fees License Fees Redevelopment Property Tax Trust Fund Expenses Salary Benefits Professional Services Utilities Unfunded Accrued Liability The major revenues in the City of Grand Terrace increased during COVID-19, primarily because of consumer demand at food and drug stores. In addition, demand for building and construction supplies remained brisk. Retail sales, along with license fees and collection of franchise fees, are projected to lead to a positive outcome for FY 2020-21. The weakness in FY 2020-21 economic positions stems from a state appellate court case ( City of Chula Vista v. Sandoval, et al) which redistributes property tax in a manner which reduces the City’s annual property tax allocation by approximately $600,000 annually, as long as the City continues to holds Redevelopment Agency (RDA) Assets or operates the RDA replacement agency (Successor Agency). GENERAL FUND FISCAL YEAR 2020-21 Table 1 reflects the FY2020-21 Year-End Revenue and Expenditure projections. Table 1 City of Grand Terrace FY 2020-21 General Fund Revenue and Expenditure Report 2020-21 2020-21 Adj Budget 05-21-21 Projections 06-08-2021 Revenues G.8 Packet Pg. 108 City of Grand Terrace FY 2020-21 General Fund Revenue and Expenditure Report 2020-21 2020-21 Adj Budget 05-21-21 Projections 06-08-2021 Property Tax $2,082,593 $2,257,080 Residual Receipts - RPTTF $1,798,163 $1,483,046 Proceeds from Sale of Property $0 $0 Franchise Fees $445,000 $620,000 Licenses, Fees & Permits $329,090 $363,330 Sales Tax $750,000 $970,000 Intergovernmental Revenue/Grants $20,000 $30,549 Charges for Services $100,300 $125,311 Fines & Forfeitures $70,000 $64,806 Miscellaneous $0 ($5,004) Use of Money & Property $67,500 $34,260 Wastewater Receipts $318,349 $318,349 Transfers In $0 $0 Residual Receipts - Sr Ctr $0 $0 Gas Tax $0 $0 Total Revenues $5,980,995 $6,260,727 Salaries $1,094,006 $1,084,765 Benefits $1,118,326 $965,636 Materials & Supplies $190,956 $186,446 Professional/Cont. Services $3,573,740 $3,618,510 Equipment $0 $0 Lease of Facility/Equipment $19,323 $17,514 Utilities $143,858 $162,009 Overhead Cost Allocation ($81,950) ($81,950) Capital Projects $213,419 $113,402 Debt Service $0 $0 Transfers Out $139,750 $113,300 Total Expenditures $6,411,428 $6,179,632 Revenues $5,980,995 $6,260,727 Expenditures ($6,411,42 8) ($6,179,63 2) Use of Fund Balance ($430,433) $81,095 G.8 Packet Pg. 109 FISCAL YEAR 2021-22 The City continues to receive optimistic sales tax projections that build on the success from prior and current year sales tax growth. Staff continues to meet with our property and sales tax consultants (HdL) to monitor quarterly sales tax trends. The strengths and weaknesses in the FY 2021-22 budget are transparent, which requires strategies to capitalize on the strengths and overcome the weaknesses. Strengths Weaknesses Revenue Sales Taxes Franchise Fees License Fees (Development) Property Tax Growth Liquidation of Assets Expenses Salary Benefits Professional Services Utilities Revenues: 1. Sales Tax projections: HdL projected higher sales tax revenues for FY2021-22 in the amount of $988,000 and 2. Property Tax projections: Were provided by HdL as if the Successor Agency has been dissolved with no RPTTF funds being received; and 3. Included in General Fund revenues is $1,770,000 for the sale of two properties located at 22582 City Center Court and 22273 Barton Road. Expenditures: 1. The General Fund must absorb the Child Care’s portion of the unfunded accrued liability (UAL), plus the annual increase added by CalPERS to the UAL. The total UAL for FY2021-22 which includes the Child Care’s portion is $523,523. 2. For the Sheriff’s Department the City Council approved a Contract extension with a 2.777% increase at its May 11, 2021 Council Meeting. The Contract amount is $2,269,316 but staff budgeted it at $2,353,940 to be more in line with the prior year increases. The increase is $145,948. 3. General Fund Maintenance of Effort: The City receives Measure “I” funds (1/2 cent sales tax collected throughout San Bernardino County for transportation improvements - $248k) and Road Maintenance and Rehabilitation Program (RMRP) funds ($239k) into the RMRA Fund for use on local street and road systems. The term “Maintenance of Effort” (MOE) generally refers to a requirement placed upon state and federally funded grant programs that requires local cities and counties to maintain general fund spending for streets and roads G.8 Packet Pg. 110 either through a certain percentage or formula, which may include the local agency’s history of past spending on street rehabilitation and/or maintenance. 4. The FY2021-22 Budget includes the addition of five full-time employees, one part- time position and two interns. Table 2 summarizes the FY2021-22 Proposed Budget: City of Grand Terrace FY 2021-22 Proposed General Fund Revenue and Expenditure Report 2021-22 Proposed 06-08-2021 Revenues Property Tax $3,989,040 Residual Receipts - RPTTF $176,900 Proceeds from Sale of Property $1,798,700 Franchise Fees $620,000 Licenses, Fees & Permits $490,500 Sales Tax $988,000 Intergovernmental Revenue/Grants $31,220 Charges for Services $141,100 Fines & Forfeitures $66,300 Miscellaneous $0 Use of Money & Property $34,660 Wastewater Receipts $318,349 Transfers In $0 Residual Receipts - Sr Ctr $0 Gas Tax $0 Total Revenues $8,654,269 Expenditures by Department Salaries $1,552,512 Benefits $1,149,757 Materials & Supplies $224,770 Professional/Contractual Services $3,662,458 Equipment $0 Lease of Facility/Equipment $19,600 Utilities $176,448 Overhead Cost Allocation ($84,950) Capital Projects $0 Debt Service $0 Transfers Out $105,000 G.8 Packet Pg. 111 City of Grand Terrace FY 2021-22 Proposed General Fund Revenue and Expenditure Report 2021-22 Proposed 06-08-2021 Total Expenditures $6,805,595 Revenues $8,654,269 Expenditures ($6,805,595) Fund Balance $1,848,674 While the revenue and expenses of FY 2021-22 significantly exceed those in the prior year, staff’s goal is to return to pre-COVID-19 staffing levels to ensure we can operate and maintain city facilities that allow residents to fully utilize the assets of the community. The projected Fund Balance is equal to or more than the revenue received from the liquidation of assets, this is consistent with the City Council’s policy to not fund ongoing expenses with one-time revenue. G.8 Packet Pg. 112 CITY-WIDE PROPOSED FY2021-22 BUDGET The total Proposed Budget for FY2021-22 is $10,267,918 in revenues and $9,175,136 in expenditures. The City’s Proposed Budget, which is presented for City Council’s review and consideration, • Supports the City’s mission, vision, core values and goals by preserving and protecting the community and its exceptional quality of life; and PROPOSED BUDGET BY FUND FY 2021-22 The next two tables show the Citywide Proposed Revenues and Expenditure budgets by fund: Table 3 (Proposed Revenues) City of Grand Terrace FY 2021-22 Proposed Revenue Summary by Fund 2019-20 2019-20 2020-21 2020-21 2020-21 Fun d Type Adjusted Budget Actuals Adjusted Budget Year-End Projections Proposed Budget GENERAL FUNDS 10 GENERAL FUND $5,977,197 $6,480,870 $5,980,995 $6,260,727 $8,654,269 61 COMMUNITY BENEFITS FUND $20,000 $20,377 $20,000 $10,094 $20,000 62 LIGHT UP GRAND TERRACE $10,000 $13,006 $10,000 $5,535 $10,000 63 GT ILLEGAL FIREWORKS ENFORCEMENT $500 $6 $0 $1 $250 64 PUBLIC SAFETY FUND $0 $326 $0 $105 $0 69 COMMUNITY DAY FUND $0 $0 $0 $0 $0 68 40TH YEAR BIRTHDAY CELEBRATION FND $39,300 $22,947 $8 $0 $0 70 EQUIP REPLACEMENT RESERVE FUND $0 $15 $0 $4 $0 DEVELOPMENT IMPACT FEES (DIF) 11 STREET FUND $48,000 $92,272 $48,000 $6,827 $88,000 12 STORM DRAIN FUND $13,250 $4,231 $13,250 $935 $800 13 PARK FUND $69,400 $2,254 $69,400 $304 $800 19 FACILITIES FUND $20,000 $36,675 $20,000 $3,016 $20,600 SPECIAL REVENUE FUNDS 14 SLESF (AB3229 COPS) $156,330 $157,324 $100,050 $157,161 $160,000 G.8 Packet Pg. 113 City of Grand Terrace FY 2021-22 Proposed Revenue Summary by Fund 2019-20 2019-20 2020-21 2020-21 2020-21 Fun d Type Adjusted Budget Actuals Adjusted Budget Year-End Projections Proposed Budget 15 AIR QUALITY IMPROVEMENT FUND $58,000 $12,255 $58,000 $15,877 $15,500 16 GAS TAX FUND $610,600 $636,402 $650,800 $599,028 $614,200 17 TRAFFIC SAFETY FUND $6,000 $5,314 $6,000 $3,903 $4,000 20 MEASURE "I" FUND $193,000 $254,068 $193,000 $255,833 $248,600 25 SPRING MOUNTAIN RANCH $3,000 $223,598 $3,000 $2,326 $53,000 26 LNDSCP & LGTG ASSESSMENT DIST $19,440 $46,483 $47,648 $48,522 $57,325 67 PUBLIC, EDUCATIONAL & GOVT ACCESS $21,500 $23,180 $21,500 $17,637 $19,300 76 EIFD - ENHANCED INFRAST FIN DIST $0 $0 $0 $0 $0 90 COVID-19 FEMA REIMBURSEMENT FUND 30,300 $0 $153,425 $153,425 $0 ENTERPRISE FUND 21 WASTEWATER DISPOSAL FUND $10,000 $38,590 $10,000 $2,021 $4,000 GRANT FUNDS 22 CDBG - COMM DEV BLOCK GRANT $47,876 $33,982 $47,876 $35,020 $69,934 65 SENIOR BUS PROGRAM FUND $54,566 $57,611 $37,450 $20,789 $118,340 66 CAL RECYCLE GRANT $5,000 $1,073 $5,000 $5,023 $0 73 ACTIVE TRANSPORTATION PRGRM FUND $100,000 $0 $100,000 $0 $0 74 HIGHWAY SAFETY IMPROV PROGRAM $510,000 $0 $185,000 $36,200 $44,000 77 SO CAL INCENTIVE PROJ (SCIP) GRANT $185,000 $178,900 $0 $0 $0 SUCCESSOR AGENCY 31 S/A RDA REVENUE FUND $2,065,200 $292,285 $2,065,200 $301,438 $0 32 S/A CAPITAL PROJECTS FUND $33,100 $11,113 $33,100 $0 $0 33 S/A DEBT SERVICE FUND $2,032,100 $18,282,143 $2,032,100 $0 $0 36 2011 TABS A & B BOND PROCEEDS $0 $79,832 $0 $615 $0 CAPITAL PROJECT FUNDS 45 CIP - COMMERCE WAY $0 $12,628 $0 $0 $0 46 CAPITAL IMPROVEMENTS - STREETS $543,400 $139,177 $445,000 $144 $0 47 CAP.PRJ. BARTON/COLTON BRIDGE $0 $1,186 $0 $0 $0 48 CAPITAL PROJECTS FUND $0 $1,971 $0 $0 $0 49 CAPITAL PROJECTS FUND- PARKS $100,000 $102,946 $100,000 $796 $0 G.8 Packet Pg. 114 City of Grand Terrace FY 2021-22 Proposed Revenue Summary by Fund 2019-20 2019-20 2020-21 2020-21 2020-21 Fun d Type Adjusted Budget Actuals Adjusted Budget Year-End Projections Proposed Budget 52 HOUSING AUTHORITY $50,000 $14,206 $50,000 $7,186 $65,000 95 DOG PARK ENDOWMENT FUND $0 $0 $0 $115 $0 $13,032,059 $27,279,246 $12,506,802 $7,337,139 $10,1267,91 8 Table 4 (Proposed Expenditures) City of Grand Terrace FY 2021-22 Proposed Expense Summary by Fund 2019-20 2019-20 2020-21 2020-21 2020-21 Fund Type Adjusted Budget Actuals Adjusted Budget Year-End Projections Proposed Budget GENERAL FUNDS 10 GENERAL FUND $6,273,121 $6,106,120 $6,411,428 $6,179,632 $6,805,595 61 COMMUNITY BENEFITS FUND $15,000 $7,997 $10,000 $1,385 $20,000 62 LIGHT UP GRAND TERRACE $10,000 $13,535 $10,000 $5,915 $10,000 63 GT ILLEGAL FIREWORKS ENFORCEMENT $500 $236 $250 $0 $250 64 PUBLIC SAFETY FUND $0 $0 $0 $0 $0 69 COMMUNITY DAY FUND $0 $0 $0 $0 $0 68 40TH YEAR BIRTHDAY CELEBRATION FND $0 $0 $0 $18 $0 70 EQUIP REPLACEMENT RESERVE FUND $0 $0 $0 $0 $0 DEVELOPMENT IMPACT FEES (DIF) 11 STREET FUND $445,000 $40,457 $0 $0 $0 12 STORM DRAIN FUND $50,000 $0 $0 $0 $0 13 PARK FUND $100,000 $100,000 $0 $0 $0 19 FACILITIES FUND $100,000 $0 $60,425 $60,425 $0 SPECIAL REVENUE FUNDS 14 SLESF (AB3229 COPS) $156,350 $157,274 $150,000 $150,000 $160,000 15 AIR QUALITY IMPROVEMENT FUND $58,000 $54,353 $13,000 $5,000 $13,000 16 GAS TAX FUND $607,880 $527,925 $558,000 $431,984 $722,075 17 TRAFFIC SAFETY FUND $0 $0 $4,000 $0 $4,000 G.8 Packet Pg. 115 City of Grand Terrace FY 2021-22 Proposed Expense Summary by Fund 2019-20 2019-20 2020-21 2020-21 2020-21 Fund Type Adjusted Budget Actuals Adjusted Budget Year-End Projections Proposed Budget 20 MEASURE "I" FUND $193,000 $28,432 $250,000 $53,090 $119,272 25 SPRING MOUNTAIN RANCH $0 $7,200 $50,000 $5,720 $50,000 26 LNDSCP & LGTG ASSESSMENT DIST $19,440 $16,183 $48,584 $16,139 $66,009 67 PUBLIC, EDUCATIONAL & GOVT ACCESS $21,500 $0 $21,500 $62 $21,500 76 EIFD - ENHANCED INFRAST FIN DIST $0 $8,100 $5,000 $5,000 $0 90 COVID-19 FEMA REIMBURSEMENT FUND $0 $4,725 $0 $0 $0 ENTERPRISE FUND 21 WASTEWATER DISPOSAL FUND $10,000 $88,570 $7,000 $0 $0 GRANT FUNDS 22 CDBG - COMM DEV BLOCK GRANT $58,592 $53,725 $69,934 $30,638 $69,934 65 SENIOR BUS PROGRAM FUND $54,566 $67,316 $159,915 $63,075 $121,067 66 CAL RECYCLE GRANT $5,000 $937 $5,000 $0 $0 73 ACTIVE TRANSPORTATION PRGRM FUND $99,810 $0 $0 $0 $0 74 HIGHWAY SAFETY IMPROV PROGRAM $509,690 $21,685 $497,064 $417,508 $44,000 77 SO CAL INCENTIVE PROJ (SCIP) GRANT $185,000 $185,000 $0 $0 $0 SUCCESSOR AGENCY 31 S/A RDA REVENUE FUND $2,065,200 $1,527,676 $301,438 $0 $0 32 S/A CAPITAL PROJECTS FUND $33,100 $11,113 $18,000 $5,928 $0 33 S/A DEBT SERVICE FUND $2,032,100 $918,552 $283,438 $281,106 $0 36 2011 TABS A & B BOND PROCEEDS $320,000 $16,941,138 $0 $6,670 $0 CAPITAL PROJECT FUNDS 45 CIP - COMMERCE WAY $875,977 $36,384 $839,594 $65 $839,594 46 CAPITAL IMPROVEMENTS - STREETS $568,400 $139,986 $427,040 $0 $0 47 CAP.PRJ. BARTON/COLTON BRIDGE $0 $2,650 $0 $13,418 $0 48 CAPITAL PROJECTS FUND $0 $1,186 $0 $0 $0 49 CAPITAL PROJECTS FUND- PARKS $253,087 $13,495 $89,592 $13,145 $89,592 52 HOUSING AUTHORITY $28,320 $26,829 $118,950 $21,725 $19,248 G.8 Packet Pg. 116 City of Grand Terrace FY 2021-22 Proposed Expense Summary by Fund 2019-20 2019-20 2020-21 2020-21 2020-21 Fund Type Adjusted Budget Actuals Adjusted Budget Year-End Projections Proposed Budget 95 DOG PARK ENDOWMENT FUND $0 $0 $0 $0 $0 $15,148,633 $27,108,779 $10,409,152 $8,397,583 $9,175,136 Budget Schedule The proposed schedule leading to adoption of the FY2021-22 is as follows: Table 5 Description Date Budget Introduction Tuesday, June 8th Budget Deliberations by Department and Fund Tuesday, June 15th Budget Adoption Tuesday, June 22nd FISCAL IMPACT: Fiscal impacts of the FY2021-22 Proposed Budget are identified in the FY2021-22 Proposed Budget Summary (which is being made available in the City Clerk’s office). APPROVALS: Debra Thomas Completed 06/04/2021 3:59 PM Finance Completed 06/04/2021 3:59 PM City Attorney Completed 06/04/2021 4:34 PM City Manager Completed 06/04/2021 11:32 PM City Council Pending 06/08/2021 6:00 PM G.8 Packet Pg. 117