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AP 10-15-09r� I % SOUTH TAHOE PUBLIC UTILITY DISTRICT "Basic Services for a Complex World" REGULAR BOARD MEETING AGENDA Thursday, October 15, 2009 2:00 P.M. District Board Room 1275 Meadow Crest Drive, South Lake Tahoe, California Richard Solbri , General Manager Paul Sciuto, Assistant General Mana er Mary Lou Mosbacher, President BOARD MEMBERS Dale Rise, Vice President James R. Jones, Director Eric W. Schafer, Director Ernie Claudio, Director 1. CALL TO ORDER REGULAR MEETING — PLEDGE OF ALLEGIANCE 2. COMMENTS FROM THE AUDIENCE (Short non - agenda items that are within the subject matter jurisdiction of the District. Five - minute limit. No action will be taken.) 3. CORRECTIONS TO THE AGENDA OR CONSENT CALENDAR 4. ADOPTION OF CONSENT CALENDAR (Any item can be discussed and considered separately upon request) 5. CONSENT ITEMS BROUGHT FORWARD FOR SEPARATE DISCUSSION / ACTION 6. 2:05 P.M. PROPOSITION 218 MAJORITY PROTEST PUBLIC HEARING (1) Report on Customer Notification Pursuant to Proposition 218 Requirements (2) Presentation of Snowmaking Water Rates for Heavenly Valley (By Municipal Financial Services) (3) Report on Protest Received 7. ITEMS FOR BOARD ACTION REQUESTED BOARD ACTION a. Heavenly / District Water Service Agreement Authorize Execution of the Water Pg. 97 (Paul Hughes) Service Agreement with Heavenly Valley Limited Partnership REGULAR BOARD MEETING AGENDA — OCTOBER 15, 2009 PAGE — 2 b. Ordinance No. 518 -09: Time Limits on Enact Ordinance No. 518 -09 Pg.119 Sewer Permits Amending Section 4.2.10 of the (Lisa Coyner) Administrative Code Regarding Time Limits on Sewer Permits C. Management Memorandum of Understanding Approve One Year Contract Pg.125 (Richard Solbrig) d. Payment of Claims Approve Payment in the Amount of Pg. 127 $1,552,885.52 8. BOARD MEMBER STANDING COMMITTEE REPORTS (Discussions may take place; however, no action will be taken) a. Water & Wastewater Operations Committee (Jones / Rise) b. Finance Committee (Schafer / Claudio) C. Executive Committee (Mosbacher / Rise) d. Planning Committee (Mosbacher / Schafer) 9. BOARD MEMBER AD HOC COMMITTEE REPORTS a. Management and Union MOU Ad Hoc Committee (Schafer /Rise) 10. ELDORADO COUNTY WATER AGENCY PURVEYOR REPRESENTATIVES REPORT 11. BOARD MEMBER REPORTS (Discussions may take place; however, no action will be taken) 12. GENERAL MANAGER REPORTS (Discussions may take place; however, no action will be taken) a. Integrated Water Management Plan and Proposition 84 b. City Water MOU 13. STAFF / ATTORNEY REPORTS (Discussions may take place; however, no action will be taken) a. Legislative Update (Dennis Cocking) 14. NOTICE OF PAST AND FUTURE MEETINGS / EVENTS Past Meetinas / Events 10/06/09 — STPUD Candidates Forum 10/07/09 — El Dorado County Water Agency Special Meeting 10/07/09 — Management & Union MOU Ad Hoc Committee Meeting 10/12/09 — Water and Wastewater Operations Committee Meeting 10/13/09 — Management & Union MOU Ad Hoc Committee Meeting 10/14/09 — El Dorado County Water Agency Board Meeting Future Meetinas / Events 10/20/09 — 9:00 a.m. — Alpine County Supervisors Regular Meeting in Markleeville 10/28/09 — 8:00 a.m. — ECC (Employee Communications Committee) Meeting at District (Director Jones is Board representative) 10/29/09 — 3:00 p.m. — Special Board Meeting (Meter and Vault Bid Award) at District 11/02/09 — 3:30 p.m. — Water and Wastewater Operations Committee Meeting at District 11/03/09 — 9:00 a.m. — Alpine County Supervisors Regular Meeting in Markleeville 11/04/09 — 9:00 a.m. — El Dorado County Water Agency Board Meeting in Shingle Springs 11/05/09 — 2:00 p.m. — STPUD Regular Board Meeting at District REGULAR BOARD MEETING AGENDA — OCTBOER 15, 2009 PAGE — 3 15. CLOSED SESSION (Closed Sessions are not open to the public) a. Pursuant to Government Code Section 54956.9(a) /Conference with Legal Counsel — Pg. 145 Existing Litigation re: Meyers Landfill Site: United States of America vs. El Dorado County and City of South Lake Tahoe and Third Party Defendants, Civil Action No. S -01 -1520 LKK GGH, United States District Court for the Eastern District of CA b. Pursuant to Government Code Section 54956.9(a) /Conference with Legal Counsel - Pg. 147 Existing Litigation: Tahoe Asphalt, Inc. and Tahoe Asphalt Materials Company, LLC, vs. STPUD, Case No. SC20090104, El Dorado Superior Court 16. ACTION / REPORT ON ITEMS DISCUSSED DURING CLOSED SESSION 17. ADJOURNMENT (To the next regular meeting, November 5, 2009, 2:00 p.m.) The South Tahoe Public Utility District Board of Directors regularly meets the first and third Thursday of each month. A complete agenda packet, including all backup information is available for review at the meeting and at the District office during the hours of 8:00 a.m. — 5:00 p.m., Monday through Friday. A recording of the meeting is retained for 30 days after minutes of the meeting have been approved. Items on this agenda are numbered for identification purposes only and will not necessarily be considered in the order in which they appear on the agenda. Designated times are for particular items only. Public Hearings will not be called to order prior to the time specified, but may occur slightly later than the specified time. Public participation is encouraged. Public comments on items appearing on the agenda will be taken at the same time the agenda items are heard; comments should be brief and directed to the specifics of the item being considered. Comments on items not on the agenda can be heard during "Comments from the Audience;" however, action cannot be taken on items not on the agenda. Please provide the Clerk of the Board with a copy of all written material presented at the meeting. Backup to any agenda item(s) not included with the Board packet will be made available when finalized at the District office, at the Board meeting, and upon request to the Clerk of the Board. The meeting location is accessible to people with disabilities. Every reasonable effort will be made to accommodate participation of the disabled in all of the District's public meetings. If particular accommodations for the disabled are needed (i.e., disability- related aids, or other services), please contact the Clerk of the Board at 530.544.6474, extension 6203, at least 24 hours in advance of the meeting. �. �'tr _• 195a CONSENT CALENDAR OCTOBER 15, 2009 ITEMS REQUESTED ACTION a. Cul De Sac Holdings, LLC Water Main Extension Pg. 1 (Lisa Coyner) b. Cul De Sac Holdings, LLC Sewer Main Extension Pg. 7 (Lisa Coyner) C. Alpine County Annual Impact/Mitigation/ Pg. 13 Compensation Fee Adopt Resolution No. 2873 -09 Accepting the Cul De Sac Holdings Water Main Extension Adopt Resolution No. 2874 -09 Accepting the Cul De Sac Holdings Sewer Main Extension Authorize Payment of District's Annual Mitigation Fee (The Mitigation Fee Report will be Provided Prior to, and at the Board Meeting) d. Wastewater Treatment Plant Filter Rehabilitation Approve Proposal from Brown & Pg. 15 (Julie Ryan) Caldwell Consulting Engineers for Design Services in the Amount of $38,204 e. Angora Water Tank Replacement Sitework Pg. 21 (Julie Ryan) f. Arrowhead Well No. 3 Arsenic Treatment Facility Pg. 25 (Ivo Bergsohn) g. Luther Pass Pump Station Standby Power Pg. 29 Generation Facility (Ivo Bergsohn) h. Harvey Place Reservoir Bypass Pipeline Pg. 35 (Ivo Bergsohn) Approve Change Order No. 1 to KG Walters Construction Company, in the Amount of $3,990.57 Approve Change Order No. 3 to KG Walters Construction, Inc. in the Amount of $4,716.33 Authorize an Increase to Purchase Order P21709 to AECOM for Additional Engineering Services for Design of a Removable Roof Panel, in the Amount of $5,214 Approve Proposal from c2me Engineering Services in General Accordance with the DVR Pipeline Proposal Dated September 29, 2009, in the Amount of $26,290 CONSENT CALENDAR - OCTBOER 15, 2009 PAGE - 2 i. Diesel Particulate Filters Pg. 41 (Randy Curtis) (1) Reject Low Bid for Non- Respon- siveness; and (2) Award Bid to the Lowest Responsive, Responsible Bidder A -Z Emissions Solutions, in the Amount of $73,255.56 j. Pump Run Service Truck Pg. 45 (Randy Curtis) k. Proposition 1A Securitization Program Pg. 49 (Paul Hughes) I. Regular Board Meeting Minutes: Pg. 85 September 17, 2009 M. Regular Board Meeting Minutes: Pg. 91 October 1, 2009 Authorize Staff to Advertise for Bids for One 44 Y2 Ton Pickup Truck (1) Adopt Resolution No. 2875 -09 Approving the Form of and Authorizing the Execution and Delivery of a Purchase and Sale Agreement and Related Documents with Respect to the Sale of the Seller's Proposition 1A Receivable from the State; and (2) Directing and Authorizing Certain Other Actions in Connection Therewith Approve Minutes Approve Minutes South Tahoe Public Utility District ■ 1274 Meadow Crest Drive ■ South Lake Tahoe, CA 96150 Phone 530.544.6474 ■ Facsimile 530.541.0614 ■ www.stpud.us r , " YL I I i it i► ' �' i BOARD AGENDA ITEM 4a TO: Board of Directors FROM: Lisa Coyner, Manager of Customer Service MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Cul De Sac Holdings, LLC Water Main Extension REQUESTED BOARD ACTION: Adopt Resolution No. 2873 -09 accepting the Cul De Sac Holdings Water Main Extension. DISCUSSION: The Board of Directors approved Cul De Sac Holdings, LLC's request for the water main extension on May 1, 2008. A Notice of Completion and Irrevocable Offer to Dedicate Water Main Extension was recorded by the El Dorado County Recorder's Office on August 21, 2009. The above requested action by the Board and by signing the Certificate of Acceptance will complete and close out this project. SCHEDULE: COSTS: ACCOUNT NO: BUDGETED AMOUNT REMAINING: ATTACHMENTS: Resolution No. 2873 -09, Certificate of Acceptance CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Water GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -1- o"n"I A*W)ar Rkhard H. Sol" b o u 10% mrftt" James R. J,a+ea Louw FUHIc Utilit P letrict r , " YL I I i it i► ' �' i BOARD AGENDA ITEM 4a TO: Board of Directors FROM: Lisa Coyner, Manager of Customer Service MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Cul De Sac Holdings, LLC Water Main Extension REQUESTED BOARD ACTION: Adopt Resolution No. 2873 -09 accepting the Cul De Sac Holdings Water Main Extension. DISCUSSION: The Board of Directors approved Cul De Sac Holdings, LLC's request for the water main extension on May 1, 2008. A Notice of Completion and Irrevocable Offer to Dedicate Water Main Extension was recorded by the El Dorado County Recorder's Office on August 21, 2009. The above requested action by the Board and by signing the Certificate of Acceptance will complete and close out this project. SCHEDULE: COSTS: ACCOUNT NO: BUDGETED AMOUNT REMAINING: ATTACHMENTS: Resolution No. 2873 -09, Certificate of Acceptance CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Water GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -1- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 RESOLUTION NO. 2873-09 A RESOLUTION BY THE BOARD OF DIRECTORS OF THE SOUTH TAHOE PUBLIC UTILITY DISTRICT ACCEPTING THE CUL DE SAC HOLDINGS, LLC WATER MAIN EXTENSION WHEREAS, the District owns and operates a water treatment and distribution system (System) for the beneficial use by the District and its customers located within the City of South Lake Tahoe and certain portions of the County of El Dorado, California; and WHEREAS, Cul De Sac Holdings, LLC (Owner) owns certain real property and I improvements located at 1772 D Street, El Dorado County, California, as more particularly described in the Water Main Extension Agreement, defined below; and WHEREAS, completion of project required a water main extension; and WHEREAS, the District's Board of Directors approved Owner's request for the water main extension (Main Extension) on May 1, 2008, subject to execution of a Water Main Extension Agreement, which was executed by the Owner and by the District on I May 1, 2008 (Agreement); and WHEREAS, Owner completed construction of the Water Main Extension which consists of approximately 1,280 feet of an 8 -inch pipeline for which Owner paid Seventy Thousand Four Hundred Dollars ($70,400.00); add one (1) additional fire hydrant, and add connection valves for use by potential future customers; and WHEREAS, the District paid Seven Thousand Six Hundred Eighty Dollars ($7,680.00) to up -size the Water Main Extension pipeline from 6 - inches to 8 — inches and add approximately 330 feet of water service; -3- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 WHEREAS, Owners executed an Irrevocable Offer to Dedicate the Water Main Extension to the District, dated August 6, 2009 (Dedication); and WHEREAS, the Irrevocable Offer to Dedicate was recorded in the County Recorder's Office on August 21, 2009; and, WHEREAS, Owners desire the District to accept the Water Main Extension and provide regular water service to Owner's above described property. NOW THEREFORE, be it resolved that the Board of Directors accepts the dedication of the Cul De Sac Holdings, LLC Water Main Extension and authorizes the President of the Board of Directors to execute the Certificate of Acceptance of the Dedication. WE, THE UNDERSIGNED, do hereby certify that the above and foregoing Resolution was duly adopted and passed by the Board of Directors of the South Tahoe Public Utility District at a regularly scheduled meeting held on the 15th day of October, 2009, by the following vote: AYES: NOES: ABSENT: Mary Lou Mosbacher, Board President South Tahoe Public Utility District ATTEST: Kathy Sharp, Clerk of the Board -4- RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: South Tahoe Public Utility District c% Lisa M. Coyner 1275 Meadow Crest Drive South Lake Tahoe, California 96150 THIS SPACE RESERVED FOR RECORDER ONLY (Gov. Code § 27361.6) CERTIFICATE OF ACCEPTANCE THIS IS TO CERTIFY that the interest conveyed by the Irrevocable Offer to Dedicate Water Main Extension dated August 6, 2009 to the South Tahoe Public Utility District (District), a governmental agency, is hereby accepted by the undersigned officer or agent on behalf of the District pursuant to authority conferred by resolution of the District's Board of Directors adopted on October 15, 2009, and the District consents to the recording of this Acceptance by its duly authorized officer or agent. SOUTH TAHOE PUBLIC UTILITY DISTRICT Dated: October 15, 2009 Mary Lou Mosbacher, Board President South Tahoe Public Utility District ATTEST: Kathy Sharp, Clerk of the Board —5— V � .I ' :i ♦ � �'an BOARD AGENDA ITEM 4b TO: Board of Directors FROM: Lisa Coyner, Manager of Customer Service MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Cul De Sac Holdings, LLC Sewer Main Extension REQUESTED BOARD ACTION: Adopt Resolution No. 2874 -09 accepting the Cul De Sac Holdings Sewer Main Extension. DISCUSSION: The Board of Directors approved Cul De Sac Holdings, LLC's request for the sewer main extension on May 1, 2008. A Notice of Completion and Irrevocable Offer to Dedicate Sewer Main Extension was recorded by the El Dorado County Recorder's Office on August 21, 2009. The above requested action by the Board and by signing the Certificate of Acceptance will complete and close out this project. SCHEDULE: COSTS: ACCOUNT NO: BUDGETED AMOUNT REMAINING: ATTACHMENTS: Resolution No. 2874 -09, Certificate of Acceptance CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Sewer GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -7- Ge"Wal M 5 out h Uvity PuMic L Date low V � .I ' :i ♦ � �'an BOARD AGENDA ITEM 4b TO: Board of Directors FROM: Lisa Coyner, Manager of Customer Service MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Cul De Sac Holdings, LLC Sewer Main Extension REQUESTED BOARD ACTION: Adopt Resolution No. 2874 -09 accepting the Cul De Sac Holdings Sewer Main Extension. DISCUSSION: The Board of Directors approved Cul De Sac Holdings, LLC's request for the sewer main extension on May 1, 2008. A Notice of Completion and Irrevocable Offer to Dedicate Sewer Main Extension was recorded by the El Dorado County Recorder's Office on August 21, 2009. The above requested action by the Board and by signing the Certificate of Acceptance will complete and close out this project. SCHEDULE: COSTS: ACCOUNT NO: BUDGETED AMOUNT REMAINING: ATTACHMENTS: Resolution No. 2874 -09, Certificate of Acceptance CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Sewer GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -7- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 RESOLUTION NO. 2874-09 A RESOLUTION BY THE BOARD OF DIRECTORS OF THE SOUTH TAHOE PUBLIC UTILITY DISTRICT ACCEPTING THE CUL DE SAC HOLDINGS, LLC SEWER MAIN EXTENSION WHEREAS, the District owns and operates a wastewater treatment and collection system (System) for the beneficial use by the District and its customers located within the City of South Lake Tahoe and certain portions of the County of El Dorado, California; and WHEREAS, Cul De Sac Holdings, LLC (Owner) owns certain real property and improvements located at 1772 D Street, El Dorado County, California, as more particularly described in the Sewer Main Extension Agreement, defined below; and WHEREAS, completion of project required a sewer main extension; and WHEREAS, the District's Board of Directors approved Owner's request for the sewer main extension (Main Extension) on May 1, 2008, subject to execution of a Sewer Main Extension Agreement, which was executed by the Owner and by the District on May 1, 2008 (Agreement); and WHEREAS, Owner completed construction of the Sewer Main Extension which consists of approximately 610 feet of 4 -inch pipeline and added three (3) manholes and three (3) flush inlets for which Owner paid Forty -One Thousand Two Hundred and Eighty Dollars ($ 41,280.00); and WHEREAS, the District paid Eleven Thousand Nine Hundred and Thirty Dollars ($11,930.00) to upsize the Sewer Main Extension from 4- inches to 6- inches and added 222 feet of 4 -inch lateral for a total of eleven (11) service laterals; and -9- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 WHEREAS, Owners executed an Irrevocable Offer to Dedicate the Sewer Main Extension to the District, dated August 6, 2009 (Dedication); and WHEREAS, the Irrevocable Offer to Dedicate was recorded in the County Recorder's Office on August 21, 2009; and, WHEREAS, Owners desire the District to accept the Sewer Main Extension and provide regular wastewater service to Owner's above described property. NOW THEREFORE, be it resolved that the Board of Directors accepts the dedication of the Cul De Sac Holdings, LLC Sewer Main Extension and authorizes the President of the Board of Directors to execute the Certificate of Acceptance of the Dedication. WE, THE UNDERSIGNED, do hereby certify that the above and foregoing Resolution was duly adopted and passed by the Board of Directors of the South Tahoe Public Utility District at a regularly scheduled meeting held on the 15"' day of October, 2009, by the following vote: AYES: NOES: ABSENT: Mary Lou Mosbacher, Board President South Tahoe Public Utility District ATTEST: Kathy Sharp, Clerk of the Board -10- RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: South Tahoe Public Utility District c/o Lisa M. Coyner 1275 Meadow Crest Drive South Lake Tahoe, California 96150 THIS SPACE RESERVED FOR RECORDER ONLY (Gov. Code § 27361.6) CERTIFICATE OF ACCEPTANCE THIS IS TO CERTIFY that the interest conveyed by the Irrevocable Offer to Dedicate Sewer Main Extension dated August 6, 2009 to the South Tahoe Public Utility District (District), a governmental agency, is hereby accepted by the undersigned officer or agent on behalf of the District pursuant to authority conferred by resolution of the District's Board of Directors adopted on October 15, 2009, and the District consents to the recording of this Acceptance by its duly authorized officer or agent. Dated: October 15, 2009 ATTEST: m b - Kathy Sharp, Clerk of the Board SOUTH TAHOE PUBLIC UTILITY DISTRICT Mary Lou Mosbacher, Board President South Tahoe Public Utility District -11- •�F BOARD AGENDA ITEM 4c TO: Board of Directors FROM: Debbie Henderson, Accounting Manager MEETING DATE: October 15, 2009 ITEM — PROJECT: Alpine County Annual Impact/Mitigation /Compensation Fee REQUESTED BOARD ACTION: Authorize payment of District's annual mitigation fee to Alpine County. DISCUSSION: The second amendment to the agreement between the District and the County of Alpine, dated June 2, 1983, provides for an annual payment to compensate for and mitigate the impacts of Harvey Place Dam Project. Payment amount will be supplied prior to, and at the Board meeting. SCHEDULE: Amount to be supplied prior to, and at the Board meeting COSTS: To be determined ACCOUNT NO: 1028 -6650 BUDGETED AMOUNT REMAINING: $157,000 ATTACHMENTS: Alpine County Mitigation Fee Report to be supplied prior to, and at the Board meeting. CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Sewer GENERAL MANAGER: YES 4Z NO CHIEF FINANCIAL OFFICER: YES NO -13- Garwol manow H. 5olbrig t R,IChAM u 15oh 1aho e Es�da C1 Pl M&V M"wdw � F uMic Uti ri t Data •�F BOARD AGENDA ITEM 4c TO: Board of Directors FROM: Debbie Henderson, Accounting Manager MEETING DATE: October 15, 2009 ITEM — PROJECT: Alpine County Annual Impact/Mitigation /Compensation Fee REQUESTED BOARD ACTION: Authorize payment of District's annual mitigation fee to Alpine County. DISCUSSION: The second amendment to the agreement between the District and the County of Alpine, dated June 2, 1983, provides for an annual payment to compensate for and mitigate the impacts of Harvey Place Dam Project. Payment amount will be supplied prior to, and at the Board meeting. SCHEDULE: Amount to be supplied prior to, and at the Board meeting COSTS: To be determined ACCOUNT NO: 1028 -6650 BUDGETED AMOUNT REMAINING: $157,000 ATTACHMENTS: Alpine County Mitigation Fee Report to be supplied prior to, and at the Board meeting. CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Sewer GENERAL MANAGER: YES 4Z NO CHIEF FINANCIAL OFFICER: YES NO -13- BOARD AGENDA ITEM 4d TO: Board of Directors FROM: Julie Ryan, Senior Engineer MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Wastewater Treatment Plant Filter Rehabilitation REQUESTED BOARD ACTION: Approve proposal from Brown & Caldwell Consulting Engineers (B &C) for design services in the amount $38,204. DISCUSSION: Staff is currently designing the Filters 5 & 6 Rehabilitation Project at the Wastewater Treatment Plant. To support that design, B &C recently prepared a filter inspection and evaluation report. In this report B &C recommended not only rehabilitation of the filter vessels, media and piping, but also replacement of the valves, instrumentation and electrical system for all six filters. Staff has requested that B &C prepare a proposal for the following additional task in support of the filter rehabilitation project: • Evaluate the applicable options for valves, valve actuators, instrumentation and SCADA upgrades. Once the preferred alternatives for these items have been identified, staff will request a proposal from B &C for additional tasks to provide design services for these items. The design for the rehabilitation of the filter vessels, media and piping is being prepared in- house by staff. The Scope of Work and Cost Estimate is attached for Board consideration. With Board approval the work will be performed as Task Order 10 under Brown & Caldwell's Master Services Agreement with the District. -15- Cvnerul MwmiW Richard H. Solbrig 15o Taho Ernie Cl .Sa�nes 16. ,1or�s F uHi c Util P bat r l awo F� 064UNfift, BOARD AGENDA ITEM 4d TO: Board of Directors FROM: Julie Ryan, Senior Engineer MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Wastewater Treatment Plant Filter Rehabilitation REQUESTED BOARD ACTION: Approve proposal from Brown & Caldwell Consulting Engineers (B &C) for design services in the amount $38,204. DISCUSSION: Staff is currently designing the Filters 5 & 6 Rehabilitation Project at the Wastewater Treatment Plant. To support that design, B &C recently prepared a filter inspection and evaluation report. In this report B &C recommended not only rehabilitation of the filter vessels, media and piping, but also replacement of the valves, instrumentation and electrical system for all six filters. Staff has requested that B &C prepare a proposal for the following additional task in support of the filter rehabilitation project: • Evaluate the applicable options for valves, valve actuators, instrumentation and SCADA upgrades. Once the preferred alternatives for these items have been identified, staff will request a proposal from B &C for additional tasks to provide design services for these items. The design for the rehabilitation of the filter vessels, media and piping is being prepared in- house by staff. The Scope of Work and Cost Estimate is attached for Board consideration. With Board approval the work will be performed as Task Order 10 under Brown & Caldwell's Master Services Agreement with the District. -15- Julie Ryan October 15, 2009 Page 2 SCHEDULE: October 2009 to June 2010 COSTS: $38,204 ACCOUNT NO: 1029 - 8066 /FILTER BUDGETED AMOUNT REMAINING: $298,700 ATTACHMENTS: Scope of Work and Cost Estimate CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Sewer GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -16- SOUTH TAHOE PUBLIC UTILITY DISTRICT WATER RECLAMATION PLANT PROPOSAL FOR THE EVALUATION OF IMPROVEMENTS TO PRESSURE FILTER VESSEL NOS. 5 AND 6 BACKGROUND South Tahoe Public Utility District (District) initiated operation of its tertiary water reclamation plant in 1965 at 2.5 million gallons per day (mgd) capacity. Subsequent expansions and upgrades have increased the rate average day capacity to 7.7 mgd. Today, average daily flows are 4 to 5 mgd. Effluent receives tertiary level treatment including pressure filtration. Filtered effluent is exported outside the Tahoe Basin to Harvey Place Reservoir, from where the effluent is used for agricultural irrigation in the Carson River drainage. The District installed the first two of the six dual -media pressure filter vessels in 1966 and the last four by 1972. Each vessel, measuring 10 feet in diameter and 58 feet long, originally contained triple media— anthracite over sand over garnet sand —with rotating surface washes and perforated galvanized pipe underdrains set in gravel. Filter Nos. 1 through 4 were rebuilt in 1984. The District has never rebuilt Filter Nos. 5 and 6 but last added media to these filters in 1990. When secondary effluent quality is sufficiently good, effluent is pumped directly to the filters. When poorer quality effluent occurs, staff adds cationic polymer as a primary coagulant. District staff backwashes the filters automatically based on either time in service or headloss. Backwash typically occurs about every 24 to 48 hours. The backwash rate is about 20 gallons per minute per square foot for about 20 minutes. District staff has noticed recent deterioration in filtered effluent turbidity and increased backwash frequency. After removal of media and vessel cleaning, the District with assistance from Brown and Caldwell inspected the exterior and interior of Filter No. 6 in 2008. Based on this inspection, the District staff has undertaken design of improvements to Filter Nos. 5 and 6 including rework of interior piping, cleaning and recoating of the pressure filter vessel interior, and replacement of the underdrain piping and filter media and supporting gravel. Currently, the District has Allen-Bradley PLCs and Wonderware software as integral components of its supervisory control and data acquisition system (SCADA). All new construction will use Allen - Bradley PLCs and Wonderware. The existing PLC will be decommissioned and a new PLC will be installed for controlling and monitoring all pressure filters. The design will detail the transition of the existing PLC to the new PLC during construction. -17- SCOPE OF WORK The District has requested assistance from Brown and Caldwell with reworking and updating the filter control valves, valve actuators, status and process monitoring, and filter controls. The District will be responsible for the following: • Provide record drawings for existing facilities and CAD drawing for existing pressure filter front elevation • Provide one set of collated review comments for each submittal • Design mechanical rehabilitation of existing pressure filters • Provide detailed description of filter sequencing and operation • Release the bidding documents to potential bidders, advertise, and receive and open bids • Perform inspections during construction Brown and Caldwell will complete the following tasks as part of the conceptual design: Task 1. Project Management Our project management includes coordinating all ro'ect administration tasks, managing staff, and monitoring the budget and schedule. Spec ifrcal y, we will prepare a project management plan; monitor job progress, expenditures, and perfomunce; and prepare monthly invoices and project progress reports. Task 2. Alternatives Analysis. The purpose of this task is to evaluate the existing equipment and facilities, develop and evaluate altematives, and prepare and submit a technical memorandum that presents a recommended upgrade strategy. 2.1— Conduct Kickoff Meeting and Site reconnaissance. The purpose of this subtask is to perform an evaluation of the existing filter control valves (e.g., rate controller, backwash, backwash dump, filter- to-waste, and applied water) and controls including air supply, pneumatic operators, and related electrical and instrumentation. Conduct a kickoff meeting with key District staff to document existing, operational problems and concerns, limitations of existing mechanical equipment and control systems, and options already considered or of interest to District staff. Also discuss District philosophy regarding redundancy of equipment and control components. Obtain hard and electronic copies of any record drawings for the effluent filters from District staff. Tour the filter gallery with District staff and document existing equipment with digital photographs. Also receive copies of either District standards for process and instrumentation drawings (P&IDs) or copies of P8dDs from the District's most recent construction to use as a standard for Filter Nos. 5 and 6 P&IDs. Determine what space night be available for a new instrument air compressor and peripherals, a new remote temiinal unit/programmable logic controller, and electrical equipment such as motor control centers for electrically actuated valves. 2.2 — Develop and Evaluate Alternatives. Perform an evaluation of filter control options including pneumatic, electric and electric /hydraulic filter rate controllers and electric and pneumatic operators for on/off control valves. Consider options for metering applied water /filtered water and backwash water and for rewiring the effluent filter system Develop preliminary process and instrumentation diagrams for each type of system without full -18- control logic. Consider single and multiple PLC options. Determine peripheral requirements for each system and prepare preliminary layouts for new mechanical and electrical equipment using existing drawings or digital photographs as backgrounds to show proposed modifications. List advantages and disadvantages for each approach and rank the approach in terms of operational ease, maintenance requirements, reliability, and expected service life. Develop order -of- magnitude cost opinions for up to two complete systems (35 percent contingency). 2.3 — Prepare and Submit Technical Memorandum Prepare and submit a draft technical memorandum ('In that summarizes all work completed as part of the Alternatives Analysis. Submit the draft TM via email. About one week after draft IM submission, have a face- to-face meeting with District staff to present the TM and receive comments. Select the recommended alternative with District staff. Address review comments received as one collated set from the District's Project Manager. Submit 10 hand copies and one electronic copy on CD of the final IM Schedule Submit the draft TM within 35 working days of receipt of authorization to proceed. Submit the final TM within 10 working days of receipt of one collated set of District review comments for the draft IM -19- South Tahoe Public Utility District -- Evaluation of Impro cements b Pressu e Filter Vessel Nos. 5 and 6 Phase Phase Description GRAND TOTAL S182.41 $104.68 8 $227.39 26 S137.59 60 v e J 7 8 1 LL $148.01 4 lu Z 5109.68 $124.13 16 24 $191.37 8 S190.84 24 $67.51 16 $70.98 4 Total Labor Mows 234 Total Labor Fee 35,832 Associated Project Cost 1 ,872 Other Travel S00 Total Project Fee 38,204 General MMUIW RIC#l&M H. 901WAj 50ut;h Tahoe & Ja~R.Janes PuHic Utility Dietrict BOARD AGENDA ITEM 4e TO: Board of Directors FROM: Julie Ryan, Senior Engineer MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Angora Water Tank Replacement Sitework REQUESTED BOARD ACTION: Approve Change Order No. 1 to KG Walters Construction Company, in the amount $3,990.57. DISCUSSION: Change Order No. 1 addresses three work items that are beyond the scope of the Contract, and a change to the contract time. 1. During construction the existing waterline into and out of the Angora Tank was uncovered in a different location than it was shown on the Contract Drawings. This deviation requires that the tank outlet piping be relocated and modified. The additional work to modify the outlet piping to fit site conditions was performed on a Lump Sum basis for an additional cost of $1,959.61. 2. During the pre- construction site visit with the USFS, the District identified 10 trees that pose a potential hazard to the tank and access road that were not included in the Contract for removal. The additional work to remove the trees was performed on a Lump Sum basis for an addition cost of $1,336.50. 3. At staffs request, the Contractor supported the District's geotechnical investigation for design of the access road by digging test pits for the consulting geotechnical engineer to collect samples. The additional work to dig the test pits was performed on a Time & Materials Basis for an additional cost of $694.46. 4. Due to delays in permitting and obtaining access to properties not owned by the District, the Contractor could not begin certain site activities in enough time to complete the work within the Contract Time. Staff recommends that the Contract Time be extended by fifteen days (to October 30, 2009) to account for these delays. There is no cost impact associated with this time extension. -21- Julie Ryan October 15, 2009 Page 2 SCHEDULE: As soon as possible COSTS: $3,990.57 ACCOUNT NO: 2029 -7064 BUDGETED AMOUNT REMAINING: $229,720 ATTACHMENTS: Change Order No.1 CONCURRENCE WITH REQUESTED ACTIO : CATEGORY: Water GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -22- CHANGE ORDER NUMBER 1 . Project Angora Water Tank Replacement — Sltewot�c 'ej.1t . Contractor KG Wafers Construgtion Companw Date: October 15, 2 PO # P21736 The Contract Shall Be Changed As Follows: A. Amend Bid Item 7C, to include labor, equipment, materials and subcontractor costs necessary to modify the Angora Tank outlet piping and the tie -in to the existing waterline north of the tank site. The net difference In cost for this item is $1,959.61 as detailed in the PCO 104 (attached). This item addresses in full the additional cost for the work requested by the District In the Response to RFI #102, dated September 15, 2009. TOTAL FOR ITEM A IS #1,9 TOTAL FOR CHANGE ORDER #1 IS A + B +C + D = $3,990.57 Co g changes r t terms hereof. The change in contract price and/or contract time noted is full settlement for costs Incurred as a result of the change(s) described, unless specifically noted In Individual description(s). Authorized By STPUD Board President Accepted By Contractor Reviewed By Ori inal Contract $ $ 578 1 108 Previous Change Orders $ $ 0 0 0 0 Current Contract $ $ 5 578,200.00 1 108 THIS CHANGE ORDER $ $ 3 3 2 22 New Contract Total $ $ 5 582,190.57 1 130. Date: Date: Date: -23- B. Amend Bid Item 3 to Include all labor, equipment, materials and subcontractor costs necessary to remove 10 additional trees at the project site. The additional coat for this item is $1,336.50 as detailed^ in PCO 101 (a ched). This item addresses In full the additional cost for the work requested by the District in Construction Memorandum #3, dated July 13, 2005. TOTAL FOR ITEM B IS $ 1,336.50 C. Add Bid Item 12 to include all labor, equipment, materials and subcontractor costs necessary to dig test pits in support of the geotechnical investigation. The additional cost for this item Is $604.46 as detailed in PCO 103 (attached). This Item addresses in full the additional cost for the work requested by the District in Construction Memorandum #4, dated July 13, 2009. TOTAL FOR ITEM C IS $694.46 D. Change the Contact Time, identified in Section 007200, Part 2.04, of the Contract Specit"ications from one- hundred eight (108) days to one - hundred thirty (130) days to account for delays in permitting. This item does not address any additional costs that may be associated with the delays. TOTAL FOR ITEM D IS $ 0-.00 TOTAL FOR CHANGE ORDER #1 IS A +B +C +D =$3 -24- 2 v'Ovw*a. nanrwy" Richard K 5M" 15outh Tah Em * C{e (o Jatr" R Jonas PuNic Utility 01"Otrict Lo, R1 BOARD AGENDA ITEM 4f TO: Board of Directors FROM: No Bergsohn, Hydro - Geologist MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Arrowhead Well No. 3 Arsenic Treatment Facility REQUESTED BOARD ACTION: Approve Change Order No. 3 to KG Walters Construction, Inc. (KGW), in the amount of $4,716.33. DISCUSSION: The itemized parts of Change Order No. 3 are as follows: Item 1, in the amount of $1,374.86, is to remove and dispose of five 6" x 3' bollards and place two cubic yards of asphalt pavement. The bollards were used to protect the former HiPDX treatment system oxygen storage tank. The storage tank has been removed from the site and the bollards are currently an obstacle to reutilizing the space. The District requested that KGW remove the bollards and replace the asphalt pavement in order that the former storage tank space could be utilized by the pump crews for temporary equipment storage and site operations. The added labor and equipment required for the improvements is an extra work item that was not part of the original contract documents. Item 2, in the amount of $983.97, is to add a 3 -foot wide walk gate to the cedar fence on the east side of the equipment building south of the entry door. The original plans did not include a walk gate to access the south side of the property from the treatment building. Sewer cleanouts for the treatment building are located south of the site fencing. The District requested that the walk gate be installed for convenient access to the sewer cleanouts and south side of the property. The added labor and materials required for installation of the walk gate is an extra work item that was not part of the original contract documents. Item 3, in the amount of $2,357.50, is for District and design engineer requested small piping changes associated with installation of the arsenic treatment equipment. These piping changes included fabrication of a new side tank pipe support; furnishing and installing additional pipe supports for the air release drain and media fill lines; furnishing and installing a 4 -inch x 4 -foot nipple and coupling on the media fill line to lower the shut -off valve and hose connection to operator breast height; furnishing added fittings -25- No Bergsohn October 15, 2009 Page 2 for installation of the influent and effluent pressure gauge and transmitter assemblies; furnishing schedule 80 PVC piping and fittings and unistrut supports for construction of a sampling rack for collection of water quality samples from the treatment vessel; and furnishing and installing schedule 80 PVC piping, fittings and HDPE rotometers for the influent and effluent pH sensors. The added labor and materials required by these small piping changes constitute an extra work item not included in the original contract documents. Approval of Change Order No. 3 will increase the current contract by $4,716.33. The new contract total will be $759,978.46. SCHEDULE: As soon as possible COSTS: $4,716.33 ACCOUNT NO: 2029 - 8864 /ARSNIC BUDGETED AMOUNT REMAINING: $709,153 ATTACHMENTS: Change Order No. 3 CONCURRENCE WITH REQUESTED ACTION: GENERAL MANAGER: YES O CHIEF FINANCIAL OFFICER: YES NO CATEGORY: Water -26- CHANGE ORDER NUMBER 3 Project: ARROWHEAD WELL NO.3 ARSENIC TREATMENT FACILITY � 1151 •`N t>t Contractor KG Walters Construction, Inc. Date 10.15.2009 . PO # P21290 The Contract Shall Be Changed As Follows: 1) Increase $1,374.86 to remove and dispose of five 6" x 3' bollards and place two cubic yards of asphalt pavement, as requested by the District. The increase includes all added material, labor and equipment costs plus contractor mark -up, as per KG Walters PC0#1110 (August 21, 2009). TOTAL FOR ITEM 1: $1,374.86 2) Increase $983.97 to add a 3 -foot wide by 6 -foot tall walk gate on the east side of the equipment building as requested by the District. The increase includes all added materials and labor costs plus contractor markup, as per KG Walters PC0#112 (August 27, 2009). TOTAL FOR ITEM 2: $983.97 TOTAL FOR CHANGE ORDER NO. 3. ITEMS 1- 31S: $4.716.33 Original Contract $73() 212 calendar Days Previous Change Order $249662.13 21 Calendar Days Current Contract $755,262.13 233 Calendar Days THIS CHANGE ORDER 1 $4 9 716.33 New Contract Total 1 $759,978. Contractor agrees to make the herein- described changes in accordance with the terms hereof. The chant In contract price and /or contract time noted is full settlement for costs incurred because of the change(s) described, unless specifically noted in individual description(s). Authorized By STPUD Board President Accepted By Contractor Date: Date: Date: Reviewed By -27- 3) Increase $2,357.50 for extra work to complete required small piping changes associated with the treatment system installation. These include: a) modifications to the side tank pipe support; b) added pipe supports for the 3 -inch air - release valve and the 4 -inch media fill line; c) extension of the media fill line; d) installation of an engineer -added treatment vessel sample rack; e) added fittings for the engineer - modified influent and effluent pressure gauge and transmitter assemblies; and f) added 2 -inch PVC piping for installation of the influent and effluent pH sensors. All work to be completed in accordance with the District's requests and the engineer's response to RFI #118 dated September 16, 2009; the engineer's response to RFI #119 dated September 14, 2009; and engineer's design clarification dated September 16, 2009. The increase includes all additional material and labor costs plus contractor mark -up, as per KG Walters PCO 112 (October 5, 2009). TOTAL FOR ITEM 3: $2,357.50 TOTAL FOR CHANGE ORDER NO. 3, ITEMS 1- 3 IS: $4,716.33 -28- M g s wZ* s' :3 / ie BOARD AGENDA ITEM 4g TO: Board of Directors FROM: No Bergsohn, Hydro - Geologist MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: LPPS Standby Power Generation Facility REQUESTED BOARD ACTION: Authorize an increase to Purchase Order P21709 to AECOM for additional engineering services for design of a removable roof panel, in the amount of $5,214. DISCUSSION: During the project pre- design, District staff requested that AECOM investigate design alternatives that would allow removal of the 2,500 -KW power generator /engine from the equipment building. Removal of large power generators is usually accomplished through the radiator wall opening. For this project, the District requested that the radiator wall opening be directed toward the pump station and away from neighboring homeowners as a sound mitigation measure. However, this preferred layout does not provide adequate clearance for removal of the power generator /engine by conventional means. AECOM proposed that a removable roof panel be incorporated in the roofing plan design to accommodate power generator /engine removal, if needed. District staff recommends that the Board approve the cost increase for incorporation of the removable roof panel in the architectural and structural design of the equipment building. Inclusion of the roof panel would reduce future power generator /engine removal cost, if ever required. Due to savings realized during the geotechnical investigation, approval of the requested increase will raise the contract ceiling to a total amount of $240,224. SCHEDULE: As soon as possible COSTS: $5,214 ACCOUNT NO: 1029 - 8933 /RGLPPS BUDGETED AMOUNT REMAINING: $384,796 ATTACHMENTS: Contract Amendment for Addition of Removable Roof Panel, AECOM, September 18, 2009 —29— Kichard 1i. 5olbrig u th ( J ErrNa �y,�,�' �/ Jamaa !t. Janos m" `�",``°" Mft*^*W Pu MIc Util ity M g s wZ* s' :3 / ie BOARD AGENDA ITEM 4g TO: Board of Directors FROM: No Bergsohn, Hydro - Geologist MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: LPPS Standby Power Generation Facility REQUESTED BOARD ACTION: Authorize an increase to Purchase Order P21709 to AECOM for additional engineering services for design of a removable roof panel, in the amount of $5,214. DISCUSSION: During the project pre- design, District staff requested that AECOM investigate design alternatives that would allow removal of the 2,500 -KW power generator /engine from the equipment building. Removal of large power generators is usually accomplished through the radiator wall opening. For this project, the District requested that the radiator wall opening be directed toward the pump station and away from neighboring homeowners as a sound mitigation measure. However, this preferred layout does not provide adequate clearance for removal of the power generator /engine by conventional means. AECOM proposed that a removable roof panel be incorporated in the roofing plan design to accommodate power generator /engine removal, if needed. District staff recommends that the Board approve the cost increase for incorporation of the removable roof panel in the architectural and structural design of the equipment building. Inclusion of the roof panel would reduce future power generator /engine removal cost, if ever required. Due to savings realized during the geotechnical investigation, approval of the requested increase will raise the contract ceiling to a total amount of $240,224. SCHEDULE: As soon as possible COSTS: $5,214 ACCOUNT NO: 1029 - 8933 /RGLPPS BUDGETED AMOUNT REMAINING: $384,796 ATTACHMENTS: Contract Amendment for Addition of Removable Roof Panel, AECOM, September 18, 2009 —29— No Bergsohn October 15, 2009 Page 2 CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Sewer GENERAL MANAGER: YES 4W O CHIEF FINANCIAL OFFICER: YES NO -30- AECOM AECOM 1360 E. Spruce Avenue, Suite 101, Fresno, CA 93720 T 559.448.8222 F 559.448.8233 www.aecom.com September 18, 2009 Mr. No Bergsohn South Tahoe Public Utility District 1275 Meadow Crest Drive South Lake Tahoe, CA 96150 Subject: Luther Pass Pump Station - Standby Power Project Contract Amendment for Addition of Removable Roof Panel The purpose of this letter is to request authorization to perform additional engineering services for the Luther Pass Pump Station Standby Power Generator Facility project and to request an associated increase to the not -to- exceed fee for District Purchase Order P21709. In order for the District to perform major routine maintenance and /or repairs on the proposed 2,500 -kW standby generator, it is desirable that the generator building be configured to permit removal of the complete generator skid without requiring significant demolition and reconstruction of the building. Removal of large generator units is conventionally accomplished by designing the building so that the generator skid can be slid out through the radiator wall opening. For this project, the District has elected to orient the building on the site such that the radiator opening faces the existing pump building. This site layout decision by the District was based primarily on aesthetic and sound mitigation considerations; however, the proposed site layout does not provide adequate clearance for removal of the generator. As an alternative to removal of the generator through the radiator opening, the design team has proposed the addition of a removable roof panel located directly over the generator. The purpose of the roof panel would be to allow the District to lift the entire generator skid or portions of the skid assembly through the roof with only minimal building reconstruction (re- shingling) required. This would result in reduced cost, inconvenience, and downtime should removal of the generator ever be required. Designing the removable roof panel will require unanticipated additional architectural and structural design effort and would be considered Additional Services under the terms of our Consulting Services Agreement. The attached letter from Alan G. Tolhurst Architects provides a detailed breakdown of the estimated additional design effort and construction cost. The additional design fee for the removable roof panel would be $6,854 ($5,960 x 1.15 markup). The additional construction cost has been estimated to be approximately $9,000, which was already factored into the 50% cost opinion submittal. Some of the design fee increase would be offset by an unrelated reduction in the cost for geotechnical services. Our original fee for geotechnical services was $4,860. Because a field investigation was not required, the actual fee for geotechnical services will only be $3,220 (a $1,640 savings). The net fee adjustment requested is $5,214. We are requesting your written authorization to proceed with design of the removable roof panel with an amended not -to- exceed project budget of $240,224. We will await written authorization from the District prior to proceeding with any design work related to the roof panel. In the interim, we will make every effort to proceed with architectural and structural design elements that will not be impacted by the District's decision to proceed with the roof panel so as to maintain the current 90% design submittal schedule. AECOM Water -31- South Tahoe PUD Please feel free to call me if you have any questions regarding this request. Yours Sincerely, Kevin Berryhill, PE Assistant Managin Engineer P /N: 60100891.0001 Page 2 -32- AECOM Water 1 AECOM Kevin Berryhill, PE Assistant Managing Engineer AECOM Water 1360 E. Spruce Ave. Suite 101 Fresno, CA 93720 Re: Luther Pass Pump Station Standby Power Facility -Roof panel contract revision Dear Kevin, The following is a request for a revision to our contract, based on a change of scope to include the removable roof section which was not included in the original RFP or contract. The manpower breakdown of our fee increase request is as follows: Principal Structural Eng. Tech/Draft. Task 3 1 Programming, Conceptual Design. 5 2 Design Development 3 6 Structural Design 4 4 22 Structural Details, including Acc. Panel connections 15 13 22 Services will be provided at the prevailing hourly rates of $150.00/Principal Architect, $150.00 Structural Engineer and $80.00/Technical Drafting. Billing amounts will be in keeping with progress of services. Architect and Engineer will provide services on an hourly basis. Estimated increase in the design services fee is $5,960.00. At our 501/o design review the question was raised as to the cost of the removable section. I did not have the figures in front of me at the time, but suggested a ball -park figure of $20,000. It should be noted that the 50% cost estimate included a rough number line item of $9,000 for the removable section, and is already included in the 50% estimate. The $20,000 estimate was rounded higher for the sake of discussion and did include the estimate for increased design services. At this point the actual number is $14,960, but because this is a preliminary number for a one -of -a -kind design, I prefer to keep the number as a rough estimate. It should also be noted that with the current configuration of the intake acoustical panels, the trusses will be interrupted by a girder truss anyway, and although the design effort will still be considerable, the actual difference for the construction of the removable panel may not be that large. Thank you for your consideration, and if you have any questions or need more information, please feel free to call me. Sincerely, Alan G. Tolhurst, A.I.A. -33- 4Y ." t 11 / • I v P 'i .A� BOARD AGENDA ITEM 4h TO: Board of Directors FROM: No Bergsohn, Hydro - Geologist MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Harvey Place Reservoir (HPR) Bypass Pipeline REQUESTED BOARD ACTION: Approve proposal from c2me Engineering (c2me) to provide engineering services in general accordance with the DVR Pipeline Proposal dated September 29, 2009, in the amount of $26,290. DISCUSSION: District staff requested a proposal from c2me to provide consultant services for development of engineering plans, specifications and estimate of probable construction costs (PS &E) for the Harvey Place Reservoir (HPR) Bypass Pipeline Project. This project will entail the installation of approximately 8,650 linear feet of 18 -inch pipeline from Highway 89 to near the west margin of proposed Field 1 in Diamond Valley, Alpine County, CA. The pipeline is needed to convey reclaimed wastewater from the District's C -line to the proposed Diamond Valley Irrigation Fields for land application and temporary containment during emergency events. District staff has developed preliminary 50% plans showing the preferred bypass pipeline alignment. c2me will further develop the preliminary 50% plans into final engineering plan, profile and detail sheets, and provide engineering information and traffic control plans, as needed, to complete project - related encroachment and construction permit applications. The final engineering plans will be used in the contract documents during the bidding phase and construction. The District will be responsible for providing project - related surveyor services and permit acquisition. District staff believes that c2me has the experience and qualifications to complete this work in a cost - effective and timely manner. By this proposal, engineering design may be completed for about 5% of estimated construction costs. Therefore, staff recommends approval of the DVR Pipeline Engineering Services Proposal dated September 29, 2009, as submitted. —35— Gonarw Munaw Ord H, 606r4 t�o T J� R. Jana+ FuMics P let r ict, Lou �,,,,, .,,, �Q C � 4Y ." t 11 / • I v P 'i .A� BOARD AGENDA ITEM 4h TO: Board of Directors FROM: No Bergsohn, Hydro - Geologist MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Harvey Place Reservoir (HPR) Bypass Pipeline REQUESTED BOARD ACTION: Approve proposal from c2me Engineering (c2me) to provide engineering services in general accordance with the DVR Pipeline Proposal dated September 29, 2009, in the amount of $26,290. DISCUSSION: District staff requested a proposal from c2me to provide consultant services for development of engineering plans, specifications and estimate of probable construction costs (PS &E) for the Harvey Place Reservoir (HPR) Bypass Pipeline Project. This project will entail the installation of approximately 8,650 linear feet of 18 -inch pipeline from Highway 89 to near the west margin of proposed Field 1 in Diamond Valley, Alpine County, CA. The pipeline is needed to convey reclaimed wastewater from the District's C -line to the proposed Diamond Valley Irrigation Fields for land application and temporary containment during emergency events. District staff has developed preliminary 50% plans showing the preferred bypass pipeline alignment. c2me will further develop the preliminary 50% plans into final engineering plan, profile and detail sheets, and provide engineering information and traffic control plans, as needed, to complete project - related encroachment and construction permit applications. The final engineering plans will be used in the contract documents during the bidding phase and construction. The District will be responsible for providing project - related surveyor services and permit acquisition. District staff believes that c2me has the experience and qualifications to complete this work in a cost - effective and timely manner. By this proposal, engineering design may be completed for about 5% of estimated construction costs. Therefore, staff recommends approval of the DVR Pipeline Engineering Services Proposal dated September 29, 2009, as submitted. —35— No Bergsohn October 15, 2009 Page 2 SCHEDULE: October 2009 - February 2010 (anticipated) COSTS: $26,290 ACCOUNT No: 1029- 8097/MEIK08 BUDGETED AMOUNT REMAINING: $2,000,000 ATTACHMENTS: c2me Engineering DVR Pipeline Proposal dated September 29, 2009 CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Sewer GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -36- SCOPE OF SERVICES HOUR AND FEE ESTIMATE This Scope of Services is for development of Engineering Plans, Specifications, and Estimate of Probable Construction Costs (PS &E) for installation of approximately 8,650 linear feet of 18 -inch PVC plastic or Ductile Iron pipe for the BPR Bypass Pipeline Project. An initial meeting with District Staff resulted in the following observations: 1) The general pipeline alignment has been determined based on an environmental review and preliminary 50% plans have been prepared. 2) An aerial survey base map is available for use in the design. 3) Survey control will be incorporated in the design to facilitate future construction staking and generation of easement descriptions for portions of the pipeline. 4) The work is anticipated to require permits from CalTrans (encroachment), Alpine County (encroachment and grading), and the Lahontan Regional Board (construction and stormwater). Based on the above, the following work products and tasks are suggested. SURVEY COORDINATION: Survey control will be established at the site to facilitate transfer of data between ground points and the existing aerial survey base map. This will assure problem free construction staking later on. Easement description generation will also be required for a portion of the alignment in the county roadway. It may also be desirable to survey items such as utility crossings and other potential construction obstacles not shown on the aerial survey. Preliminary staking of the alignment in the field would allow transfer of the field alignment to the base map. A survey work plan will be developed for the project in coordination with District staff and refined based on input from the surveyor. Coordination with the surveyor will be provided throughout the survey phase of the work. 50% PLAN SUBMITTAL: Revised 1" --20' plan and profile sheets will be developed for the alignment as adjusted based on field review with District staff. The preliminary alignment will be profiled and screened for location of air release or combination air vacuum valves. Construction and best management practices details will be developed using District standard details as a base. A technical specification outline will be provided based on new District standard technical specifications. Bid quantities will be tabulated for the 50% design and a preliminary construction cost estimate will be provided. DVR Pipeline Proposal Page of 2 9/29/2009 Plans will be produced in 22x34 format usi% District plan production standards. One full -size set of Engineering Plans and Specifications will be provided in hardcopy along with a copy in electronic (.doc, .pdf, and AutoCAD v2007 Awg) format. 90% PLAN SUBMITTAL: Plan and profile and detail sheets will be advanced to bid -ready condition and support sheets (cover, index, general notes) will be included for a complete plan set. A traffic control plan sheet will be provided for the Diamond Valley Road crossing. Standard BMP details will be provided with typical installation locations shown on the plans. It is assumed that a Stormwater Pollution Prevention PIan, if required, will be the responsibility of the contractor. This submittal will consist of one full -size set of Engineering Plans and Specifications and an updated Engineer's Cost Estimate provided in hardcopy along with a copy in electronic (.doc, .pdf, and AutoCAD v2007 .dwg) format. FINAL PLAN SUBMITTAL: While the 90% plans are intended to be as complete as possible, any corrections, changes, or last minute items will be added to the final plan set. This submittal will consist of one full -size set of Engineering Plans and Specifications in hardcopy along with a copy in electronic (.doc, .pdf, and AutoCAD v2007 .dwg) format. PERMITTING ASSISTANCE: Permitting assistance will include providing engineering information as needed to complete the CalTrans and Alpine County Encroachment Permit applications and the Alpine County Construction Permit application. DVR Pipeline Proposal Page of 2 9/29/2009 Task Survey Coordination: Field Meeting Coordination 10% Submittal Preliminary Design Prepare 50% Submittal Submit 50% Package STPUD Review 90% Submittal Final Design Prepare 90% Submittal Submit 90% Package STPUD Review Final Submittal Prepare Final Submittal Submit Final Package c2me Engineering Week Ending Start Finish 18-Oct 25-Oct 1 -Nov 8-Nov 15-Nov 22 -Nov 29-Nov 6 - Dec 13 20 27 - Dec 3 -Jan 10-Jan 17-Jan 24-Jan 31-Jan 26 -Oct 30 -Oct 26 -Oct 26 -Oct 13 -Nov 9 -Nov 22 -Nov 23 -Nov 23 -Nov 4 -Dec 7 -Dec 25 -Dec 21 -Dec 3 -Jan 4 -Jan 4 -Jan 15 -Jan 18 -Jan 22 -Jan 25 -Jan STPUD DVR Pipeline Project Design Schedule 9/29/2009 STPUD DVR Pipeline Engineering Cost Estimate Engr Rate: 120 Ofc Rate: 50 Task Hours Dollars Hours Dollars Survey Coordination Develop Survey Work Plan 8 960 0 Site Meeting and Coordination 4 480 0 12 1,440 0 0 50% Submittal Field Layout Plan and Profile Draft Details Technical Specifications Outline Construction Cost Estimate 90% Submittal Plans Details Technical Specifications Construction Cost Estimate Final Submittal Final Plan Package Final Specifications Package Permitting Assistance LABOR TOTALS: Expenses Plan Reproduction Specification Reproduction EXPENSE TOTAL: GRAND TOTAL: Estimated Number of Plan Sheets: Hours per Plan Sheet: Dollars Per Plan Sheet: Construction Cost Estimate: Engineering Percentage of Construction: 12 1,440 0 40 4,800 16 800 12 1,440 8 400 8 960 6 300 6 720 2 100 78 9,360 32 1,600 16 1,920 12 600 8 960 6 300 16 1,920 6 300 4 480 2 100 44 5,280 26 1,300 4 480 2 100 4 480 2 100 8 960 4 200 20 2,400 12 600 20 2,400 12 600 162 19,440 74 3,700 Plan Repro. Rate -40- 25 9.44 1,051.60 1,800,000 1.46% 2.00 Pg. R'Rt: 0.10 ShtslPcrs Dollars 1500 3,000 1500 150 3,150 26,290 06"Woi Woo RkhAr4 H. 5olt+rhj bo ut.0 h ,.tames R. J�xras UN M"Mo" PuMic Utility Pietrict M*ry �► ,. -s • 5 ff - .} r, BOARD AGENDA ITEM 41 TO: Board of Directors FROM: Randy Curtis, Manager of Field Operations MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Diesel Particulate Filters REQUESTED BOARD ACTION: (1) Reject low bid for non - responsiveness; and (2) Award bid to the lowest responsive, responsible bidder A -Z Emissions Solutions, in the amount of $73,255.56. DISCUSSION: Bid proposal packets were sent out to nine (9) suppliers of diesel particulate filters. Bids were opened at 3:30 p.m. on September 29, 2009. The bids were to include materials and labor for the installation of six (6) filters on District diesel vehicles. The apparent low bidder was non - responsive in bidding all six units and only bid five. A summary of all bids is attached. SCHEDULE: As soon as possible COSTS: $73,255.56 ACCOUNT NO: Various BUDGETED AMOUNT REMAINING: Expenditures to be absorbed into each affected department ATTACHMENTS: Bid results CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Sewer & Water GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -41- 5OUTH TAHOE FU13LIC UTILITY P15MCT BID RESULTS - Supply & Installation of Diesel Particulate Filter Systems For 6 vehicles BID #: 09 -10 -07 OPENING DATE: September 29, 2009 EST. FOR 6 TRKS BID AMOUNT (for comparison only) EMISSIONS RETROFIT GROUP $ 66,285.43 $ 78,225.17 ECS units SCP 13 or 17 Includes 5 year parts & labor warranty Estimated Completion 7 -10 weeks, Net 30 Exception: Unable to provide a CARB certified unit for Truck #36 (Sterling Vacuum) A -Z EMISSIONS SOLUTIONS $ 73,255.56 Donaldson SEF, Cleaire, Horizon DE -05- 010 -03 Estimated Completion 8 weeks, Net 30 IRONMAN PARTS & SERVICE 88,560.00 Cleaire, Horizon DE -05- 010 -03 Includes 5 year parts & labor warranty Estimated Completion 11/21/09- 12/11/09, Net 30 VALLEY POWER NORTH 80,573.70 96,688.44 Engine Control Systems LTD Estimated Completion 12/11/09, Net 30 Exception: Unable to provide a CARB certified unit for Truck #36 (Sterling Vacuum) CUMMINS WEST INC 97,804.88 Cleaire, Horizon Level 3 Estimated Completion 12/31/09, Terms not indicated SMITH POWER PRODUCTS INC 99,635.60 Engine Control Systems SC -13 or SC -17 & Huss on -board active filter for truck #36 Estimated Completion not indicated (Required by 12/31/09) SILVER STATE INTERNATIONAL 103,179.78 122,559.66 Engine Control Systems PuriFilter Plus Estimated Completion 12/31/09, Net 30 Exceptions: Unable to provide a CARB certified unit for Truck #36 (Sterling Vacuum) Installation to be performed in SR�rks (District site was spec'd) ir' N • i `�.r r • .r ' ; } s !1 it � gi r r , BOARD AGENDA ITEM 4j TO: Board of Directors FROM: Randy Curtis, Manager of Field Operations MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Pump Run Service Truck REQUESTED BOARD ACTION: Authorize staff to advertise for bids for one 4x4 Y2 ton pickup truck. DISCUSSION: This request is to replace Truck 59, a 2000 Chevy 2500 with 98,000+ miles. This vehicle was being used by the pump run crew. The engine in this truck has seized. This truck was scheduled for replacement in the 2010/11 budget year. Funds in the current year budget for a generator replacement will be utilized for the truck replacement. Staff will try to budget funds for the generator replacement in fiscal year 2010/11. SCHEDULE: As soon as possible COSTS: $25,000 ACCOUNT NO: 1005 -8035 BUDGETED AMOUNT REMAINING: $50,000 ATTACHMENTS: Bid Specifications CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Sewer GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -45- Ganaml M*UIW KlcharA H. Sol" 5outh .#11KIa6 R..10f1a6 PuHic P letrict L tlM� MD 1" Utility ir' N • i `�.r r • .r ' ; } s !1 it � gi r r , BOARD AGENDA ITEM 4j TO: Board of Directors FROM: Randy Curtis, Manager of Field Operations MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Pump Run Service Truck REQUESTED BOARD ACTION: Authorize staff to advertise for bids for one 4x4 Y2 ton pickup truck. DISCUSSION: This request is to replace Truck 59, a 2000 Chevy 2500 with 98,000+ miles. This vehicle was being used by the pump run crew. The engine in this truck has seized. This truck was scheduled for replacement in the 2010/11 budget year. Funds in the current year budget for a generator replacement will be utilized for the truck replacement. Staff will try to budget funds for the generator replacement in fiscal year 2010/11. SCHEDULE: As soon as possible COSTS: $25,000 ACCOUNT NO: 1005 -8035 BUDGETED AMOUNT REMAINING: $50,000 ATTACHMENTS: Bid Specifications CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Sewer GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -45- MINIMUM SPECIFICATIONS Y2 TON 2 DOOR PICK -UP Truck 59 — Pump Crew 1. %2 Ton Regular Cab, 2 Door Pick -Up 2. New vehicle, model year 2009 3. 4 -wheel drive with automatic locking hubs 4. V -8 engine - gas 5. Y2 -ton payload, minimum 6. Limited slip differential 7. Automatic 4 -speed transmission with overdrive 8. Standard equipped brakes 9. Rear bumper 10. AM /FM radio 11. Standard front seating (cloth preferred, vinyl OK) 12. Air Conditioning 13. Sliding rear window 14. Standard size bed (approximately 6 % ft) 15. Emissions approved by the State of California 16. Single tone white exterior 17. Manufacturer's standard all season or all terrain tires with full size spare tire 18. Driving lights and turn signals shall be approved by the State of California 19. The engine shall be fully prepared and set -up to operate smoothly and efficiently at an altitude of 6300 feet above sea level. -47- Richard H. Sol" 15o u dal .lm�ali R ,k+ras 0�" Fu HIG Utility Pletrict GrEr� � BOARD AGENDA ITEM 4k TO: Board of Directors FROM: Paul Hughes, Chief Financial Officer MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Proposition 1A Securitization Program REQUESTED BOARD ACTION: (1) Adopt Resolution No. 2875 -09 approving the form of and authorizing the execution and delivery of a purchase and sale agreement and related documents with respect to the sale of the seller's Proposition 1A receivable from the State; and (2) Directing and authorizing certain other actions in connection therewith. DISCUSSION: The suspension of Proposition 1A was passed by the Legislature and signed by the Governor as part of the 2009 -10 budget on July 28, 2009. Under the provision, the State will borrow 8% of the amount of property tax revenue apportioned to cities, counties, and special districts. The State is required to repay the property tax plus interest by June 30, 2013. The impact to the District is approximately $513,000. The legislature is currently reviewing a clean -up bill, SB 67, which would provide for a few critical changes to the enacted legislation, including but not limited to providing for: financing to occur in November; county auditor certification of amount of Prop 1 A receivable; tax - exempt structure; California Communities as the only issuer; more flexibility on bond structure (interest payments, state payment date, and redemption features); sales among local agencies; and revision to the hardship mechanism. While SB 67 has not yet been passed and signed into law, California Communities expects that to occur prior to funding the Program. If for any reason SB 67 is not enacted and the bonds cannot be sold by December 31, 2009, all approved documents placed in escrow with Transaction Counsel will be of no force and effect and will be destroyed. -49- Paul Hughes October 15, 2009 Page 2 Under the Securitization Program, California Communities will simultaneously purchase the Proposition 1A Receivables, issue bonds ( "Prop 1A Bonds ") and provide each local agency with the cash proceeds in two equal installments, on January 15, 2010, and May 3, 2010 (to coincide with the dates that the State will be shifting property tax from local agencies). The purchase price paid to the local agencies will equal 100% of the amount of the property tax reduction. All transaction costs of issuance and interest will be paid by the State of California. Participating local agencies will have no obligation on the bonds and no credit exposure to the State. SCHEDULE: All documents must be executed and returned by November 6, 2009. COSTS: NA ACCOUNT NO: NA BUDGETED AMOUNT REMAINING: NA ATTACHMENTS: Resolution No. 2875 -09; Purchase and Sale Agreement CONCURRENCE WITH REQUESTED ACTION: CATEGORY: General GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -50- RESOLUTION NO. 2875 -09 OF THE A RESOLUTION APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF A PURCHASE AND SALE AGREEMENT AND RELATED DOCUMENTS WITH RESPECT TO THE SALE OF THE SELLER'S PROPOSITION IA RECEIVABLE FROM THE STATE; AND DIRECTING AND AUTHORIZING CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH WHEREAS, pursuant to Section 25.5 of Article XIII of the California Constitution and Chapter 14XXXX of the California Statutes of 2009 (Assembly Bill No. 15), as amended (the "Act "), certain local agencies within the State of California (the "State ") are entitled to receive certain payments to be made by the State on or before June 30, 2013, as reimbursement for reductions in the percentage of the total amount of ad valorem property tax revenues allocated to such local agencies during the State's 2009 -10 fiscal year (the "Reimbursement Payments "), which reductions have been authorized pursuant to Sections 100.05 and 100.06 of the California Revenue and Taxation Code; WHEREAS, the M, a local agency within the meaning of Section 6585(f) of the California Government Code (the "Seller"), is entitled to and has determined to sell all right, title and interest of the Seller in and to its "Proposition IA receivable ", as defined in Section 6585(g) of the California Government Code (the "Proposition IA Receivable "), namely, the right to payment of moneys due or to become due to the Seller pursuant to Section 25.5(a)(1)(B)(iii) of Article XIII of the California Constitution and Section 100.06 of the California Revenue and Taxation Code, in order to obtain money to fund public capital improvements or working capital; WHEREAS, the Seller is authorized to sell or otherwise dispose of its property as the interests of its residents require; WHEREAS, the California Statewide Communities Development Authority, a joint exercise of powers authority organized and existing under the laws of the State (the "Purchaser "), has been authorized pursuant to Section 6588(x) of the California Government Code to purchase the Proposition IA Receivable; WHEREAS, the Purchaser desires to purchase the Proposition IA Receivable and the Seller desires to sell the Proposition I Receivable pursuant to a purchase and sale agreement by and between the Seller and the Purchaser in the form presented to this Board of Directors (the "Sale Agreement ") for the purposes set forth herein; WHEREAS, in order to finance the purchase price of the Proposition I Receivable from the Seller and the purchase price of other Proposition IA Receivables from other local agencies, the Purchaser will issue its bonds (the "Bonds ") pursuant to Section 6590 of the California Government Code and an Indenture (the "Indenture "), by and between the Purchaser and Wells Fargo Bank, National Association, as trustee (the "Trustee "), which Bonds will be payable solely -51- from the proceeds of the Seller's Proposition IA Receivable and other Proposition lA Receivables sold to the Purchaser by local agencies in connection with the issuance of the Bonds; WHEREAS, the Seller acknowledges that (i) any transfer of its Proposition IA Receivable to the Purchaser pursuant to the Sale Agreement shall be treated as an absolute sale a and transfer of the ro er so transferred and not as a pledge or grant of a security interest by wim to secure a borrowing, (ii) any such sale of its Proposition I Receivable to the Purchaser shall automatically be perfected without the need for physical delivery, recordation, filing or further act, (iii) the provisions of Division 9 (commencing with Section 9101) of the California Commercial Code and Sections 954.5 to 955.1 of the California Civil Code, inclusive, shall not apply to the sale of its Proposition IA Receivable, and (iv) after such transfer, the Seller shall have no right, title, or interest in or to the Proposition IA Receivable sold to the Purchaser and the Proposition IA Receivable will thereafter be owned, received, held and disbursed only by the Purchaser or a trustee or agent appointed by the Purchaser, WHEREAS, the Seller acknowledges that the Purchaser will grant a security interest in the Proposition IA Receivable to the Trustee and any credit enhancer to secure payment of the Bonds; WHEREAS, a portion of the proceeds of the Bonds will be used by the Purchaser to, among other things, pay the purchase price of the Proposition I Receivable; WHEREAS, the Seller will use the proceeds received from the sale of the Proposition I Receivable for any lawful purpose as permitted under the applicable laws of the State; NOW THEREFORE, the of the hereby resolves as follows: Section 1. All of the recitals set forth above are true and correct, and this �® hereby so finds and determines. Section 2. The Seller hereby authorizes the sale of the Proposition I Receivable to the Purchaser for a price equal to the amount certified as the Initial Amount (as defined in the Sale Agreement) by the Coun auditor pursuant to the Act. The form of Sale Agreement presented to the is hereby approved. An Authorized Officer (as set forth in Appendix A of this Resolution, attached hereto and by this reference incorporated herein) is hereby authorized and directed to execute and deliver the Sale Agreement on behalf of the Seller, which shall be in the form presented at this meeting. Section 3. Any Authorized Officer is hereby authorized and directed to send, or to cause to be sent, an irrevocable written instruction to the State Controller (the "Irrevocable Written Instruction ") notifying the State of the sale of the Proposition IA Receivable and instructing the disbursement pursuant to Section 6588.6(c) of California Government Code of the Proposition IA Receivable to the Trustee, on behalf of the Purchaser, which Irrevocable Written Instruction shall be in the form presented at this meeting. Fa -52- Section 4. The Authorized Officers and such other Seller officers, as appropriate, are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents, including but not limited to, if required, appropriate escrow instructions relating to the delivery into escrow of executed documents prior to the closing of the Bonds, and such other documents mentioned in the Sale Agreement or the Indenture, which any of them may deem necessary or desirable in order to implement the Sale Agreement and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution; and all such actions heretofore taken by such officers are hereby ratified, confirmed and approved. Section 5. All consents, approvals, notices, orders, requests and other actions permitted or required by any of the documents authorized by this Resolution, whether before or after the sale of the Proposition IA Receivable or the issuance of the Bonds, including without limitation any of the foregoing that may be necessary or desirable in connection with any default under or amendment of such documents, may be given or taken by an Authorized Officer without further authorization by this ® & and each Authorized Officer is hereby authorized and directed to give any such consent, approval, notice, order or request, to execute any necessary or appropriate documents or amendments, and to take any such action that such Authorized Officer may deem necessary or desirable to further the purposes of this Resolution. Section b. The Board of Directors acknowledges that, upon execution and delivery of the Sale Agreement, the Seller is contractually obligated to sell the Proposition IA Receivable to the Purchaser pursuant to the Sale Agreement and the Seller shall not have any option to revoke its approval of the Sale Agreement or to determine not to perform its obligations thereunder. 3 -53- approval. Section 7. This Resolution shall take effect from and after its adoption and PASSED AND ADOPTED by the of the ®� State of California, this day of 2009, by the following vote: AYES: NOES: ABSENT: Attest: Approved as to form : SELLER'S COUNSEL Dated: 4 -54- APPENDIX A Authorized Officers: , any designee of any of them, as appointed in a written certificate of such Authorized Officer delivered to the Trustee. -55- as Seller and CALIFORNIA, CALIFORNIA STATEWIDE COMITIES DEVELOPMENT AUTHORITY, as Purchaser PURCHASE AND SALE AGREEMENT Dated as of November 1, 2009 E -1 -56- TABLE OF CONTENTS Page 1. DEFINITIONS AND INTERPRETATION ....................................... ............................... 2 2. AGREEMENT TO SELL AND PURCHASE; CONDITIONS PRECEDENT ................ 2 3. PURCHASE PRICE, CONVEYANCE OF PROPOSITION IA RECEIVABLE AND PAYMENT OF PURCHASE PRICE ....................................... ............................... 3 4. REPRESENTATIONS AND WARRANTIES OF THE PURCHASER .......................... 4 5. REPRESENTATIONS AND WARRANTIES OF THE SELLER .... ............................... 5 6. COVENANTS OF THE SELLER ...................................................... ............................... 7 7. THE PURCHASER'S ACKNOWLEDGMENT ................................ ............................... 9 8 . NOTICES OF BREACH .................................................................... ............................... 9 9. LIABILITY OF SELLER; INDEMNIFICATION .............................. ..............................9 10. LIMITATION ON LIABILITY ....................................................... ............................... 10 11. THE SELLER'S ACKNOWLEDGMENT ....................................... ............................... 10 12 . NOTICES ............................................................................................ .............................10 13 . AMENDMENTS .............................................................................. ............................... 10 14. SUCCESSORS AND ASSIGNS ...................................................... ............................... 10 15. THIRD PARTY RIGHTS ................................................................. ............................... 11 16. PARTIAL INVALIDITY ................................................................... .............................11 17 . COUNTERPARTS ........................................................................... ............................... 11 18 . ENTIRE AGREEMENT ..................................................................... .............................11 19 . GOVERNING LAW ........................................................................... .............................12 EXHIBIT A — DEFINITIONS .................................................................... ............................... A -1 EXHIBIT B — OPINION OF SELLER'S COUNSEL ............................ ............................... B1 -1 EXHIBIT B2 — BRINGDOWN OPINION OF SELLER'S COUNSEL .. ............................... 132 -1 EXHIBIT C1— CLERK'S CERTIFICATE .............................................. ............................... C1 -1 EXHIBIT C2 — SELLER CERTIFICATE ................................................ ............................... C2 -1 EXHIBIT C3 — BILL OF SALE AND BRINGDOWN CERTIFICATE . ............................... C3 -1 EXHIBIT D — IRREVOCABLE INSTRUCTIONS TO CONTROLLER . ............................... D -1 EXHIBIT E — ESCROW INSTRUCTION LETTER ................................. ............................... E -1 1 -57- PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT, dated as of November 1, 2009 (this " Agreement "), is entered into by and between: (1) , a local agency of the State of California within the meaning of Section 6585(f) of the California Government Code (the " Seller "); and (2) CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY, a joint exercise of powers authority organized and existing under the laws of the State of California (the "Purchase '). RECITALS A. Pursuant to Section 25.5 of Article XIII of the California Constitution and Section 100.06 of the California Revenue and Taxation Code, local agencies within the meaning of Section 6585(f) of the California Government Code are entitled to receive certain payments to be made by the State of California (the "State ") on or before June 30, 2013, as reimbursement for reductions in the percentage of the total amount of ad valorem property tax revenues allocated to such local agencies during the State's 2009 -10 fiscal year, which reductions have been authorized pursuant to Sections 100.05 and 100.06 of the California Revenue and Taxation Code. B. The Seller is the owner of the Proposition IA Receivable (as defined below) and is entitled to and has determined to sell all right, title and interest in and to the Proposition IA receivable, namely, the right to payment of moneys due or to become due to the Seller pursuant to Section 25.5(a)(1)(B)(iii) of Article XIII of the California Constitution and Section 100.06 of the California Revenue and Taxation Code, in order to obtain money to fund any lawful purpose as permitted under the applicable laws of the State. C. The Seller is authorized to sell or otherwise dispose of its property as the interests of its residents require. D. The Purchaser, a joint exercise of powers authority organized and existing under the laws of the State, has been authorized pursuant to Section 6588(x) of the California Government Code to purchase the Proposition IA Receivable. E. The Seller is willing to sell, and the Purchaser is willing to purchase, the Proposition IA Receivable upon the terms specified in this Agreement. F. Pursuant to its Proposition IA Receivable Financing Program (the "Program "), the Purchaser will issue its bonds (the "Bonds ") pursuant to an Indenture (the "Indenture "), between the Purchaser and Wells Fargo Bank, National Association, as trustee (the "Trustee "), and will use a portion of the proceeds thereof to purchase the Proposition IA Receivable from the Seller. G. The Purchaser will grant a security interest in such Proposition IA Receivable to the Trustee and each Credit Enhancer to secure the Bonds. -58- AGREEMENT NOW, THEREFORE, in consideration of the above Recitals and the mutual covenants herein contained, the parties hereto hereby agree as follows: 1. Definitions and Interpretation (a) For all purposes of this Agreement, except as otherwise expressly provided herein or unless the context otherwise requires, capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in Exhibit A attached hereto and which is incorporated by reference herein. (b) The words "hereof," "herein," "hereunder" and words of similar import when used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement; section and exhibits references contained in this Agreement are references to sections and exhibits in or to this Agreement unless otherwise specified; and the term "including" shall mean "including without limitation." (c) Any agreement, instrument or statute defined or referred to herein or in any instrument or certificate delivered in connection herewith means such agreement, instrument or statute as from time to time may be amended, modified or supplemented and includes (in the case of agreements or instruments) references to all attachments and exhibits thereto and instruments incorporated therein; and any references to a Person are also to its permitted successors and assigns. 2. Agreement to Sell and Purchase, Conditions Precedent (a) The Seller agrees to sell, and the Purchaser agrees to purchase, on the Closing Date, for an amount equal to the Purchase Price, all right, title and interest of the Seller in and to the "Proposition IA receivable" as defined in Section 6585(g) of the California Government Code (the " Proposition IA Receivable "), namely, the right to payment of moneys due or to become due to the Seller pursuant to Section 25.5(a)(1)(B)(iii) of Article XIII of the California Constitution and Section 100.06 of the California Revenue and Taxation Code. The Purchase Price shall be paid by the Purchaser to the Seller in two equal cash installment payments, without interest (each, an "Installment Payment" and, collectively, the "Installment Payments "), on January 15, 2010, and May 3, 2010 (each a "Payment Date" and, collectively, the "Payment Dates "). The Purchaser shall pay the Purchase Price by wire transfer pursuant to wire instructions provided by the Seller to the Trustee by e-mail to john.deleray @welisfargo.com or by facsimile to 213 -614 -3355, Attention: John Deleray. If wire instructions are not provided to the Trustee (or if such wire instructions are invalid) payment will be made by check mailed to the Seller's Principal Place of Business. (b) The performance by the Purchaser of its obligations hereunder shall be conditioned upon: (i) Transaction Counsel receiving on or before the date the Bonds are sold (the " Pricin Date "), to be held in escrow until the Closing Date and then delivered to the Purchaser on the Closing Date, the following documents 2 -59- duly executed by the Seller or its counsel, as applicable: (1) an opinion of counsel to the Seller dated the Pricing Date in substantially the form attached hereto as Exhibit B 1 , (2) certificates dated the Pricing Date in substantially the forms attached hereto as Exhibit Cl and Exhibit C2 , (3) irrevocable instructions to the Controller dated as of the Closing Date in substantially the form attached hereto as Exhibit D , 4 this A Bement (5) a certified copy of the resolution of the Seller's approving this Agreement, the transactions contemplated hereby and the documents attached hereto as exhibits, and (6) an escrow instruction letter in substantially the form attached hereto as Exhibit E ; (ii) Transaction Counsel receiving on or before the Pricing Date, (1) a bringdown opinion of counsel to the Seller dated as of the Closing Date in substantially the form attached hereto as Exhibit B2 , and (2) a bill of sale and bringdown certificate of the Seller (the " Bill of Sale ") in substantially the form attached hereto as Exhibit C3; roP vided that the Purchaser may waive, in its sole discretion, the requirements of Section 2(b)(ii)(1); (iii) the Purchaser issuing Bonds in an amount which will be sufficient to pay the Purchase Price; and (iv) the receipt by the Purchaser of a certification of the County Auditor confirming the Initial Amount of the Proposition IA Receivable pursuant to the Act. (c) The performance by the Seller of its obligations hereunder shall be conditioned solely upon the Purchaser's issuance of the Bonds its execution and delivery of this Agreement, pursuant to which it is legally obligated to pay the Installment Payments to the Seller on the Payment Dates as set forth in this Agreement, and no other act or omission on the part of the Purchaser or any other party shall excuse the Seller from performing its obligations hereunder. Seller specifically disclaims any right to rescind this Agreement, or to assert that title to the Proposition IA Receivable has not passed to the Purchaser, should Purchaser fail to make Installment Payments in the requisite amounts on the Payment Dates. 3. Purchase Price, Conveyance of Proposition IA Receivable and Payment of Purchase Price (a) Upon pricing of the Bonds by the Purchaser, the Purchaser will inform the Seller that it will pay the Purchase Price in Installment Payments on the Payment Dates. (b) In consideration of the Purchaser's agreement to pay and deliver to the Seller the Installment Payments on the Payment Dates, the Seller agrees to (i) transfer, grant, bargain, sell, assign, convey, set over and deliver to the Purchaser, absolutely and not as collateral security, without recourse except as expressly provided herein, and the Purchaser agrees to purchase, accept and receive, the Proposition I A Receivable, and (ii) assign to the Purchaser, to the extent permitted by law, all present or future rights, if any, of the Seller to enforce or cause the enforcement of payment of the Proposition lA Receivable pursuant to the Act and other 3 -60- applicable law. Such transfer, grant, bargain, sale, assignment, conveyance, set over and delivery is hereby expressly stated to be a sale and, pursuant to Section 6588.6(b) of the California Government Code, shall be treated as an absolute sale and transfer of the Proposition IA Receivable, and not as a grant of a security interest by the Seller to secure a borrowing. This is the statement referred to in Sections 6588.6(b) and (c) of the California Government Code. 4. Representations and Warranties of the Purchaser The Purchaser represents and warrants to the Seller, as of the date hereof, as follows: (a) The Purchaser is duly organized, validly existing and in good standing under the laws of the State of California. (b) The Purchaser has full power and authority to enter into this Agreement and to perform its obligations hereunder and has duly authorized such purchase and assignment of the Proposition IA Receivable by the Purchaser by all necessary action. (c) Neither the execution and delivery by the Purchaser of this Agreement, nor the performance by the Purchaser of its obligations hereunder, shall conflict with or result in a breach or default under any of its organizational documents, any law, rule, regulation, judgment, order or decree to which it is subject or any agreement or instrument to which it is a party. (d) To the best of the knowledge of the Purchaser, no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board or body, is pending or threatened in any way against the Purchaser affecting the existence of the Purchaser or the titles of its commissioners or officers, or seeking to restrain or to enjoin the purchase of the Proposition IA Receivable or to direct the application of the proceeds of the purchase thereof, or in any way contesting or affecting the validity or enforceability of any of the Transaction Documents or any other applicable agreements or any action of the Purchaser contemplated by any of said documents, or in any way contesting the powers of the Purchaser or its authority with respect to the Transaction Documents to which it is a party or any other applicable agreement, or any action on the part of the Purchaser contemplated by the Transaction Documents, or in any way seeking to enjoin or restrain the Purchaser from purchasing the Proposition IA Receivable or which if determined adversely to the Purchaser would have an adverse effect upon the Purchaser's ability to purchase the Proposition lA Receivable, nor to the knowledge of the Purchaser is there any basis therefor. (e) This Agreement, and its execution, delivery and performance hereof have been duly authorized by it, and this Agreement has been duly executed and delivered by it and constitutes its valid and binding obligation enforceable against it in accordance with the terms hereof, subject to the effect of bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws relating to or affecting creditors' rights generally or the application of equitable principles in any proceeding, whether at law or in equity. (f) The Purchaser is a separate legal entity, acting solely through its authorized representatives, from the Seller, maintaining separate records, books of account, assets, bank accounts and funds, which are not and have not been commingled with those of the Seller. 4 -61- (g) All approvals, consents, authorizations, elections and orders of or filings or registrations with any governmental authority, board, agency or commission having jurisdiction which would constitute a condition precedent to, or the absence of which would adversely affect, the purchase by the Purchaser of the Proposition IA Receivable or the performance by the Purchaser of its obligations under the Transaction Documents to which it is a party and any other applicable agreements, have been obtained and are in full force and effect. (h) Insofar as it would materially adversely affect the Purchaser's ability to enter into, carry out and perform its obligations under any or all of the Transaction Documents to which it is a party, or consummate the transactions contemplated by the same, the Purchaser is not in breach of or default under any applicable constitutional provision, law or administrative regulation of the State of California or the United States or any applicable judgment or decree or any loan agreement, indenture, bond, note, resolution, agreement or other instrument to which it is a party or to which it or any of its property or assets is otherwise subject, and, to the best of the knowledge of the Purchaser, no event has occurred and is continuing which with the passage of time or the giving of notice, or both, would constitute a default or an event of default under any such instrument, and the execution and delivery by the Purchaser of the Transaction Documents to which it is a party, and compliance by the Purchaser with the provisions thereof, under the circumstances contemplated thereby, do not and will not conflict with or constitute on the part of the Purchaser a breach of or default under any agreement or other instrument to which the Purchaser is a party or by which it is bound or any existing law, regulation, court order or consent decree to which the Purchaser is subject. 5. Representations and Warranties of the Seller The Seller hereby represents and warrants to the Purchaser, as of the date hereof, as follows: (a) The Seller is a local agency within the meaning of Section 6585(f) of the California Government Code, with full power and authority to execute and deliver this Agreement and to carry out its terms. (b) The Seller has full power, authority and legal right to sell and assign the Proposition IA Receivable to the Purchaser and has duly authorized such sale and assignment to the Purchaser by all necessary action; and the execution, delivery and performance by the Seller of this Agreement has been duly authorized by the Seller by all necessary action. (c) This Agreement has been, and as of the Closing Date the Bill of Sale will have been, duly executed and delivered by the Seller and, assuming the due authorization, execution and delivery of this Agreement by the Purchaser, each of this Agreement and the Bill of Sale constitutes a legal, valid and binding obligation of the Seller enforceable in accordance with its terms, subject to the effect of bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws relating to or affecting creditors' rights generally or the application of equitable principles in any proceeding, whether at law or in equity. (d) All approvals, consents, authorizations, elections and orders of or filings or registrations with any governmental authority, board, agency or commission having jurisdiction which would constitute a condition precedent to, or the absence of which would adversely affect, the sale by the Seller of the Proposition IA Receivable or the performance by the Seller of its 5 -62- obligations under the Resolution and the Transaction Documents to which it is a party and any other applicable agreements, have been obtained and are in full force and effect. (e) Insofar as it would materially adversely affect the Seller's ability to enter into, carry out and perform its obligations under any or all of the Transaction Documents to which it is a party, or consummate the transactions contemplated by the same, the Seller is not in breach of or default under any applicable constitutional provision, law or administrative regulation of the State of California or the United States or any applicable judgment or decree or any loan agreement, indenture, bond, note, resolution, agreement or other instrument to which it is a party or to which it or any of its property or assets is otherwise subject, and, to the best of the knowledge of the Seller, no event has occurred and is continuing which with the passage of time or the giving of notice, or both, would constitute a default or an event of default under any such instrument, and the adoption of the Resolution and the execution and delivery by the Seller of the Transaction Documents to which it is a party, and compliance by the Seller with the provisions thereof, under the circumstances contemplated thereby, do not and will not conflict with or constitute on the part of the Seller a breach of or default under any agreement or other instrument to which the Seller is a party or by which it is bound or any existing law, regulation, court order or consent decree to which the Seller is subject. (f) To the best of the knowledge of the Seller, no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board or body, is pending or threatened in an way against the Seller affecting the existence of the Seller or the titles of its members or officers to their respective offices, or seeking to restrain or to enjoin the sale of the Proposition IA Receivable or to direct the application of the proceeds of the sale thereof, or in any way contesting or affecting the validity or enforceability of any of the Transaction Documents or any other applicable agreements or any action of the Seller contemplated by any of said documents, or in any way contesting the powers of the Seller or its authority with respect to the Resolution or the Transaction Documents to which it is a party or any other applicable agreement, or any action on the part of the Seller contemplated by the Transaction Documents, or in any way seeking to enjoin or restrain the Seller from selling the Proposition IA Receivable or which if determined adversely to the Seller would have an adverse effect upon the Seller's ability to sell the Proposition IA Receivable, nor to the knowledge of the Seller is there any basis therefor. (g) Prior to the sale of the Proposition IA Receivable to the Purchaser, the Seller was the sole owner of the Proposition IA Receivable, and has such right, title and interest to the Proposition lA Receivable as provided in the Act. From and after the conveyance of the Proposition IA Receivable by the Seller to Purchaser on the Closing Date, the Seller shall have no right, title or interest in or to the Proposition IA Receivable. Except as provided in this Agreement, the Seller has not sold, transferred, assigned, set over or otherwise conveyed any right, title or interest of any kind whatsoever in all or any portion of the Proposition IA Receivable, nor has the Seller created, or to the best knowledge of the Seller permitted the creation of, any lien, pledge, security interest or any other encumbrance (a "Lien ") thereon. Prior to the sale of the Proposition IA Receivable to the Purchaser, the Seller held title to the Proposition IA Receivable free and clear of any Liens. As of the Closing Date, this Agreement, together with the Bill of Sale, constitutes a valid and absolute sale to the Buyer of all of the Seller's right, title and interest in and to the Proposition IA Receivable. 0 -63- (h) The Seller acts solely through its authorized officers or agents. Purchaser. (i) The Seller maintains records and books of account separate from those of the 0) The Seller maintains its respective assets separately from the assets of the Purchaser (including through the maintenance of separate bank accounts); the Seller's funds and assets, and records relating thereto, have not been and are not commingled with those of the Purchaser. k The Seller's rinci al lace of business and chief executive office is located at e�■ ®., �e, ®®. (1) The aggregate amount of the Installment Payments is reasonably equivalent value for the Proposition IA Receivable. The Seller acknowledges that the amount payable to or on behalf of the Purchaser by the State with respect to the Proposition IA Receivable will be in excess of the Purchase Price and the Initial Amount of the Proposition IA Receivable and confirms that it has no claim to any such excess amount whatsoever. (m) The Seller does not act as an agent of the Purchaser in any capacity, but instead presents itself to the public as an entity separate from the Purchaser. (n) The Seller has not guaranteed and shall not guarantee the obligations of the Purchaser, nor shall it hold itself out or permit itself to be held out as having agreed to pay or as being liable for the debts of the Purchaser; and the Seller has not received nor shall the Seller accept any credit or financing from any Person who is relying upon the availability of the assets of the Purchaser in extending such credit or financing. The Seller has not purchased and shall not purchase any of the Bonds or any interest therein. (o) All transactions between or among the Seller, on the one hand, and the Purchaser on the other hand (including, without limitation, transactions governed by contracts for services and facilities, such as payroll, purchasing, accounting, legal and personnel services and office space), whether existing on the date hereof or entered into after the date hereof, shall be on terms and conditions (including, without limitation, terms relating to amounts to be paid thereunder) which are believed by each such party thereto to be both fair and reasonable and comparable to those available on an arms -length basis from Persons who are not affiliates. (p) The Seller has not, under the provisions of Section 100.06(b) of the California Revenue and Taxation Code, received a reduction for hardship or otherwise, nor has it requested, made arrangements for, or completed a reallocation or exchange with any other local agency, of the total amount of the ad valorem property tax revenue reduction allocated to the Seller pursuant to Section 100.06(a) of the California Revenue and Taxation Code. 6. Covenants of the Seller (a) The Seller shall not take any action or omit to take any action which adversely affects the interests of the Purchaser in the Proposition IA Receivable and in the proceeds thereof. The Seller shall not take any action or omit to take any action that shall adversely affect 7 -64- the ability of the Purchaser, and any assignee of the Purchaser, to receive payments of the Proposition IA Receivable. (b) The Seller shall not take any action or omit to take any action that would impair the validity or effectiveness of the Act, nor, without the prior written consent of the Purchaser or its assignees, agree to any amendment, modification, termination, waiver or surrender of, the terms of the Act, or waive timely performance or observance under the Act. Nothing in this agreement shall impose a duty on the Seller to seek to enforce the Act or to seek enforcement thereof by others, or to prevent others from modifying, terminating, discharging or impairing the validity or effectiveness of the Act. (c) Upon request of the Purchaser or its assignee, (i) the Seller shall execute and deliver such further instruments and do such further acts (including being named as a plaintiff in an appropriate proceeding) as may be reasonably necessary or proper to carry out more effectively the purposes and intent of this Agreement and the Act, and (ii) the Seller shall take all actions necessary to preserve, maintain and protect the title of the Purchaser to the Proposition 1 A Receivable. (d) On or before the Closing Date, the Seller shall send (or cause to be sent) an irrevocable instruction to the Controller pursuant to Section 6588.6(c) of California Government Code to cause the Controller to disburse all payments of the Proposition IA Receivable to the Trustee, together with notice of the sale of the Proposition IA Receivable to the Purchaser and the assignment of all or a portion of such assets by the Purchaser to the Trustee. Such notice and instructions shall be in the form of Exhibit D hereto. The Seller shall not take any action to revoke or which would have the effect of revoking, in whole or in part, such instructions to the _Controller. Upon sending such irrevocable instruction, the Seller shall have relinquished and waived any control over the Proposition IA Receivable, any authority to collect the Proposition IA Receivable, and any power to revoke or amend the instructions to the Controller contemplated by this paragraph. Except as provided in Section 2(c) of this Agreement, the Seller shall not rescind, amend or modify the instruction described in the first sentence of this paragraph. The Seller shall cooperate with the Purchaser or its assignee in giving instructions to the Controller if the Purchaser or its assignee transfers the Proposition IA Receivable. In the event that the Seller receives any proceeds of the Proposition IA Receivable, the Seller shall hold the same in trust for the benefit of the Purchaser and the Trustee and each Credit Enhancer, as assignees of the Purchaser, and shall promptly remit the same to the Trustee. (e) The Seller hereby covenants and agrees that it will not at any time institute against the Purchaser, or join in instituting against the Purchaser, any bankruptcy, reorganization, arrangement, insolvency, liquidation, or similar proceeding under any United States or state bankruptcy or similar law. (f) The financial statements and books and records of the Seller prepared after the Closing Date shall reflect the separate existence of the Purchaser and the sale to the Purchaser of the Proposition IA Receivable. (g) The Seller shall treat the sale of the Proposition IA Receivable as a sale for regulatory and accounting purposes. 8 -65- (h) From and after the date of this Agreement, the Seller shall not sell, transfer, assign, set over or otherwise convey any right, title or interest of any kind whatsoever in all or any portion of the Proposition IA Receivable, nor shall the Seller create, or to the knowledge of the Seller permit the creation of, any Lien thereon. 7. The Purchaser's Acknowledgment The Purchaser acknowledges that the Proposition IA Receivable is not a debt or liability of the Seller, and that the Proposition IA Receivable is payable solely by the State from the funds of the State provided therefor. Consequently, neither the taxing power of the Seller, nor the full faith and credit thereof is pledged to the payment of the Proposition IA Receivable. No representation is made by the Seller concerning the obligation or ability of the State to make any payment of the Proposition IA Receivable pursuant to Section 100.06 of the Revenue and Taxation Code and Section 25.5 of Article XIII of the California Constitution, nor is any representation made with respect to the ability of the State to enact any change in the law applicable to the Transaction Documents (including without limitation Section 100.06 of the Revenue and Taxation Code or Section 6588.6 of the Government Code). The Purchaser acknowledges that the Seller has no obligation with respect to any offering document or disclosure related to the Bonds. 8. Notices of Breach (a) Upon discovery by the Seller or the Purchaser that the Seller or Purchaser has breached any of its covenants or that any of the representations or warranties of the Seller or the Purchaser are materially false or misleading, in a manner that materially and adversely affects the value of the Proposition IA Receivable or the Purchase Price thereof, the discovering party shall give prompt written notice thereof to the other party and to the Trustee, as assignee of the Purchaser, who shall, pursuant to the Indenture, promptly thereafter notify each Credit Enhancer and the Rating Agencies. (b) The Seller shall not be liable to the Purchaser, the Trustee, the holders of the Bonds, or any Credit Enhancer for any loss, cost or expense resulting from the failure of the Trustee, any Credit Enhancer or the Purchaser to promptly notify the Seller upon the discovery by an authorized officer of the Trustee, any Credit Enhancer or the Purchaser of a breach of any covenant or any materially false or misleading representation or warranty contained herein. 9. Liability of Seller: Indemnification The Seller shall be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Seller under this Agreement. The Seller shall indemnify, defend and hold harmless the Purchaser, the Trustee and each Credit Enhancer, as assignees of the Purchaser, and their respective officers, directors, employees and agents from and against any and all costs, expenses, losses, claims, damages and liabilities to the extent that such cost, expense, loss, claim, damage or liability arose out of, or was imposed upon any such Person by the Seller's breach of any of its covenants contained herein or any materially false or misleading representation or warranty of the Seller contained herein. Notwithstanding anything to the contrary herein, the Seller shall have no liability for the payment of the principal of or interest on the Bonds issued by the Purchaser. 7 -66- 10. Limitation on Liability (a) The Seller and any officer or employee or agent of the Seller may rely in good faith on the advice of counsel or on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising hereunder. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action regarding the Act that is unrelated to its specific obligations under this Agreement. (b) No officer or employee of the Seller shall have any liability for the representations, warranties, covenants, agreements or other obligations of the Seller hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Seller. 11. The Seller's Acknowledgment The Seller hereby agrees and acknowledges that the Purchaser intends to assign and grant a security interest in all or a portion of (a) its rights hereunder and (b) the Proposition IA Receivable, to the Trustee and each Credit Enhancer pursuant to the Indenture. The Seller further agrees and acknowledges that the Trustee, the holders of the Bonds, and each Credit Enhancer have relied and shall continue to rely upon each of the foregoing representations, warranties and covenants, and further agrees that such Persons are entitled so to rely thereon. Each of the above representations, warranties and covenants shall survive any assignment and grant of a security interest in all or a portion of this Agreement or the Proposition IA Receivable to the Trustee and each Credit Enhancer and shall continue in full force and effect, notwithstanding any subsequent termination of this Agreement and the other Transaction Documents. The above representations, warranties and covenants shall inure to the benefit of the Trustee and each Credit Enhancer. 12. Notices All demands upon or, notices and communications to, the Seller, the Purchaser, the Trustee or the Rating Agencies under this Agreement shall be in writing, personally delivered or mailed by certified mail, return receipt requested, to such party at the appropriate notice address, and shall be deemed to have been duly given upon receipt. 13. Amendments This Agreement may be amended by the Seller and the Purchaser, with (a) the consent of the Trustee, (b) the consent of each Credit Enhancer, and (c) a Rating Agency Confirmation, but without the consent of any of the holders of the Bonds, for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement. Promptly after the execution of any such amendment, the Purchaser shall furnish written notification of the substance of such amendment to the Trustee and to the Rating Agencies. 14. Successors and Assi ns . This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser and their respective successors and permitted assigns. The Seller may not assign or transfer any of its rights or obligations under this Agreement without the prior written consent of the Purchaser. Except as specified herein, the Purchaser may not assign or transfer any of its rights or obligations under this Agreement without the prior written consent of the Seller. 10 -67- 15. Third Party Rim The Trustee and each Credit Enhancer are express and intended third party beneficiaries under this Agreement. Nothing expressed in or to be implied from this Agreement is intended to give, or shall be construed to give, any Person, other than the parties hereto, the Trustee, and each Credit Enhancer, and their permitted successors and assigns hereunder, any benefit or legal or equitable right, remedy or claim under or by virtue of this Agreement or under or by virtue of any provision herein. 16. Partial Invalidity If at any time any provision of this Agreement is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions of this Agreement nor the legality, validity or enforceability of such provision under the law of any other jurisdiction shall in any way be affected or impaired thereby. 17. Counterparts This Agreement may be executed in any number of identical counterparts, any set of which signed by all the parties hereto shall be deemed to constitute a complete, executed original for all purposes. 18. Entire Agreement This Agreement sets forth the entire understanding and agreement of the parties with respect to the subject matter hereof and supersedes any and all oral or written agreements or understandings between the parties as to the subject matter hereof. 11 -68- 19. Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of California. IN WITNESS WHEREOF, the Seller and the Purchaser have caused this Agreement to be duly executed as of the date first written above. as Seller Authorized Officer CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY, as Purchaser 12 Authorized Signatory -69- EXHIBIT A DEFINITIONS For all purposes of this Agreement, except as otherwise expressly provided herein or unless the context otherwise requires, capitalized terms not otherwise defined herein shall have the meanings set forth below. "Act" means Chapter 14XXXX of the California Statutes of 2009 (Assembly Bill No. 15), as amended. "Bill of Sale" has the meaning given to that term in Section 2(b)(ii) hereof. "Closing Date" means the date on which the Bonds are issued. The Closing Date is expected to be November 19, 2009, but the Purchaser may change the Closing Date by providing e-mail notification to not later than one day prior to the Closing Date. "Controller" means the Controller of the State. "County Auditor" means the auditor or auditor - controller of the county within which the Seller is located. "Credit Enhancer" means any municipal bond insurance company, bank or other financial institution or organization which is performing in all material respects its obligations under any Credit Support Instrument for some or all of the Bonds. "Credit Support Instrument" means a policy of insurance, a letter of credit, a stand -by purchase agreement, a revolving credit agreement or other credit arrangement pursuant to which a Credit Enhancer provides credit or liquidity support with respect to the payment of interest, principal or purchase price of the Bonds. "Initial Amount" means, with respect to the Proposition lA Receivable, the amount of property tax revenue reallocated away from the Seller pursuant to the provisions of Section 100.06 of the Revenue and Taxation Code, as certified by the County Auditor pursuant to the Act. "Installment Payments" have the meaning set forth in Section 2(a). "Payment Dates" have the meaning set forth in Section 2(a). "Pricing Date" means the date on which the Bonds are sold. The Pricing Date is expected to be November 10, 2009 but the Purchaser may change the Pricing Date by providing e -mail notification to t later than one day prior to the Pricing Date. "Principal Place of Business" means, with respect to the Seller, the location of the Seller's rinci al lace of business and chief executive office located at M M M. A -1 -70- "Proposition IA Receivable" has the meaning set forth in Section 2(a). "Purchase Price" means an amount equal to the Initial Amount. "Rating Agency" means any nationally recognized rating agency then providing or maintaining a rating on the Bonds at the request of the Purchaser. "Rating Agency Confirmation" means written confirmation from each Rating Agency that any proposed action will not, in and of itself, cause the Rating Agency to lower, suspend or withdraw the rating then assigned by such Rating Agency to any Bonds. "Resolution" means the resolution adopted by the approving the sale of the Proposition I Receivable. "State" means the State of California. "Transaction Counsel" means Orrick, Herrington & Sutcliffe LLP. "Transaction Documents" mean this Agreement, the Bill of Sale, the Indenture, the Bonds and the Irrevocable Instructions For Disbursement of Proposition IA Receivable of dated as of the Closing Date. A -2 -71- o. . 11 .1 V va OPINION OF COUNSEL to Dated: Pricing Date California Statewide Communities Development Authority Sacramento, California Wells Fargo Bank, National Association Los Angeles, California Re: Sale of Proposition IA Receivable Ladies & Gentlemen: [I havefMs Office has] acted as counsel for the ® (the "Seller" in connection with the adoption of that certain resolution (the "Resolution ") of the of the Seller (the "Governing Body ") pursuant to which the Seller authorized the sale to the California Statewide Communities Development Authority (the "Purchaser") of the Seller's "Proposition IA Receivable ", as defined in and pursuant to the Purchase and Sale Agreement dated as of November 1, 2009 (the "Sale Agreement ") between the Seller and the Purchaser. In connection with these transactions, the Seller has issued certain Irrevocable Instructions For Disbursement of the Seller's Proposition IA Receivable to the Controller of the State of California (the "Disbursement Instructions ") and a Bill of Sale and Bringdown Certificate of the Seller (the "Bill of Sale" and, collectively with the Sale Agreement and the Disbursement Instructions, the "Seller Documents "). Unless the context otherwise requires, capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Sale Agreement. [I/We] have examined and are familiar with the Seller Documents and with those documents relating to the existence, organization, and operation of the Seller, the adoption of the Resolution, and the execution of the Seller Documents, and have satisfied ourselves as to such other matters as [Uwe] deem necessary in order to render the following opinions. As to paragraphs numbered 3 and 4 below, [I /we] have relied as to factual matters on the representations and warranties of the Seller contained in the Sale Agreement. Based upon the foregoing, and subject to the limitations and qualifications set forth herein, [Uwe] are of the opinion that: B1 -1 —72— 1. The Seller is a local agency, within the meaning of Section 6585(f) of the California Government Code. The Governing Body is the governing body of the Seller. 2. The Resolution was duly adopted at a meeting of the Governing Body, which was called and held pursuant to law and with all public notice required by law, and at which a quorum was present and acting throughout, and the Resolution is in full force and effect and has not been modified, amended or rescinded since the date of its adoption. 3. To the best of [my /our] knowledge, no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board or body, is pending or threatened in any way against the Seller (i) affecting the existence of the Seller or the titles of its Governing Body members or officers to their respective offices; (ii) seeking to restrain or to enjoin the sale of the Proposition IA Receivable or to direct the application of the proceeds of the sale thereof, or materially adversely affecting the sale of the Proposition IA Receivable; (iii) in any way contesting or affecting the validity or enforceability of the Resolution, Seller Documents or any other applicable agreements or any action of the Seller contemplated by any of said documents; or (iv) in any way contesting the powers of the Seller or its authority with respect to the Resolution or the Seller Documents or any other applicable agreement, or any action on the part of the Seller contemplated by any of said documents. 4. To the best of [my /our] knowledge, prior to the sale of the Proposition IA Receivable to the Purchaser, the Seller had not sold, transferred, assigned, set over or otherwise conveyed any right, title or interest of any kind whatsoever in all or any portion of the Seller's Proposition 1A Receivable, nor had the Seller created, or permitted the creation of, any Lien thereon. 5. The Seller has duly authorized and executed the Seller Documents and, assuming the due authorization execution and delivery of the Sale Agreement by the Purchaser, each Seller Document will be legal, valid and binding against the Seller and enforceable against the Seller in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium or laws relating to or affecting creditors' rights, and the application of equitable principles and the exercise of judicial discretion in appropriate areas. No opinion is expressed concerning the obligation or ability of the State of California to make any payment of the Proposition IA Receivable pursuant to Section 100.06 of the Revenue and Taxation Code and Section 25.5 of Article XIII of the California Constitution, nor is any opinion expressed with respect to the ability of the State to enact any change in the law applicable to the Seller Documents (including, without limitation, Section 100.06 of the Revenue and Taxation Code or Section 6588.6 of the Government Code). Furthermore, [Uwe] express no opinion as to the value of the Proposition IA Receivable or as to any legal or equitable remedies that may be available to any person should the Proposition 1A Receivable have little or no value. No opinion is expressed with respect to the sale of Bonds by the Purchaser. B 1 -2 -73- The legal opinion set forth herein is intended for the information solely of the addressees hereof and for the purposes contemplated by the Sale Agreement. The addressees may not rely on it in connection with any transactions other than those described herein, and it is not to be relied upon by any other person or entity, or for any other purpose, or quoted as a whole or in part, or otherwise referred to, in any document, or to be filed with any governmental or administrative agency other than the Purchaser or with any other person or entity for any purpose without [my /our] prior written consent. In addition to the addressees hereof, each Credit Enhancer and the underwriters of the Bonds may rely upon this legal opinion as if it were addressed to them. [I/We] do not undertake to advise you of matters that may come to [my /our] attention subsequent to the date hereof that may affect the opinions expressed herein. Very truly yours, Seller's Counsel B1 -3 -74- EXHIBIT B2 OPINION OF COUNSEL to Dated: Closing Date California Statewide Communities Development Authority Sacramento, California Wells Fargo Bank, National Association Los Angeles, California Re: Sale of Proposition IA Receivable (Brio dg own Opinion) Ladies & Gentlemen: Pursuant to that certain Purchase and Sale A Bement dated as of November 1, 2009 (the "Sale Agreement ") between the (the "Seller") and the California Statewide Communities Development Authority (the "Purchaser "), this Office delivered an opinion (the "Opinion ") dated the Pricing Date as counsel for the Seller in connection with the sale of the Seller's Proposition IA Receivable (as defined in the Sale Agreement), the execution of documents related thereto and certain other related matters. Capitalized terms used but not defined herein shall have the meanings given to such terms in the Sale Agreement. I confirm that you may continue to rely upon the Opinion as if it were dated as of the date hereof. Each Credit Enhancer and the underwriters of the Bonds may rely upon this legal opinion as if it were addressed to them. This letter is delivered to you pursuant to Section 2(b)(ii)(1) of the Sale Agreement. Very truly yours, LE Seller's Counsel B2 -1 -75- EXHIBIT C 1 CLERK'S CERTIFICATE CERTIFICATE OF THE OF CALIFORNIA Dated: Pricing Date The undersigned of the (the "Seller "), a local agency of the State of California within the meaning of Section 6585(f) of the California Government Code, does hereby certify that the fore oin is a full, true and correct co of Resolution No. duly adopted at a meeting of the of said Seller duly and legally held at the regular meeting place thereof on the day of , 2009, of which meeting all of the members of said IMIMFhad due notice and at which a quorum was present and acting throughout, and that at said meeting said resolution was adopted by the following vote: AYES: NOES: ABSENT: ABSTAIN: I do hereby further certify that I have carefully compared the same with the original minutes of said meeting on file and of record in my office and that said resolution is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes and that said resolution has not been amended, modified or rescinded since the date of its adoption and the same is now in full force and effect. I do hereby further certify that an agenda of said meeting was posted at least 72 hours before said meeting at a location in the City of California freely accessible to members of the public, and a brief general description of said resolution appeared on said agenda. Capitalized terms used but not defined herein shall have the meanings given to such terms in the Purchase and Sale Agreement, dated as of November 1, 2009, between the Seller and the California Statewide Communities Development Authority. WITNESS by my hand as of the Pricing Date. By: of the California C1 -I -76- EXHIBIT C2 SELLER CERTIFICATE SELLER CERTIFICATE Dated: Pricing Date We, the undersigned officers of the (the "Seller "), a local agency of the State of California within the meaning of Section 6585(f) of the California Government Code, holding the respective offices herein below set opposite our signatures, do hereby certify that on the date hereof the following documents (the "Seller Transaction Documents ") were officially executed and delivered by the Authorized Officer or Officers whose names appear on the executed copies thereof, to wit: Document 1. Purchase and Sale Agreement, dated as of November 1, 2009 (the "Sale Agreement "), between the Seller and the California Statewide Communities Development Authority (the "Purchaser ") 2. Irrevocable Instructions For Disbursement of Seller's Proposition 1 A Receivable to the Controller of the State of California, dated the Closing Date. 3. Bill of Sale, dated the Closing Date. Capitalized terms used herein and not defined herein shall have the meaning given such terms in the Sale Agreement. We further certify as follows: At the time of signing the Seller Transaction Documents and the other documents and opinions related thereto, we held said offices, respectively, and we now hold the same. 2. The representations and warranties of the Seller contained in the Seller Transaction Documents are true and correct as of the date hereof in all material respects. The � duly adopted its resolution (the "Resolution" a rovin the sale of the Seller's Proposition IA Receivable at a meeting of the which was duly called and held pursuant to law with all public notice required by law and at which a quorum was present and acting when the Resolution was adopted, and such Resolution is in full force and effect and has not been amended, modified, supplemented or rescinded. C2 -1 -77- Name. Official Title Signature genuine. I HEREBY CERTIFY that the signatures of the officers named above are Dated: Pricing Date By: of the California C2 -2 -78- EXHIBIT C3 BILL OF SALE AND BRINGDOWN CERTIFICATE BILL OF SALE AND BRINGDOWN CERTIFICATE Pursuant to terms and conditions of the Purchase and Sale Agreement (the "Sale Agreement "), dated as of November 1, 2009, between the undersigned (the "Seller ") and the California Statewide Communities Development Authority (the "Purchaser "), and in consideration of the obligation of the Purchaser to pay and deliver to the Seller the Purchase Price (as defined in the Sale Agreement), in two equal installment payments to be made on January 15, 2010, and May 3, 2010 (collectively, the "Payment Dates "), the Seller does hereby (a) transfer, grant, bargain, sell, assign, convey, set over and deliver to the Purchaser, absolutely and not as collateral security, without recourse except as expressly provided in the Sale Agreement, the Proposition IA Receivable as defined in the Sale Agreement (the "Proposition IA Receivable "), and (b) assign to the Purchaser, to the extent permitted by law (as to which no representation is made), all present or future rights, if any, of the Seller to enforce or cause the enforcement of payment of the Proposition IA Receivable pursuant to the Act and other applicable law. Such transfer, grant, bargain, sale, assignment, conveyance, set over and delivery is hereby expressly stated to be a sale and, pursuant to Section 6588.6(b) of the California Government Code, shall be treated as an absolute sale and transfer of the Proposition IA Receivable, and not as a grant of a security interest by the Seller to secure a borrowing. Seller specifically disclaims any right to rescind the Agreement, or to assert that title to the Proposition IA Receivable has not passed to the Purchaser, should Purchaser fail to make the installment payments in the requisite amounts on the Payment Dates. The Seller hereby certifies that the representations and warranties of the Seller set forth in the Certificate of the dated the Pricing Date, the Seller Certificate dated dated the Pricing Date and in the Transaction Documents to which the Seller is a party are true and correct in all material respects as of the date hereof (except for such representations and warranties made as of a specified date, which are true and correct as of such date). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Sale Agreement. Dated: Closing Date �0 C3 -1 Authorized Officer -79- EXHIBIT D IRREVOCABLE INSTRUCTIONS TO CONTROLLER IRREVOCABLE INSTRUCTIONS FOR DISBURSEMENT OF PROPOSITION IA RECEIVABLE OF Dated: Closing Date Office of the Controller State of California P.O. Box 942850 Sacramento, California 94250 -5872 Re: Notice of Sale of Proposition 1 A Receivable by the and Wiring Instructions Information Form Dear Sir or Madam: Pursuant to Section 6588.6(c) of the California Government Code, �® (the "Seller") hereby notifies you of the sale by Seller, effective as of the date of these instructions written above, of all right, title and interest of the Seller in and to the "Proposition IA Receivable" as defined in Section 6585(8) of the California Government Code (the "Proposition IA Receivable "), namely, the right to payment of moneys due or to become due to the Seller pursuant to Section 25.5(a)(1)(B)(iii) of Article XIII of the California Constitution and Section 100.06 of the California Revenue and Taxation Code. By resolution, the Seller's authorized the sale of the Proposition IA Receivable to the California Statewide Communities Development Authority (the "Purchaser") pursuant to a Purchase and Sale Agreement, dated as of November 1, 2009 (the "Purchase and Sale Agreement ") and a Bill of Sale, dated the Closing Date (as defined in the Purchase and Sale Agreement). The Proposition IA Receivable has been pledged and assigned by the Purchaser pursuant to an Indenture, dated as of November 1, 2009 (the "Indenture ") between the Purchaser and Wells Fargo Bank, National Association, as Trustee (the "Trustee "). The Seller hereby irrevocably requests and directs that, commencing as of the date of these instructions written above, all payments of the Proposition IA Receivable (and documentation related thereto) be made directly to Wells Fargo Bank, National Association, as Trustee, in accordance with the wire instructions and bank routing information set forth below. Please note that the sale of the Proposition 1A Receivable by the Seller is irrevocable and that. r) the Seller has no power to revoke or amend these instructions at any time; (ii) the Purchaser shall have the power to revoke or amend these instructions only if there are no notes of the Purchaser outstanding under the Indenture and the Indenture has been discharged; and (iii) so long as the Indenture has not been discharged, these instructions D -1 -80- cannot be revoked or amended by the Purchaser without the consent of the Trustee. Should the Purchaser, however, deliver a written notice to the Office of the Controller stating that. (a) the Seller failed to meet the requirements set forth in the Purchase and Sale Agreement, (b) the Purchaser has not waived such requirements, and (c) the Purchaser has not purchased the Proposition IA Receivable as a result of the circumstances described in (a) and (b) above, then these instructions shall be automatically rescinded and the Seller shall again be entitled to receive all payment of moneys due or to become due to the Seller pursuant to Section 25.5(a)(1)(B)(iii) of Article XIII of the California Constitution and Section 100.06 of the California Revenue and Taxation Coda Bank Name: Wells Fargo Bank, N.A. Bank ABA Routing M 121000248 Bank Account M 0001038377 Bank Account Name: Corporate Trust Clearing Further Credit To: CSCDA Proposition I Bonds Bank Address: 707 Wilshire Blvd., 17th Floor MAC E2818 -176 Los Angeles, CA 90017 Bank Telephone M (213) 614 -3353 Bank Contact Person: Robert Schneider Please do not hesitate to call the undersigned if you have any questions regarding this transaction. Thank you for your assistance in this matter. Very truly yours, L D -2 Authorized Officer -81- EXHIBIT E ESCROW INSTRUCTION LETTER ESCROW INSTRUCTION LETTER 1 2009 California Statewide Communities Development Authority 1100 K Street Sacramento, CA 95814 Re: Proposition I Receivable Financin Dear Sir or Madam: The (the "Seller") hereby notifies you of its agreement to participate in the California Statewide Communities Development Authority Proposition IA Receivable Financing. By adoption of a resolution the "Resolution") authorizing the sale of its Proposition IA Receivable, the Seller's s agreed to sell to the California Statewide Communities Development Authority (the "Purchaser"), for a purchase price that meets the conditions set forth in the Resolution, all of its right, title and interest in the Proposition IA Receivable. Enclosed herewith are, the following documents which have been duly approved and executed by the Seller and which are to be held in escrow by Orrick, Herrington & Sutcliffe LLP, as transaction counsel ( "Transaction Counsel "), as instructed below: 1. certified copy of the Resolution, together with a certificate of the M, dated the Pricing Date; 2. the Seller Certificate, dated the Pricing Date; 3. the Opinion of Seller's Counsel, dated the Pricing Date; 4. the Opinion of Seller's Counsel (bringdown opinion), dated the Closing Date; 5. the Purchase and Sale Agreement, dated as of November 1, 2009; 6. the Bill of Sale and Bringdown Certificate, dated the Closing Date; and 7. the Irrevocable Instructions to Controller, dated the Closing Date. The foregoing documents are to be held in escrow by Transaction Counsel and shall be delivered on the Closing Date (as defined in the Purchase and Sale Agreement), provided that such Closing Date occurs on or before December 31, 2009. E -1 -82- Should (i) the Closing Date not occur on or berfore December 31, 2009, or (ii) Transaction Counsel receive prior to the Closing Date written notification from Seller or Seller's Counsel stating, respectively and in good faith, that the representations made in the Seller's Certificate are not true and accurate, or the opinions set forth in the Opinion of Seller's Counsel are not valid, in each case as of the Closing Date and provided that the Purchaser may, in its sole discretion, choose to waive receipt of such representations or opinions, then this agreement shall terminate and Transaction Counsel shall destroy all of the enclosed documents. Very truly yours, IM Enclosures cc: Orrick, Herrington & Sutcliffe LLP E -2 Authorized Officer -83- ❑E c Ie� • 1950 •� SOUTH TAHOE PUBLIC UTILITY DISTRIC c 0 " Basic Services for a Comp /ex World" '�N Richard Solbri , General Manager Paul Sciuto, Assistant G I Mana er Mary Lou Mosbacher, President BOARD MEMBERS Dale F�jse, ice President James R. Jones, Director Eric W. Schafer, Director Claudio, Director REGULAR MEETING OF THE BOARD OF DIREC SOUTH TAHOE PUBLIC UTILITY DIS SEPTEMBER 17, 2009 MINUTES C The Board of Directors of the South Tahoe Public Ut' ' istrict met in a regular session, September 17, 2009, 2:00 P.M., District Office, 1 Meadow Crest Drive, South Lake Tahoe, California. BOARD OF DIRECTORS QJ� ROLL CALL President Mosbacher, Directors Rise, Jon e� chafer. Director Claudio was absent. �Q STAFF Solbrig, Sharp, Hughes, Brown, es, Nolan, Curtis, Cocking, Coyner, Hoggatt, Ryap, ullen, Thiel, Attorney Kvistad � GUESTS: Andrew Strain and BI Carrig /Heavenly Valley, John Runnels, Pe cores, Tod Williamson, John Adamski, G�irW*Cefalu Director Sched the pledge to the flag. An additi� agenda item was received subsequent to the re r Board meeting agenda being posted. Due to the''t duration of the remainder of the construction se� Moved Schafer / Second Rise / Claudio Absent / Passed to add 2008 Al Tahoe Waterline Replacement Project and 2008 Tata Lane /Granite Mountain Waterline Replacement Project to the agenda as Action Item c. PLEDGE OF ALLEGIANCE CORRECTIONS TO THE AGENDA OR CONSENT CALENDAR -85- REGULAR BOARD MEETING MINUTES - SEPTEMBER 17, 2009 PAGE - 2 Moved Schafer / Second Rise / Claudio Absent / Passed CONSENT CALENDAR to approve the Consent Calendar as submitted: a. Sensus Meters and AMR (Automatic Mobile Reading) System - (1) Re- affirmed authorization to continue Sensus brand water meters as the District standard; and (2) Found Sensus AMR system including MXUs (Meter Tranceiver Units) to be sole brand to be used by the District; b. Temporary Water Educators - Approved an increase to the contract with Substitute Personnel for two temporary water educators, in the estimated amount of $ 10,000; c. MetroPCS Easement - Granted easement to NV Energy, contingent upon receipt of MetroPCS payment of easement ($5,000) and associated attorney fees ($1,250); el d. Final and Secondary Effluent Pump Station - Approved Change Order No. 8 to Pacific Mechanical Corporat�;r in the amount of $40,160.59; J, e. 2010 Water Meter Installation Project - Aut d staff to advertise for bids for installation of �s and vaults in 2010; f. Approved Regular Board Meeting rs: August 6, 2009;( . g. Approved Regular Board Mee 1 inutes: August 20, 2009. ? J ,0� ITEMS FOR BOARD ACTION The Board's Heave �owmaking Ad Hoc Committee has held meetings view the water connection and fee process reco nded by Municipal Financial Services. Represent s from Heavenly gave a PowerPoint present n to the Board covering their Master Plan. Since g bought by Vail, they want to improve terrain an ain a consistent source of water for increased s" making. The existing systems can supply 1,100 gpm, and their Master Plan calls for 4,500 gpm. The system will be designed to handle 7,500 gpm. Heavenly will upgrade their facilities to handle increased flows, and foot the entire bill for this endeavor. The District is working with them to develop the rates they will be charged for the increase in water consumption. Several considerations will go into developing the rates, HEAVENLY /DISTRICT WATER SERVICE AGREEMENT _ -86- REGULAR BOARD MEETING MINUTES - SEPTEMBER 17, 2009 PAGE - 3 such as non -peak use, etc. Heavenly can only produce HEAVENLY /DISTRICT WATER snow under certain conditions and during certain SERVICE AGREEMENT windows. Most of their consumption will be in the early (continued) winter to mid - December. If there are snowstorms, the snowmaking system can be turned off in December. Without snow, they would need to refresh it throughout the rest of the winter. The Board commented that Heavenly has been great to work with all these years, and is looking forward to continuing this relationship. N There are few fine points to address in the rate structure, but approval is expected to be forthcoming. A Proposition 218 Public Hearing on rates will be held mid - October. It was the consensus of the Board to direct staff to � continue to work with Heavenly and keep them informed of the process. 6 " No Board action. �.� Moved Rise / Second Schafer / Claudio Absent / Passed PAYMENT OF CLAIMS to approve payment in the amount of $786,611.94. Cruz Construction was the contractor for this project AADDENDUM TO THE AGENDA: and did not complete its asphalt trench patching i 2008 AL TAHOE WATERLINE accordance with the contract specifications. In REPLACEMENT PROJECT AND December 2008, Cruz and the District entered ' t a 2008 TATA LANE /GRANITE Partial Closeout Agreement for the project, eby MOUNTAIN WATERLINE REPLACE - the District withheld funds to ensure the c tion of MENT PROJECT the noncompliant paving. Cruz agreed plete the correction by June 30, 2009, but fail do so. Representatives from the District, C' and Cruz Construction met and agreed on and methods to repair the asphalt trench patch. August 28, 2009, the District sent a letter demaAing that the paving be completed by September 1 ome work was per- formed on September 1 kWt as of September 16, the job had not been com d. ti Due to impendin �eather, the repairs must be completed by O ber 15. Cruz said the paving will be completedo eptember 17. However, as Cruz has not me deadlines on the project before, staff requeste if the September 17 deadline is not met, t e Board find them noncompliant and has bre its obligation under the Partial Closeout A ment, and authorize staff to engage a contractor tecomplete the needed repairs utilizing the funds withheld for the project's completion. This item was reviewed by the Water and Wastewater Operations Committee and recommended approval of staff's recommendation. -87- REGULAR BOARD MEETING MINUTES - SEPTEMBER 17, 2009 PAGE - 4 Moved Jones / Second Schafer / Claudio Absent / Passed to: (1) Find Cruz Construction to be noncom- pliant with the terms of December 2008 Partial Close- out Agreement; (2) Find that, based on the October 15, 2009, deadline for the completion of paving within this construction season, the advertisement for competitive bids is impractical and will not produce an advantage, as the compilation of contract documents, bid adver- tisement, bid award, and construction could not take place prior to October 15, 2009; (3) Authorize staff to contract for completion of projects, after informal solicitation of proposals, and (4) Authorize $50,000 to complete the work. Executive Committee: The committee met September 15 to develop recommendations to present to the Board related to transparency, including use of technology to promote Board activities, additions to the web site to provide more documentation, and information exchange with the public. Staff will ADDENDUM TO THE AGENDA: 2008 AL TAHOE WATERLINE REPLACEMENT PROJECT AND 2008 TATA LANE /GRANITE MOUNTAIN WATERLINE REPLACE- MENT PROJECT (continued) BOARD ME STANDING COMMITT ORTS r J�� continue researching televising options that may be available and report back to the committee when the information is available. The agency met September 16. Staff is develop' EL DORADO COUNTY WATER water sustainability program to plan how the u AGENCY PURVEYOR can respond over the long -term to climate c REPRESENTATIVE REPORT meet water demands, etc. They will also r the County Water Agency Act for changes uidance regarding the definition of "works" pro' President Mosbacher reported shended the Alpine County presentation of th istrict's recycled water master plan. Shy' also reported on a special program that might of interest to staff and other Board members thkkN&l be aired nationwide about delta smelt and err for ranchers. General Mana er: 1stard Solbrig reported on the Alpine County p entation of the District's recycled water master . He also updated the Board that work is con ' ng towards reaching an agreement with the Q egarding paving issues as related to develo((''�� t of a new City Water Agreement. Chwe inancial Officer: Paul Hughes reported on a stdte funded no cost bond issuance program that will ensure 100% return of the borrowed property tax money. Resolutions will be included on the October 15 agenda for the Board's consideration. BOARD MEMBER REPORTS GENERAL MANAGER REPORT STAFF REPORT -88- REGULAR BOARD MEETING MINUTES - SEPTEMBER 17, 2009 PAGE - 5 General Manager: Richard Solbrig reported on the water connection and associated water shut -off at the High School that was rescheduled to accom- modate the Pop Warner football schedule. He also brought up that due to timing constraints in the grant, a special Board meeting must be held at the end of October to award the bid for the water meter installation project. District Information Officer: Dennis Cocking reported that state water legislation having to do with the Delta did not move forward. He also reported on the progress of the reauthorization of the Lake Tahoe Restoration Act. The District is hopeful its projects will be included, rather than seeking funding via earmarks. 3:40 P.M. (There was nothing to discuss in Closed Session.) ACTI / REPORT ON ITEMS DISCUSSED No reportable Board action No reportable Board acti� N> 3:40 r� ao � J GENERAL MANAGER REPORT IJ STAFF REPORTS ADJO ENT TO CLOSED SES AND RECONVENED TO REWILAR SESSION CLOSED SESSION Pursuant to Government Code Section 54956.9(a) /Conference with Legal Counsel — Existing Litigation re: Meyers Landfill Site: United States of America vs. El Dorado County and City of South Lake Tahoe and Third Party Defendants, Civil Action No. S -01 -1520 LKK GGH, U.S. District Court for the Eastern District of Ca. Pursuant to Government Code Section 54956.9(a) /Conference with Legal Counsel — Existing Litigation: Tahoe Asphalt, Inc., and Tahoe Asphalt Materials Company, LLC, vs. STPUD, Case No. SC20090104, El Dorado Superior Court ADJOURNMENT Mary Lou Mosbacher, Board President South Tahoe Public Utility District ATTEST: Kathy Sharp, Clerk of the Board South Tahoe Public Utility District -89- ov �r Olt �Ae N'et. `�'� •1950• SOUTH TAHOE PUBLIC UTILITY DISTRIC <Fa " Basic Services for a Comp /ex World" Richard Solbrig, General Manager Paul Sciuto, Assistant G I Manager Mary Lou Mosbacher, President BOARD MEMBERS D�alee� F ice President James R. Jones, Director Eric W. Schafer, Director o�a7+e Claudio, Director X REGULAR MEETING OF THE BOARD OF DIREC SOUTH TAHOE PUBLIC UTILITY DISTRI OCTOBER 1, 2009 MINUTES (2)G� The Board of Directors of the South Tahoe Public Ut' ' istrict met in a regular session, October 1, 2009, 2:00 P.M., District Office, 1275 dow Crest Drive, South Lake Tahoe, California. BOARD OF DIRECTORS (l President Mosbacher, Directors Rise, Clau� Jones. Director Schafer was absent. A(� STAFF Solbrig, Sharp, Sciuto, Hughes, o er, C. Stanley, P. Lavallee, Cullen, Ryan, Bau . R. Johnson, Nolan, D. Noble, Thiel, Attorney Heir ema GUESTS: John Runnels, Jim , John Adamski, Dave Galicia Lou Pierini, Donna Diane Noble le 14 # pledge to the flag. Staff requ Action Item b. (Diesel Particulate Filters) b oved from the agenda. It will be placed on a fu a agenda for consideration. approve the Consent Calendar as submitted: a. Local Hazard Mitigation Plan — Approved Resolution No. 2872 -09 adopting the District's local hazard mitigation plan; ROLL CALL PLEDGE OF ALLEGIANCE CORRECTIONS TO THE AGENDA OR CONSENT CALENDAR CONSENT CALENDAR -91- REGULAR BOARD MEETING MINUTES - OCTOBER 1, 2009 PAGE - 2 b. 2009 and 2010 Water Meter Installation Project - ' CONSENT CALENDAR Authorized an increase to Purchase Order P21787 (continued) to c2me Engineering for additional plan development, in the amount of $5,000; c. 2009 Water Meter Installation Project - Awarded bid to the lowest responsive, responsible bidder, Pacific Underground, in the amount of $36,876.50; d. Headworks Replacement Project - Approved proposal from Hauge Brueck Associates for consulting services for the environmental and permit process, in the amount not to exceed $23,810; e. 2009 Sonora Waterline Replacement Project - Approved Change Order No. 2 for Campbell Construction, in the amount of $ 180,542.90; f. Liability Claim Against STPUD Received from Merlene Myrick - Rejected claim; g. Approved Regular Board Meeting Minutes: {Z September 3, 2009. 0� ao � J rN ell ITEMS FOR BO ACTION During the installation of fire service for the*SVuth Ne Tahoe Refuse (STR) truck wash facility p ct, it was discovered that the water main to be t serve the project was a 4 -inch water main, ile the project requires a 6 -inch line. STR would o enter into an agreement to upsize 115 feet of sting 4 -inch water main to the 6 -inch water main squired for the project's fire service. District staff wGWId like to have the line to the project property, as s an additional 117 feet of 4 -inch line in front of property, upsized to an 8 -inch main consist r�vith the District's standard waterline size. T to authorize�ution of Water Main Extension Agreeme r Move udio Second Rise Schafer Absent Passed to,@ ove payment in the amount of $2,273,832.64. SOUTH TAHOE REFUSE WATER MAIN EXTENSION AGREEMENT PAYMENT OF CLAIMS Water and Wastewater Operations Committee: The BOARD MEMBER STANDING committee met September 28. Minutes of the meeting COMMITTEE REPORTS are available upon request. -92- REGULAR BOARD MEETING MINUTES - OCTOBER 1, 2009 PAGE - 3 City Issues Ad Hoc Committee: The City MOU expired in June. The Board directed staff to process and deliver to the City the quarterly water bill (for July through September) as a regular customer, which is scheduled to be mailed in approximately two weeks. Richard Sglbrig will contact the City Manager to con- vey that the Board is interested in making the City Council aware of the circumstances that exist without a new MOU in place. The agency requested the District adopt a proclama- tion to honor the agency's 50 anniversary. It was the consensus of the Board to direct staff to prepare a Resolution to adopt at the October 15 Regular Board meeting. BOARD MEMBER AD HOC COMMITTEE REPORTS t �L EL DORADO COUNT ER AGENCY PURVEY REPRESENTATI P RT O General Manager: Richard Solbrig reported on two GENERA NAGER REPORT items: �,� 1) Integrated Regional Water Management Plan and Proposition 84 - The partners will meet the week of r October 5 to categorize various projects. The District's C solar energy project (to power SCADA systems) is .j considered a "green" project, which might help to strengthen the application since no others were s mitted. The state is considering floating another in order to continue awarding projects. 2) The District participates on the Green Ene istrict, spearheaded by the LTCC (Lake Tahoe Co nit' College). A grant application was submitted hop' fund green energy projects. LTCC will take the le d give input regarding reasonable energy buy -ba tes to the CPUC (California Public Utility Commis i , since rates and schedules must be approved by,t m. Chief Financial Officer: Pa �ghes reported staff is STAFF REPORTS implementing an electro ayment system for customers to pay their on -line with credit cards or debit cards. The go re to provide an additional benefit to customers, a d educe the number of statements that are sent bylai (since they have the option to receive the mail). There is no service charge to the customer fQ is service. It can be used to make a one- a certa lute. This system will be in place for use with the 4i ry billing. DKtrict Information Officer: Dennis Cocking reported on three items: 1) The Department of Interior passed a spending bill that included $5M for the Lake Tahoe Community Fire Protection Partnership group, and will likely be approved by the conference committee, which means that the District stands to receive $2M for infrastructure capital improve- ments in the 2010 fiscal year. -93- REGULAR BOARD MEETING MINUTES - OCTOBER 1, 2009 PAGE - 4 2) The reauthorization of the LTRA (Lake Tahoe Res- toration Act) is in progress and the District has requested water infrastructure projects be authorized as part of the bill, rather than earmarking them for funding. 3) He recommended viewing a program by ACWA, titled "California in Crisis." 2:55 - 3:10 P.M. MEETING BREAK AND ADJQd ACTION / REPORT ON ITEMS DISCUSSED DURING CLOSED SES51W No reportable Board action. Pursuant to Gov ent Code Section 5495 Conference with Legal el- Liability Claim Against ST Received from Merlene.lWrick No reportable Board action. Pur�u2 t to Government Code Sef. tion 54956.8 /Conference with al Property Negotiators: �, egotiating Parties: District Staff, �' Vivian Siefert/Century 21 Tahoe Paradise Property Identification: 1922 Apache Avenue Under Negotiation: Property Purchase and Terms No reportable Board action. Pursuant to Government Code Section 54956.9(a) /Conference with Legal Counsel - Existing r Litigation re: Meyers Landfill Site: United States of America vs. El Dorado County and City of South �, Lake Tahoe and Third Party •�� Defendants, Civil Action No. S -01 -1520 LKK GGH, U.S. District Court for the Eastern District of Ca. No reportablpSard action. Pursuant to Government Code O Section 54956.9(a) /Conference �. with Legal Counsel - Existing Litigation: Tahoe Asphalt, Inc., and Tahoe Asphalt Materials Company, LLC, vs. STPUD, Case No. flo SC20090104, El Dorado Superior Court 3:20 P.M. ADJOURNMENT -94- REGULAR BOARD MEETING MINUTES - OCTOBER 1, 2009 PAGE - 5 - `1 Mary Lou Mosbacher, Board Pre nt South Tahoe Public Utility Dist Q V� ATTEST: Kathy Sharp, Clerk of the Board South Tahoe Public Utility District r a a� r -95- Gm"I mo"w Kk4wrd H. Sol" 5outh Tahoc F.n* OmWfo K" UM MM*AChW FUMic Utility District Jtes R Jtmes BOARD AGENDA ITEM 7a TO: Board of Directors FROM: Paul Hughes, Chief Financial Officer MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Heavenly /District Water Service Agreement REQUESTED BOARD ACTION: Authorize execution of the Water Service Agreement with Heavenly Valley Limited Partnership. DISCUSSION: In 2007, Heavenly completed an amendment to its Master Plan for the Heavenly Ski Resort, which included significantly increased snowmaking operations in order to provide a more reliable and consistent snow base. Representatives from Heavenly presented the Plan at the September 17 Board meeting. District staff and Heavenly representatives have been discussing and have developed a new water service arrangement for supplying snowmaking water to Heavenly to meet its increased water demands. District staff has reviewed the proposed agreement with the appointed ad hoc committee. The District hired Municipal Financial Services (MFS) to assist in the development of a fair, appropriate, and justifiable rate based on Heavenly's water service requirements, use of the water system, system improvements, and related District expenditures. Heavenly has been reimbursing the District for the costs associated with the development of the rate structure and water service agreement. MFS will be at the Board meeting to present their report during the proposition 218 public hearing. The proposed new agreement will provide Heavenly up to 750 acre feet of water each calendar year, October 1 through March 31, at a maximum delivery rate of 4,500 gallons per minute, with certain scheduled exceptions. The MFS developed rates for this usage is an annual service charge of $202,000 and a metered consumption rate of $0.404 per 100 cubic feet. This rate structure covers the District's costs associated with providing the service. The rates shall be subject to adjustment in an amount equal to the average percentage adjustment of the District's rates and charges for all other customers. Heavenly is responsible for the costs to develop, install, and maintain the necessary infrastructure improvements to connect to the District's water system. -97- The agreement does not require a capacity charge to Heavenly because Heavenly intends to install a new 12" connection, but will disconnect its current 10" connection to the Ski Run Tank and an 8" connection near Wildwood Curve. The combined flow capacity of the 10" and 8" connections is slightly greater than the 12" connection. Also, under the current agreement (Ski Run Agreement) there is no explicit restriction on water use. Heavenly is only restricted by the capacity of the District's facilities. Heavenly is paying for all the necessary improvements to provide the increased snowmaking water. The proposed agreement will be perpetual, commencing on October 1 of the calendar year in which Heavenly has completed the necessary infrastructure improvements and requests the District to make the water available pursuant to this agreement. Until then, the District will continue to provide Heavenly with water for snowmaking under the current agreement. SCHEDULE: COSTS: N/A ACCOUNT NO: N/A BUDGETED AMOUNT REMAINING: N/A ATTACHMENTS: Municipal Financial Services Rate Evaluation Report and Proposed Heavenly /District Water Service Agreement. GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO : water -98- Calculation of Rates to be Assessed j t �v Heavenly Valley Ski Resort for Water Delivered for Snow - making Purposes October 15, 2009 Prepared by Tom Pavletic, Municipal Financial Services • HV is the District's largest water customer; • HV's snow - making operations only take water during the off - season peak; • HV's snow - making operation only take water during the diurnal off -peak hours; • HV uses only a well- defined portion of the District's water facilities; and • HV is currently a contract customer of the District. I ej (' M t, 0�) 1 • Assumption that annual revenue requirements are proportional to capital recovery of facilities • Portion of facilities used by HV — Distribution 0.66% — Transmission 0.13% — Source of Supply 100% — Treatment 100% — Storage 0% — Booster Stations 0% • Proportion of peak demand by HV is 29.8% • District's annual revenue requirements 2 % of 2009110 Heavenly Valley Allocation Capital Revenue Use of Peak Cost Category Recovered Requirement Facilities Demand Composite Dollars Distribution System 62.8% $5,732,458 0.66% 29.8% 0.2% $11,263 Transmission System 22.9% $2,091,826 13% 29.8% 4.0% $83,992 Source of Supply 4.0% $369,376 100% 29.8% 29.8% $109,993 Well Head Treatment 1.5% $136,822 100% 29.8% 29.8% $40,743 Hydrants 3.5% $317,055 0% 29.8% 0% $0 Storage Tanks 4.4% $401,504 0% 29.8% 0% $0 Booster Stations 0.8% $75,964 0% 29.8% 0% $0 Total 100% $9,125,004 $245,991 2 i r • Annual revenue requirements allocable to HV; • Range and uncertainty in HV annual water use for snow - making purposes is 200 AF — 750 AF (AF = acre feet); and • Split in District's annual revenue requirements between fixed and variable costs: — Fixed 82.2% — Variable 17.8% N FY 2009/10 Annual Allocation to Charges Revenue Fixed Quantity Requirement Charge Charge $245,991 82.2% 17.8% allocation > $ 202,000 $43,991 months or water use > 12 months 108,893 Ccf $✓mo. or $✓Ccf > $ 16,833 / mo. $0.404 / Ccf Note: 250 AF = 108,893 Ccf • Current agreement does not restrict water use for snow - making purposes; • Water use for snow - making purposes could range from negligible to 750 AF; • In the past HV has contributed additional facilities to mitigate any physical restriction to water use; • Althou h HV is adding a 12 -inch metered connecTion it is abandoning 8 -inch and 10 -inch connections with [meter] capacity greater than that of the 12 -inch meter; • HV is relinquishing its rights in the Ski Run tank; and • HV is paying for all infrastructure improvements necessary to provide increased water for snow- making purposes. 4 r 311 Bryant Avenue Alameda, California 94501 -3531 T (510) 522 -5251 F (510) 522 -5251 October 2, 2009 Mr. Paul Sciuto Assistant General Manager South Tahoe Public Utility District 1275 Meadow Crest Drive South Tahoe, California 96150 Subject: Evaluation of Rates to be Assessed Heavenly Valley Ski Resort for Water Delivered for Snow - making Purposes Dear Mr. Sciuto: This letter presents our analysis and calculation of water rates to be assessed Heavenly Valley Ski Resort (HV) for water they use for snow - making purposes. Our evaluation is based on the existing agreement (Ski Run Tank and Pipeline Agreement, dated February 27, 1984 and subsequent amendments) between the South Tahoe Public Utility District (STPUD or District), HV specified terms and conditions for snow - making water use, and industry standard practices for water rate development. Historical Background Although HV has 12 separate water accounts with the District, only two accounts are for meters that deliver water for snow making purposes. Our analysis and calculations are confined to these two metered accounts.' HV's water use for snow - making during 2005 — 2008 and projected future use are shown in Figure 1 and Table 1. Figure 1. Water Use for Snow - making 800 - --------------------------------- - - - - -- -- ■ Projected 700 ■ &Inch - --------------------- ------ ------ --- - -- -- 600 IN 10 -Inch ---------------------- --- ------ ------ ------ -- - - --- -- 500 ------------------------- ------------ ------- - - -- -- -- 400 750 ------------------- -------------- ------- ---- ---- -- -- 300 ----------- --- --- -------- - -- -- - - ---- 7 - - - -- -- 13 200 t30 -- -- --------- - - -- -- - -- -- - - - -- -- z2a 2µ 100 ff33 0 2005 2006 2007 2008 Future Water Use for Snow - Making, Acre Feet (1 AF = 326,000 gallons) Na(e: ValuesW 2006.2008 os for die 0 nwNh pwW Jewry - Am. The vapor br 2009 7e prgwW /Mn m� use doW by HV. ' Account numbers for meters that provide water for snow - making purposes are number 10352 with a 10 -inch meter connection near Wildwood Curve and number 10356 with an 8 -inch meter connection on Keller Road. -99- Mr. Paul Sciuto October 2, 2009 Page 2of9 Table 1. Water Use for Snow - making Water Use for Snow - Making, Acre Feet (1 AF = 326,000 gallons) 2005 2006 2007 2008 Future 10 -inch 111 33 223 244 8 -inch 130 97 13 7 Projected 750 Total 241 130 235 251 750 Development of Rates for Snow - making Water Use The justification for calculating rates for HV on a special /contractual basis are the following: • HV is the District's largest water customer; • HV's snow - making operations only take water during the off - season peak; • HV's snow - making operation only take water during the diurnal off -peak hours; and • HV is currently a contract customer of the District. That is, HV's snow - making operations will occur off -peak when the District's full water system capacity is not being utilized. As a consequence, it is not equitable to assess the snow - making operations of HV existing rates which are based on the implicit assumption that all demands (both peak and average) from all customers are coincident. We have developed rates that recover only those costs of the facilities which they use in accordance with industry standard practices. See Chapters 7 and 9 of the referenced American Water Works Association (AWWA) manual. 2 American Water Works Association Manual of Water Supply Practices, Alternative Rates. Manual 34, 1992. -100- Consumption, Ccf Rate From To 8 -inch 10 -Inch Total Days gpd AF $ /Ccf Usage $ 1- Jan -05 31- Mar -05 16,195 25,156 41,351 89 347,581 95 $1.86 $76,912.86 1- Apr -05 30- Jun -05 40,435 23,220 63,655 90 529,115 146 $1.86 $118,398.30 1- Jul -05 30- Sep -05 0 540 540 91 4,439 1 $1.86 $1,004.40 1- Oct -05 31- Dec -05 0 4 4 91 33 0 $1.92 $7.68 1- Jan-06 31- Mar -06 24,805 7,572 32,377 89 272,149 74 $1.92 $62,163.24 1- Apr -06 30- Jun -06 17,510 6,805 24,315 90 202,112 56 $1.92 $46,684.80 1- Jul -06 30- Sep -06 15 89 104 91 855 0 $1.92 $199.68 1- Oct -06 31- Dec -06 0 185 185 91 1,521 0 $2.00 $370.00 1- Jan -07 31- Mar -07 5,455 77,084 82,539 89 693,791 189 $2.00 $165,078.00 1- Apr -07 30- Jun -07 0 19,947 19,947 90 165,804 46 $2.00 $39,894.00 1- Jul -07 30- Sep -07 0 91 91 91 748 0 $2.00 $182.00 1- Oct -07 31- Dec -07 3 37 40 91 329 0 $2.12 $84.80 1 -Jan -08 31- Mar -08 2,914 80,385 83,299 90 692,400 191 $2.12 $176,593.88 1- Apr -08 30- Jun -08 0 26,056 26,056 90 216,583 60 $2.12 $55,238.72 1- Jul -08 30- Sep -08 0 43 43 91 353 0 $2.12 $91.16 Summary for 6 months Consumption. Ccf Rate January - June 8 -inch 10 -Inch Total gpd AF $ /Ccf Usage $ 2005 56,630 48,376 105,006 876,695 241 $1.86 $195,311 2006 42,315 14,377 56,692 474,260 130 $1.92 $108,848 2007 5,455 97,031 102,486 859,595 235 $2.00 $204,972 2008 2,914 106,441 109,355 908,983 251 $2.12 $231,833 Water Use for Snow - Making, Acre Feet (1 AF = 326,000 gallons) 2005 2006 2007 2008 Future 10 -inch 111 33 223 244 8 -inch 130 97 13 7 Projected 750 Total 241 130 235 251 750 Development of Rates for Snow - making Water Use The justification for calculating rates for HV on a special /contractual basis are the following: • HV is the District's largest water customer; • HV's snow - making operations only take water during the off - season peak; • HV's snow - making operation only take water during the diurnal off -peak hours; and • HV is currently a contract customer of the District. That is, HV's snow - making operations will occur off -peak when the District's full water system capacity is not being utilized. As a consequence, it is not equitable to assess the snow - making operations of HV existing rates which are based on the implicit assumption that all demands (both peak and average) from all customers are coincident. We have developed rates that recover only those costs of the facilities which they use in accordance with industry standard practices. See Chapters 7 and 9 of the referenced American Water Works Association (AWWA) manual. 2 American Water Works Association Manual of Water Supply Practices, Alternative Rates. Manual 34, 1992. -100- Mr. Paul Sciuto October 2, 2009 Page 3 of 9 Rates developed for HV are based on cost of service allocations that estimate the cost to serve HV's snow- making operations. Cost of service allocations are a two -step process in which annual capital and operating costs are first allocated to functional cost categories followed by allocation of costs to HV for delivery of water for snow - making operations. The functional cost categories used for allocation of capital and operating costs are: • Distribution • Transmission • Source of Supply • Storage Tanks • Booster Stations The District does not currently account for its annual operations, maintenance and capital replacement costs using these functional cost categories. The District currently assigns its annual costs by type (salaries, benefits and other) rather than by their functional cost category. As a consequence, we have had to estimate the allocation of the District's annual costs to the above functional cost categories. The District does allocate its assets (investment in plant) by functional cost category. As a result, we can calculate the annual capital recovery of assets (a surrogate for depreciation). Table 2 presents the allocation of the capital recovery for the District's assets as of September 2006 (the date of our Water Capacity Charge Study (see Table 2 -1 from the study with asset data is included in Appendix A). Values developed in this table are used in calculations shown in Table 4. Table 2. Allocation of Capital Recovery Functional Cost Category Capital Recovery Factor (e) Replacement Useful Cost of Cost (a) Life Capital Factor Capital Recovery Expense % of Capital Recovered Distribution System (b) $223,404,720 30 5.0% 0.0651 $14,532,798 62.8% Transmission System (c) $90,997,200 40 5.0% 0.0583 $5,303,149 22.9% Wells $9,150,000 30 5.0% 0.0651 $595,221 2.6% Well Head Treatment $4,322,738 20 5.0% 0.0802 $346,868 1.5% Water Rights $6,772,380 100 5.0% 0.0504 $341,214 1.5% Hydrants $10,017,000 20 5.0% 0.0802 $803,790 3.5% Storage Tanks $15,647,359 30 5.0% 0.0651 $1,017,883 4.4% Booster Stations $2,400,000 20 5.0% 0.0802 $192,582 0.8% Land (d) $15,562,081 Total $378,273,477 $23,133,505 100% Notes: a. Replacement cost classes and values are from the September 2006 Water Capacity Charge Study, Table 2 -1, List of Assets and Replacement Costs, 2006. Table 2 -1 is included in Appendix A. b. Distribution system assets were defined in the 2006 Water Capacity Charge Study as pipe with diameters 6 -10 inches. c. Transmission system assets were defined in the 2006 Water Capacity Charge Study as pipe with diameters greater than 12 inches. d. The Land asset class has no impact on the allocation and is not included. e. The capital cost recovery factor allows the allocation of each asset Gass to be weighted by the replacement cost and useful life for each Gass. -101- Mr. Paul Sciuto October 2, 2009 Page 4 of 9 Although the results of the Water Capacity Charge Study are over two years old, we estimate that the addition and retirement of assets since has not materially affected the percentage allocations to the functional cost categories. The allocation of capital recovery (% of capital recovered) shown in Table 2 serves as a surrogate for the allocation of annual revenue requirements. The method of allocation of capital recovery shown in Table 2 is a good surrogate for the allocation of capital replacement costs, an acceptable surrogate for maintenance costs (which are somewhat related to the value of assets), but not a very good surrogate for the allocation of operating costs. We believe that it over estimates the operating costs of the distribution and transmission system and under estimates the operating cost of storage tanks, treatment, source of supply and booster stations. Short of the District allocating operating costs as is done in the water rate model (using categories for salaries, benefits and other as shown in Appendix B) directly to the same functional cost categories shown in Table 2, these estimates are reasonable approximations. The allocation of annual revenue requirements shown in Table 2 is the first step in the two -step allocation process. The second step is described in Table 3 and Table 4. The specific revenue requirement allocations to HV for each functional cost category (distribution, transmission, etc.) and the basis for each are presented in Table 3. Table 3. Basis for Cost Allocations Cost Category Basis of Allocation Allocation Formula (a) % Alloc. Distribution Factor 1 ratio of 6 -inch - 10 -inch pipe used to deliver water for = 6,700 ft / 1,015,476 ft = 0.66% snow - making to total 6 -inch - 10 -inch pipe 4,500 gpm for snow - making peak rate of delivery Factor 2 = 4,500 gpm / 15,112 gpm = 30% when the system caeacity is 15,112 gpm Transmission Factor 1 ratio of 12 -inch and larger pipe used to deliver water = 40,900 ft / 303,324 ft = 13% for snow - making to total 12 -inch and larger pipe Factor 2 4,500 gpm for snow - making peak rate of delivery = 4,500 gpm / 15,112 gpm = 30% when the system ca aci is 15,112 gpm Source of ratio of peak demand to deliver water for snow- = 4,500 gpm / 15,112 gpm = 30% SUPPIX making to totals tem demand Well Head ratio of peak demand to deliver water for snow- = 4,500 gpm / 15,112 gpm = 30% Treatment making to total system demand Storage Tanks once the new pump station is online, na the Heavenly Tank will not be used Booster once the new pump station is online, Stations the David Lane booster station will not be used na Notes: a. The values for each category allocable to Heavenly Valley are based on data provided by the District's Principal Engineer and data from the September 2006 Water Capacity Charge Study, Table 2 -1 (included as Appendix A). The allocation of 2009/10 revenue requirements to functional cost categories and subsequent allocation to HV are summarized in Table 4. The allocation of annual revenue requirements to be recovered from rates is derived from percentage allocations developed in Table 2 for capital recovery -102- Mr. Paul Sciuto October 2, 2009 Page 5 of 9 and total annual revenue requirements provided by the District. The total 2009/10 annual revenue requirement to be recovered from water rates is $9,125,004. As shown in Table 4, the annual costs to be recovered from HV in 2009/10 are $245,991. Table 4. Allocation of Revenue Requirements from Rates for 2009/10 Notes: a. The Source of Supply category is the combination of the Wells and Water Rights categories from Table 2. b. The percent of capital recovered is from Table 2. c. The 2009/10 total revenue requirement was provided by the District. d. The distribution system portion allocable to Heavenly Valley is based on data provided by the District's Principal Engineer and data from the September 2006 Water Capacity Charge Study, Table 2 -1. The allocation factors shown below are cumulative. Water Pipeline 6 to 10 -inch Diameter. Lineal Feet portion of system used by HV > 6,700 from District Engineer total system > 1.015.476 from Water Capacity Charge Study Table 2 -1 % of Total > 0.66% The total system flow capacity is calculated as shown below: 15,112 gpm = 21,761,000 mgd + 24 hours /day + 60 minutesthour 67 AF per day Flow Capacity in Water Pipeline 6 to 10 -inch Diameter, Lineal Feet portion of system used by HV > 4,500 from District Engineer total system flow capacity > 15.112 from Water Capacity Charge Study Table 2 -1 % of Total > 30% e. The transmission system portion allocable to Heavenly Valley is based on data provided by the District's Principal Engineer and data from the September 2006 Water Capacity Charge Study, Table 2 -1. The factor for flow listed in footnote d also applies to the transmission system. The allocation factors are cumulative. Water Pipeline 124nch Diameter or Above. Lineal Feet portion of system used by HV > 40,900 from District Engineer total system > 3 03.324 from Water Capacity Charge Study Table 2 -1 % of Total > 13% f. The source of supply portion allocable to Heavenly Valley is based on data provided by the District's Principal Engineer and data from the September 2006 Water Capacity Charge Study, Table 2 -1. Water System Supply Flow, apm portion of system used by HV > 4,500 from District Engineer total system > 15.112 from Water Capacity Charge Study Table 2 -1 % of Total > 30% g. The well head treatment portion allocable to Heavenly Valley is the same as for source of supply. h. The hydrants portion is not allocated to Heavenly Valley snow making water use. L Ecologic (Heavenly's engineering consultant) stated to the District that once the new pump station is online, they do not plan to use the existing David Lane Booster or the Heavenly Tank. -103- % of 2009/10 Capital Revenue Heavenly Valley Allocation Asset Classification Recovered (b) Requirement (c) Percent Dollars Distribution System 62.8% $5,732,458 0.2% (d) $11,263 Transmission System 22.9% $2,091,826 4% (e) $83,992 Source of Supply (a) 4.0% $369,376 30% (f) $109,993 Well Head Treatment 1.5% $136,822 30% (g) $40,743 Hydrants 3.5% $317,055 0% (h) $0 Storage Tanks 4.4% $401,504 0% (i) $0 Booster Stations 0.8% $75,964 0% (i) $0 Total 100% $9,125,004 $245,991 Notes: a. The Source of Supply category is the combination of the Wells and Water Rights categories from Table 2. b. The percent of capital recovered is from Table 2. c. The 2009/10 total revenue requirement was provided by the District. d. The distribution system portion allocable to Heavenly Valley is based on data provided by the District's Principal Engineer and data from the September 2006 Water Capacity Charge Study, Table 2 -1. The allocation factors shown below are cumulative. Water Pipeline 6 to 10 -inch Diameter. Lineal Feet portion of system used by HV > 6,700 from District Engineer total system > 1.015.476 from Water Capacity Charge Study Table 2 -1 % of Total > 0.66% The total system flow capacity is calculated as shown below: 15,112 gpm = 21,761,000 mgd + 24 hours /day + 60 minutesthour 67 AF per day Flow Capacity in Water Pipeline 6 to 10 -inch Diameter, Lineal Feet portion of system used by HV > 4,500 from District Engineer total system flow capacity > 15.112 from Water Capacity Charge Study Table 2 -1 % of Total > 30% e. The transmission system portion allocable to Heavenly Valley is based on data provided by the District's Principal Engineer and data from the September 2006 Water Capacity Charge Study, Table 2 -1. The factor for flow listed in footnote d also applies to the transmission system. The allocation factors are cumulative. Water Pipeline 124nch Diameter or Above. Lineal Feet portion of system used by HV > 40,900 from District Engineer total system > 3 03.324 from Water Capacity Charge Study Table 2 -1 % of Total > 13% f. The source of supply portion allocable to Heavenly Valley is based on data provided by the District's Principal Engineer and data from the September 2006 Water Capacity Charge Study, Table 2 -1. Water System Supply Flow, apm portion of system used by HV > 4,500 from District Engineer total system > 15.112 from Water Capacity Charge Study Table 2 -1 % of Total > 30% g. The well head treatment portion allocable to Heavenly Valley is the same as for source of supply. h. The hydrants portion is not allocated to Heavenly Valley snow making water use. L Ecologic (Heavenly's engineering consultant) stated to the District that once the new pump station is online, they do not plan to use the existing David Lane Booster or the Heavenly Tank. -103- Mr. Paul Sciuto October 2, 2009 Page 6 of 9 The calculation of the revenue requirements to be recovered from HV for water used for snowmaking purposes, as presented in Tables 3 and 4, are based on the following factors: 1. The percentage (30 %) of HV's rate of water use (4,500 gpm) to the peak capacity of the system (15,112 gpm). 2. The portion of the distribution system (0.66 %) and transmission system (13 %) used by HV. 3. The annual revenue requirements of the District's water system ($9,125,004) and the allocation of these annual revenue requirements to the functional cost categories (distribution, transmission, source of supply, etc.) as shown in Table 2. Notice that the costs allocated to HV are independent of water used by HV except implicitly through the level of annual revenue requirements. That is, once the level of annual water use for the system has been estimated as a basis for estimating annual revenue requirements, the revenues to be recovered from HV are established. It thus remains to determine how the revenue requirements allocable to HV will be recovered. That is, how to design a rate structure (a combination of a fixed monthly service charge and a quantity charge) that will best recover the revenue requirements from HV. When designing a rate structure for an entire water system comprised of thousands of customers with diverse use patterns, the projection of annual water use is relatively simple. That is, barring an extreme change in weather conditions (e.g. a drought), unusual changes in the growth in customers, and /or a system failure, water use should be relatively predictable from year to year. This has been the case for the District. For example, a cursory review of the District's water production records for the five -year period FYs 2003/04 through 2007/08 show an average annual production of 7,442 acre - feet. Using a conventional measure of variance in annual use, the standard deviation in annual water production during this same five -year period was 5.2 %. As a consequence, for District as a whole, the split between how revenues are recovered via the fixed monthly service charge and the quantity charge will have little impact on the recovery of revenue requirements. Developing a rate structure for a single, large customer like HV, whose water use could, by its own admission, vary between 250 and 750 acre -feet, is another matter. It should be noted that HV's historical annual use has averaged only 212 acre -feet over the last four years (see Table 1). To insure that the District actually recovers the annual revenue requirements allocable to HV, we recommend that the monthly service charge recover the annual fixed costs and that the quantity charge recover variable costs. This concept is reflected in the calculations presented in Table 5. -104- Mr. Paul Sciuto October 2, 2009 Page 7 of 9 Footnote "a° in Table 5 references the 2008/09 budget from the water rate model (shown in detail in Appendix 6) and shows the development of allocations between fixed and variable costs. Fixed costs are calculated to approximate 82.2% of the total annual revenue requirements. The remaining 17.8% of annual revenue requirements are variable costs. As a consequence, the fixed monthly service charge will recover $202,000 of the $245,991 annual costs allocable to HV and the remaining $43,991 will be recovered via a quantity charge of $0.404 /Ccf. Table 5. Charges for Snow - making Water for HV Item FY 2009/10 Source system revenue required > $9,125,004 from Table 4 HV revenue required > HV service charge revenue > HV quantity charges revenue > HV quantity charges revenue > HV snow - making water use, Ccf > HV snow - making rate, $/Ccf > $245,991 from Table 4 $ 202,000 see note a $43,991 $43,991 from above 108.893 see note b $0.404 Notes: a. Current service charges for the two meters used for snow - making are shown below. 84nch 10-inch Jam( annual> $9,170.64 $13,180.12 $22,350.76 Service charges based on meter sizes are replaced with a single service charge. Development of a single service charge based on fixed costs is shown below: FY 2008109 Budget (see Appendix B) Cost Allocation Budget % of Total Customer> $107,964 1.2% Facility, Variable > $1,616,891 17.8% Facilo, Fixed > $5,732,811 63.0% Fire Protection > $1.647.859 18.1% Total > $9,105,525 100.0% Variable portion > 17.8% Fixed portion > 82.2% HV revenue required > $245,991 Fixed portion > 82.2% $202,309 rounded to nearest $1,000 > $202,000 b. The HV projected water use for snow - making is from their letter to the District dated March 30, 2009. Water use in AF Is converted to Ccf as shown below: P er Ye ar 250 acre -feet (AF) 325.851 gallons per AF 81,462,846 gallons 748.1 Ccf /gallon 108,893 Ccf -105- Mr. Paul Sciuto October 2, 2009 Page 8 of 9 Capacity Charges The preceding portions of this report described the development of rates; this portion of the report describes our evaluation of capacity charges. The Ski Run Tank and Pipeline Agreement, dated February 27, 1984, between the District and HV established the core concepts for all aspects of the construction, maintenance, operation and funding of facilities for the delivery of water for snow - making purposes. The basis for payment of capacity charges and rates was established in Section 10 of the Agreement. Section 10 of the Agreement states: "District shall furnish to Heavenly ... the following connections and water service... one ... metered domestic water service for snowmaking purposes connection shall be installed by the District at no cost to Heavenly ... Heavenly shall pay the District metered rates for the use of said surplus water charged for other users of the District." The concept behind Section 10 is that the District did not anticipate collecting a capacity charge beyond the value of the pipeline and tank easement from HV for connection to the water system of the snow - making water supply facilities. Justification for not assessing a capacity charge is reinforced by the following conditions specific to HV (some of which were described in the sections of this report relative to the development of rates for water for snow - making operations). Those conditions are described below: • HV has an existing agreement with the District that specifies terms and conditions for water use. There appears to be no explicit restriction on water use in this Agreement. The potential use was merely restricted by the capacity of the District's facilities. • As indicated above in our calculation of proposed rates for water use for snow making operations, HV usage (annual and peak) could vary significantly depending on weather conditions (from a negligible amount in a high snow -fall year to 750 acre -feet in a low snow- fall year). This wide variation in use would suggest a wide variation in capacity. • In the past, when HV has needed additional capacity, it contributed additional facilities necessary to mitigate the physical restriction. For example, it paid for larger motors for the David Lane booster pumps when it needed to increase its capacity. • HV is paying for all infrastructure needed to provide additional capacity. • HV is relinquishing its capacity rights to the Ski Run Tank. • Even though HV is adding a 12 -inch meter, it is abandoning an 8 -inch meter and a 10 -inch meter. The combined capacity of an 8 -inch meter connection and a 10 -inch meter connection is greater than that for a single 12 -inch meter connection. Other Conditions The District may want to consider terms in the Agreement that would indicate the type of connection that would provided at no additional cost, for example, a type of connection capable of up to 750 acre -feet per year of off -peak water deliveries or up to 4,500 gpm of pumping capacity. Under such terms, water supply connection capabilities (however denominated, in acre -feet or gpm) provided in excess of those amounts stated could incur the payment of capacity charges. We appreciate the opportunity to have worked with District staff and legal counsel and with HV management and legal counsel on this project. -106- Mr. Paul Sciuto October 2, 2009 Page 9 of 9 If you have any questions, please call me at (925) 210 -2385 (Brown and Caldwell office) or (510) 522 -5251 (Alameda office). Very truly yours, MUNICIPAL FINANCIAL SERVICES Tom Pavletic Attachments Appendix A, 2006 Water Capacity Charge Study, Table 2.1 Appendix B, 2008/09 Water Rate Model, Table 4 -2b -107- WATER SERVICE AGREEMENT THIS WATER SERVICE AGREEMENT ( "Agreement "), dated this 15th day of October, is made by and between the South Tahoe Public Utility District, a California public agency formed in 1950 pursuant to the Public Utility District Act ( "District ") and Heavenly Valley Limited Partnership, a Nevada limited partnership, by and through its general partner, VR Heavenly I, Inc, a Colorado corporation ( "Heavenly"), at South Lake Tahoe, California, with reference to the following facts and intentions: A. The District owns and operates a municipal water treatment and distribution system for the purpose of supplying water for beneficial use by the District and its customers within the City of South Lake Tahoe and certain portions of the County of El Dorado, California ( "Water System "); B. Heavenly is a limited partnership duly organized and validly existing under the laws of the State of Nevada, and is organized for the primary purpose of operating a ski area for use by the general public commonly known as the Heavenly Valley Resort and located on land owned in part by Heavenly and in part by the United States Forest Service, Lake Tahoe Basin Management Unit, near the City of South Lake Tahoe, California ( "Resort"); C. The District and Heavenly entered into the Ski Run Tank and Pipeline Agreement, dated February 27, 1984, as amended on April 5, 1985, (collectively "Ski Run Agreement ") for the District to construct a pipeline and a water storage tank on Heavenly's property for use by the District to supply water to its customers and to supply water to Heavenly for snowmaking; D. The District also supplies Heavenly with water for domestic and fire protection purposes through several connections for use at the Resort, which water service is not subject to the terms and conditions of this Agreement; E. Heavenly has prepared a 2006 Master Plan Amendment to its 1996 Master Plan ( "Master Plan") for the development of phased improvements at the Resort including increased water supply for expanded snowmaking operations; F. Heavenly has requested the District to provide increased water supplies for snowmaking purposes, which is a non - standard type of water service as described in the District =s Administrative Code ( "Administrative Code "). The Administrative Code provides the District with authority to furnish non - standard water service to Heavenly at such rates, charges and other terms and conditions as established by the District; G. The District has evaluated the Water System and determined, as a result of the water service being requested by Heavenly occurring during the non -peak winter months, that the District has sufficient existing capacity to provide the requested water service to Heavenly without the necessity of the District having to construct additional facilities to the Water System; SB 516913 v6:007627.0131 -109- H. The District and Heavenly entered into a Water Facility Agreement, dated November 6, 2008, ( "Facility Agreement") for the purpose of exploring a framework for the planning, design and construction of facilities through which the District might make available increased water supplies to Heavenly for snowmaking at the Resort, including the development of the terms and conditions for this Agreement; I. Municipal Finance Services. prepared a Water Rate Report, dated October 2, 2009 ( "Report"), recommending the rates the District should charge Heavenly for such water service based on the cost of service consistent with Proposition 218, the California Constitution, applicable case law and the Administrative Code. The Report is incorporated by this reference into this Agreement; J. The District agrees to provide Heavenly with water service for snowmaking purposes at the Resort pursuant to the terms and conditions of this Agreement. NOW, THEREFORE, the District and Heavenly agree as follows: 1. Commitment to Provide Water Service. I.I. Water Service. The District shall provide Heavenly with water service for snowmaking purposes at the Resort pursuant the Administrative Code as modified by the terms and conditions of this Agreement ( "Water Service "). 1.2 Connection Point. The District shall make available the Water Service at a point outside the Resort generally located at or near the District's David Lane pump station, the exact location of which shall be determined pursuant to the Facility Agreement ( "Connection Point "). 1.3 Facilities. Heavenly shall be responsible for construction of all facilities to connect to the Water System and take delivery of water from the Connection Point to the Resort pursuant to the terms and conditions of the Facility Agreement. 1.4. Term. The term of the Agreement shall be perpetual, commencing on October 1 st of the calendar year in which Heavenly first desires the District to make water available to Heavenly pursuant to this Agreement ( "Commencement Date ") and continue until terminated pursuant to the terms of this Agreement( "Term "). Heavenly shall provide the District with at least sixty (60) days notice prior to the Commencement Date. 2. Ouantity. 2.1 Total Quantity. The District shall provide Heavenly up to seven hundred and fifty acre feet (750 afy) of water each year commencing on October 1 st of each year through March 31 st of the following year pursuant to the terms and conditions of this Agreement. 2.2 Delivery Rates. The District shall make Water Service available , at the 2 SB 516913 v6:007627.0131 -110- Connection Point, at the following maximum delivery rates for each of the periods indicated below: a. Four thousand five hundred gallons of water per minute (4,500 gpm), except as provided in Section 2.2.b, below. b. Three thousand gallons of water per minute (3,000 gpm) during the Saturday and Sunday prior to the Thanksgiving holiday, the Thanksgiving holiday (the Monday before Thanksgiving though the Sunday after Thanksgiving), the Christmas Holiday (five (5) days prior to Christmas through Sunday following January 1 st), and President's Day Holiday (the Friday before President's Day through President's Day). The District, upon request from Heavenly and in the District's sole discretion, may increase its delivery rate in excess of three thousand gallons per minute (3,000 gpm) to a maximum of four thousand five hundred gallons per minute (4,500 gpm), provided the District has the capacity and water supplies to supply Heavenly with water at an increased delivery rate. In response to Heavenly's request, the District shall notify Heavenly of the increased water delivery rate and the duration for such increased delivery, if any. 3. Water Service Rates. 3.1 Metered Consumption Rate. The District's metered consumption rate for Water Service shall be $0.404 per one hundred (100) cubic feet ( "Metered Consumption Rate "). 3.2 Annual Service Charge. The District's annual service charge shall be $202,000 for each year that Water Service is made available to Heavenly pursuant to the terms and conditions of this Agreement ( "Annual Service Charge "). 3.3 Capital Facilities Charge. Heavenly shall not be charged a capital facilities charge (connection fee) for its new twelve (12) inch connection since Heavenly is disconnecting and abandoning two existing connections, see Section 8.2, below, that are used by Heavenly for snowmaking. 3.4 Payment. During the Term, Heavenly shall pay the Metered Consumption Rate pursuant to the Administrative Code and the Annual Service Charge shall be paid prior to October 1 st of each calendar year. 3.5 Adjustments. As of the date of this Agreement, even if prior to the Commencement Date, the Metered Consumption Rate and the Annual Service Charge shall be subject to adjustment in an amount equal to the average percentage adjustment of the District's rates and charges for all other customers, which adjustment shall be effective at the same time as applied to the other customers. The District shall provide Heavenly with at least thirty (30) days written notice of adjustment in the above rates and charges. 4. Ouality. The District is required to comply with the California Department of Public Health requirements for operation of the Water System and delivery of domestic potable water to its customers. The District shall supply Heavenly with the same quality of water that the District 3 SB 516913 v6:007627.0131 -111- supplies to its other customers. 5. Water Service Provisions. The District =s provision of Water Service to Heavenly shall be subject to the following provisions: 5.1 Continuity of Water Service. The District shall use reasonable diligence, pursuant to the District's standard practices, to provide Heavenly with continuous uninterrupted Water Service pursuant to this Agreement. As part of the District diligence, the District shall plan, design and construct improvements to the Water System to meet the additional demands of new customers while maintaining water service to meet the demands of existing customers, including Heavenly, 5.2 Interruption of Water Service. a. General. In the event of an interruption of Water Service, either partial or total, the District shall use reasonable efforts to restore Water Service to Heavenly pursuant to the District's standard practices applicable to its customers generally under the then existing circumstances giving rise to the interruption. In the event the interruption is the result of a water supply shortage, the District may reduce the quantity of water made available to all customers, including Heavenly, until the District can no longer meet minimum water supply and pressure requirements as mandated by the California Department of Public Health for the Water System, in which event the District may interrupt Water Service to Heavenly. In such event, the District shall diligently pursue restoring the District's water supplies including utilizing other water supply resources from other pressure zones to continue Water Service to Heavenly. b. Emergency. Nothing in this Agreement shall be construed to limit the District =s authority to declare a water shortage emergency pursuant to California Water Code section 350 and take action in accordance with such emergency as determined in the sole discretion of the District. C. No Liability for Interru tp ions The District, its directors, elected officials, officers, agents, employees and contractors, shall not be liable for damages, breach of contract or otherwise to Heavenly for failure, suspension, diminution, or other variations in Water Service occasioned by or in consequence of any cause beyond the reasonable control of the District including, but not limited to, acts of God or of public enemy, fires, floods, earthquakes, power outages, water supply shortage or other catastrophe, strikes, or failure or breakdown of transmission facilities. 5.3 Water Use Limitations. The water made available by the District to Heavenly pursuant to this Agreement shall be used only for snowmaking purposes within the California and Nevada boundaries of the Resort. 4 SB 516913 v6:007627.0131 -112- 5.4 Administrative Code. Water Service provided by the District to Heavenly pursuant to this Agreement shall be subject to the Administrative Code and the District's rules, regulations and policies for other types of water service to the extent not inconsistent with the terms and conditions of this Agreement. In the event of a conflict between the terms and conditions of this Agreement and the Administrative Code and the District =s rules, regulations and policies, this Agreement shall control in all respects. 5.5 District Facilities. The District, at its expense, shall furnish, install, operate, and maintain all of its facilities related to the Water System, in accordance with the District's standard practices and policies, for making Water Service available at the Connection Point. Ownership to all facilities up to the Connection Point shall remain with the District and the District shall be responsible for loss or damage to such facilities, except Heavenly shall be respon- sible to the extent that any loss or damage has been caused by Heavenly's acts or omissions. 5.6 Heavenly Facilities. Heavenly, at its expense, shall furnish, install, operate, and maintain all of its facilities related to the transmission, distribution, application, use, recapture and reuse of water after (down stream) the Connection Point. Ownership to all facilities after the Connection Point shall remain with Heavenly and Heavenly shall be responsible for loss or damage to such facilities, except District shall be responsible to the extent that any loss or damage has been caused by the District's acts or omissions. 5.7 No Rights. This Agreement only provides Heavenly with a contractual right to receive Water Service. This Agreement is not intended to, and shall not, provide Heavenly with any right, title, entitlement or claim of ownership to all or any of the District's water supplies, water rights, facilities or other District property related to the Water System. 5.8 Ownership_ Ownership of the water shall transfer from the District to Heavenly at the Connection Point. After the Connection Point, Heavenly shall be solely responsible for the transmission, distribution, application, use, recapture and reuse of the water, including return flows, and compliance with all federal, state and local agency laws, regulations and rules. The District disclaims any and all rights of Heavenly to use of the water for snowmaking or recapture and reuse of the water and any return flows. 6. Indemnity Heavenly shall indemnify, defend and hold harmless the District and its directors, elected officials, officers, agents, contractors and employees, from and against any and all claims, liabilities, damages, losses, costs and expenses of any nature whatsoever, including attorneys, paralegals and expert fees and costs which arise out of, relate to or result from Heavenly's, and its agents', contractors', consultants' and engineers', activities and obligations under this Agreement including, but not limited to, the Master Plan, environmental compliance for use of the water, transmission, distribution, storage, application, use, recapture and reuse of the water, except to the extent of any liability, loss, cost or expense caused by the District's negligence or willful misconduct. SB 516913 v6:007627.0131 5 -113- 7. Termination Either party may terminate this agreement upon the other parry's material breach of this Agreement or as otherwise provided in the Administrative Code. Moreover, this Agreement may be terminated by Heavenly at any time upon one (1) year's advance written notice or within thirty (30) days notice of nay increase in the Metered Consumption Rate or Annual Service Charge. In the event of termination for material breach, the non - broaching party shall provide the breaching party at least thirty (30) days written notice to cure such breach. The party in breach shall have a reasonable opportunity to cure the breach provided such party diligently commences and pursues curing the breach within a reasonable time. Upon termination, the District shall disconnect the Water System at the Connection Point. Such termination and disconnection shall not relieve Heavenly from responsibility for payment of any fees, charges and other costs incurred by Heavenly prior to the termination and for disconnection charges. 8. Existing Snowmaking Service. 8.1 Ski Run AiTeement. a. Until the Commencement Date, the District shall continue to provide Heavenly with water for snowmaking pursuant to the Ski Run Agreement. b. Upon the Commencement Date, the Ski Run Agreement shall continue in full force and effect notwithstanding the provisions of this Agreement, except that Sections 9 and 10 shall no longer be of any force or effect. 8.2 Disconnection. Prior to the Commencement Date, Heavenly shall disconnect and abandon its connections to the Water System at the ten (10) inch connection to the Ski Run Tank (account number 10352) and an eight (8) inch connection near Wildwood Curve (account number 10356). Heavenly shall disconnect and abandon the above connections in accordance with the District's requirements. 8.3 Ski Run Tank Upon the Commencement Date, Heavenly relinquishes any and all rights to use any storage capacity in the Ski Run Tank and the District shall have the sole and exclusive use of the Ski Run Tank in connection with the Water System. 9. Master Plan. Heavenly represents and warrants to the District that it has obtained all required regulatory approvals for its Master Plan, including environmental approvals, for the use of the District's water for snowmaking at the Resort. 10. Conditions Precedent. The District's obligation to provide Heavenly with Water Service on the Commencement Date is contingent on Heavenly's satisfaction of the following conditions: 10.1 Construction of facilities. Heavenly has constructed all facilities necessary or convenient for the District to make available water to Heavenly pursuant to this Agreement and in accordance with the terms and conditions of the Facility Agreement. 6 SB 516913 v6:007627.0131 -114- 10.2 Disconnection. Heavenly has disconnected and abandoned the existing connections to the District's Water System in accordance with Section 8.2, above. 10.3 Payment. Heavenly has paid the District all costs and expenses required to be paid by Heavenly pursuant to this Agreement and the Facility Agreement. 10.4 Notice. Heavenly has provided notice to the District, at least sixty (60) days prior to the Commencement Date, that Heavenly has complied with all the terms and conditions of this Agreement and that Water Service should commence on October 1 st of the year in which Water Service is first requested by Heavenly. 11. GENERAL PROVISIONS 11.1 Recitals. The recitals stated at the beginning of this Agreement of any matters of facts shall be conclusive proof of the truthfulness thereof and the terms and conditions of the recitals, if any, shall be deemed a part of this Agreement. 11.2 Notices. All notices, approvals, acceptances, requests, demands and other communications required or permitted, to be effective, shall be in writing and shall be delivered, either in person or by mailing the same by United States mail (postage prepaid, registered or certified, return receipt requested) or by Federal Express or other similar overnight delivery service, to the party to whom the notice is directed at the address of such party as follows: TO: District South Tahoe Public Utility District 1275 Meadow Crest Drive South Lake Tahoe, California 96150 Attention: Customer Service Manager With a copy to: Gary Ifvistad, Esq. Brownstein Hyatt Farber Schreck, LLP 21 East Carrillo Street Santa Barbara, California 93101 TO: Heavenly Blaise Carrig Heavenly Mountain Resort Post Office Box 2180 Stateline, NV 89449 With a copy to: General Counsel Vail Resorts, Inc. SB 516913 v6:007627.0131 7 -115- 390 Interlocken Crescent, Suite 1000 Broomfield, CO 80021 Glenn E. Porzak Porzak Browning & Bushong LLP 929 Pearl Street, Suite 300 Boulder, CO 80302 Any communication given by mail shall be deemed delivered two (2) business days after such mailing date, and any written communication given by overnight delivery service shall be deemed delivered one (1) business day after the dispatch date. Either party may change its address by giving the other party notice of its new address. 11.3 Successors and Assigns. This Agreement shall be binding on and shall inure to the benefit of the parties and their respective heirs, successors and assigns. Nothing in this Agreement, expressed or implied, is intended to confer on any person other than the parties or their respective heirs, successors and assigns, any rights, remedies, obligations or liabilities under or by reason of this Agreement. 11.4 Assignability. This Agreement is assignable to any entity that is the owner and operator or the successor owner or operator of the Heavenly Ski Resort. Heavenly shall provide the District with notice within thirty (30) days of any such assignment. Any other assignment shall only occur with the prior written consent of the District, who shall have the sole discretion to consent or not consent to any proposed assignment. Any other attempted assignment without the approval of the District shall be null and void. 11.5 Waiver. No waiver by any party of any of the provisions shall be effective unless explicitly stated in writing and executed by the party so waiving. Except as provided in the preceding sentence, no action taken pursuant to this Agreement, including, without limitation, any investigation by or on behalf of any party, shall be deemed to constitute a waiver by the party taking such action of compliance with any representations, warranties, covenants, or agreements contained in this Agreement, and in any documents delivered or to be delivered pursuant to this Agreement. The waiver by any party-of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach. No waiver of any of the provisions of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. 11.6 Headings. The section headings contained in this Agreement are for convenience and reference only and shall not affect the meaning or interpretation of this Agreement. 11.7 Severability. If any term, provision, covenant or condition of this Agreement shall be or become illegal, null, void or against policy, the remaining provisions of this Agreement shall remain in full force and effect, and shall not be affected, impaired or invalidated. The term, provision, covenant or condition that is so invalidated, voided or held to 8 SB 516913 x6:007627.0131 -116- be unenforceable, shall be modified or changed by the parties to the extent possible to carry out the intentions and directives set forth in this Agreement. 11.8 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same instrument. 11.9 Governing Law. This Agreement shall be governed by, and interpreted in accordance with, the laws of the State of California to the extent California Law is applicable to the United States, with venue proper only in the County of El Dorado, State of California. 11.10 Parties in Interest. Nothing in this Agreement, whether expressed or implied, is intended to confer any rights or remedies under or by reason of this Agreement on any persons other than the parties to it and their respective successors and assigns, nor is anything in this Agreement intended to relieve or discharge the obligation or liability of any third persons to any party to this Agreement, nor shall any provision give any third persons any right of subrogation or action against any party to this Agreement. 11.11 Attorney Fees. If any legal proceeding (lawsuit, arbitration, etc.), including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to recover actual attorneys' fees and costs, which may be determined by the court in the same action or in a separate action brought for that purpose. The attorneys' fees award shall be made as to fully reimburse for all attorneys' fees, paralegal fees, costs and expenses actually incurred in good faith, regardless of the size of the judgment, it being the intention of the parties to fully compensate for all attorneys fees, paralegal fees, costs and expenses paid or incurred in good faith. 11.12 Good Faith. The parties agree to exercise their best efforts and utmost good faith to effectuate all the terms and conditions of this Agreement and to execute such further instruments or documents as are necessary or appropriate to effectuate all of the terms and conditions of this Agreement. 11.13 Construction. The provisions of this Agreement should be liberally construed to effectuate its purposes. The language of all parts of this Agreement shall be construed simply according to its plain meaning and shall not be construed for or against either party, as each party has participated in the drafting of this document and had the opportunity to have their counsel review it. Whenever the context and construction so requires, all words used in the singular shall be deemed to be used in the plural, all masculine shall include the feminine and neuter, and vice versa. 11.14 Several Obligations. Except where specifically stated in this Agreement to be otherwise, the duties, obligations, and liabilities of the parties are intended to be several and not joint or collective. Nothing contained in this Agreement shall be construed to create an association, trust, partnership, or joint venture or impose a trust or partnership duty, obligation, 9 SB 516913 v6:007627.0131 -117- or liability on or with regard to either party. Each party shall be individually and severally liable for its own obligations under this Agreement. 11.15 Authority. The individuals executing this Agreement represent and warrant that they have the authority to enter into this Agreement and to perform all acts required by this Agreement, and that the consent, approval or execution of or by any third party is not required to legally bind either party to the terms and conditions of this Agreement. 11.16 Entire Agreement. This Agreement contains the entire understanding and agreement of the parties, and supersedes all prior agreements and understandings, oral and written, between the parties. There have been no binding promises, representations, agreements, warranties or undertakings by any of the parties, either oral or written, of any character or nature, except as stated in this Agreement. This Agreement may be altered, amended or modified only by an instrument in writing, executed by the parties to this Agreement and by no other means. Each party waives its future right to claim, contest or assert that this Agreement was modified, canceled, superseded or changed by any oral agreement, course of conduct, waiver or estoppels. IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year and at the place first written above. DISTRICT South Tahoe Public Utility District Mary Lou Mosbacher, Board President HEAVENLY Heavenly Valley Limited Partnership by its general partner, VR Heavenly I, Inc LN (Name) (Title) ATTEST: Kathy Sharp, Clerk of the Board/ Executive Services Manager 10 SB 516913 v6:007627.0131 -I18- WATER SERVICE AGREEMENT THIS WATER SERVICE AGREEMENT ( "Agreement"), dated this 15th day of October, is made by and between the South Tahoe Public Utility District, a California public agency formed in 1950 pursuant to the Public Utility District Act ( "District ") and Heavenly Valley Limited Partnership, a Nevada limited partnership, by and through its general partner, VR Heavenly I, Inc, a Colorado corporation ( "Heavenly "), at South Lake Tahoe, California, with reference to the following facts and intentions: A. The District owns and operates a municipal water treatment and distribution system for the purpose of supplying water for beneficial use by the District and its customers within the City of South Lake Tahoe and certain portions ofthe County of El Dorado, California ( "Water System "); � P r v-") A ,� - %,, q c� 10 _IS -D 60 1" f � (V\ -�� B. Heavenly is a limited partnership duly organized and validly existing under the laws ofthe State of Nevada, and is organized for the primary purpose of operating a ski area for use by the general public commonly known as the Heavenly Mountain Resort and located on land owned in part I odeted: V,11 - by Heavenly and in part by the United States Forest Service, Lake Tahoe Basin Management Unit, near the City of South Lake Tahoe, California ( "Resort"); C. The District and Heavenly entered into the Ski Run Tank and Pipeline Agreement, dated February 27, 1984, as amended on April 5, 1985, (collectively "Ski Run Agreement ") for the District to construct a pipeline and a water storage tank on Heavenly's property for use by the District to supply water to its customers and to supply water to Heavenly for snowmaking; D. The District also supplies Heavenly with water for domestic and fire protection purposes through several connections for use at the Resort, which water service is not subject to the terms and conditions of this Agreement; E. Heavenly has prepared a 2007 Master Plan Amendment to its 19% Master Plan odeced: 6 ( "Master Plan ") for the development of phased improvements at the Resort including increased water supply for expanded snowmaking operations; F. Heavenly has requested the District to provide increased water supplies for snowmaking purposes, which is a non - standard type of water service as described in the District =s Administrative Code ( "Administrative Code "). The Administrative Code provides the District with authority to furnish non - standard water service to Heavenly at such rates, charges and other terms and conditions as established by the District; G. The District has evaluated the Water System and determined, as a result of the water service being requested by Heavenly occurring during the non -peak winter months, that the District has sufficient existing capacity to provide the requested water service to Heavenly without the necessity of the District having to construct additional facilities to the Water System; SB 516913 v6:007627.0131 H. The District and Heavenly entered into a Water Facility Agreement, dated November 6, 2008, ( "Facility Agreement ") for the purpose of exploring a framework for the planning, design and construction of facilities through which the District might make available increased water supplies to Heavenly for snowmaking at the Resort, including the development of the terms and conditions for this Agreement; I. Municipal Finance Services prepared a Water Rate Report, dated October 2, 2009 ( "Report"), recommending the rates the District should charge Heavenly for such water service based on the cost of service consistent with Proposition 218, the California Constitution, applicable case law and the Administrative Code. The Report is incorporated by this reference into this Agreement; I The District agrees to provide Heavenly with water service for snowmaking purposes at the Resort pursuant to the terms and conditions of this Agreement. NOW, THEREFORE, the District and Heavenly agree as follows: 1. Commitment to Provide Water Service. I.I. Water Service. The District shall provide Heavenly with water service for snowmaking purposes at the Resort pursuant the Administrative Code as modified by the terms and conditions of this Agreement ( "Water Service "). 1.2 Connection Point. The District shall make available the Water Service at a point outside the Resort generally located at or near the District's David Lane pump station, the exact location of which shall be determined pursuant to the Facility Agreement ( "Connection Point "). 1.3 Facilities. Heavenly shall be responsible for construction of all facilities to connect to the Water System and take delivery of water from the Connection Point to the Resort pursuant to the terms and conditions of the Facility Agreement. 1.4. Term. The term of the Agreement shall be perpetual, commencing on October 1 st of the calendar year in which Heavenly first desires the District to make water available to Heavenly pursuant to this Agreement ("Commencement Date ") and continue until terminated pursuant to the terms of this Agreement("Term "). Heavenly shall provide the District with at least sixty (60) days notice prior to the Commencement Date. 2. Ouantity. 2.1 Total Quantity. The District shall provide Heavenly up to seven hundred and fifty acre feet (750 afy) of water each year commencing on October 1 st of each year through March 31 st of the following year pursuant to the terms and conditions of this Agreement. 2.2 Delivery Rates. The District shall make Water Service available , at the 2 SB 516913 x6:007627.0131 Connection Point, at the following maximum delivery rates for each of the periods indicated below: a. Four thousand five hundred gallons of water per minute (4,500 gpm), except as provided in Section 2.2.b, below. b. Three thousand gallons of water per minute (3,000 gpm) during the Saturday and Sunday prior to the Thanksgiving holiday, the Thanksgiving holiday (the Monday before Thanksgiving though the Sunday after Thanksgiving), the Christmas Holiday (five (5) days prior to Christmas through Sunday following January 1st), and President's Day Holiday (the Friday before President's Day through President's Day). The District, upon request from Heavenly and in the District's sole discretion, may increase its delivery rate in excess of three thousand gallons per minute (3,000 gpm) during the foregoing periods to a maximum of four thousand five hundred gallons per minute (4,500 gpm), provided the District has the capacity and water supplies to supply Heavenly with water at an increased delivery rate. In response to Heavenly's request, the District shall notify Heavenly of the increased water delivery rate and the duration for such increased delivery, if any. 3. Water Service Rates. 3.1 Metered Consumption Rate. The District's metered consumption rate for Water Service shall be $0.404 per one hundred (100) cubic feet ( "Metered Consumption Rate "). 3.2 Annual Service Charge. The District's annual service charge shall be $202,000 for each year that Water Service is made available to Heavenly pursuant to the terms and conditions of this Agreement ( "Annual Service Charge "). 3.3 Capital Facilities Charge. Heavenly shall not be charged a capital facilities charge (connection fee) for its new twelve (12) inch connection since Heavenly is disconnecting and abandoning two existing connections, see Section 8.2, below, that are used by Heavenly for snowmaking. 3.4 Payment. During the Term, Heavenly shall pay the Metered Consumption Rate pursuant to the Administrative Code and the Annual Service Charge shall be paid prior to October 1st of each calendar year. 3.5 Adjustments. As of the date of this Agreement, even if prior to the Commencement Date, the Metered Consumption Rate and the Annual Service Charge shall be subject to adjustment in an amount equal to the average percentage adjustment of the District's rates and charges for all other customers, which adjustment shall be effective at the same time as applied to the other customers. The District shall provide Heavenly with at least thirty (30) days written notice of adjustment in the above rates and charges. 4. Ouality. The District is required to comply with the California Department of Public Health requirements for operation of the Water System and delivery of domestic potable water to its SB 516913 v6:007627.0131 customers. The District shall supply Heavenly with the same quality of water that the District supplies to its other customers. 5. Water Service Provisions. The District =s provision of Water Service to Heavenly shall be subject to the following provisions: 5.1 Continuity of Water Service. The District shall use reasonable diligence, pursuant to the District's standard practices, to provide Heavenly with continuous uninterrupted Water Service pursuant to this Agreement. As part of the District diligence, the District shall plan, design and construct improvements to the Water System to meet the additional demands of new customers while maintaining water service to meet the demands of existing customers, including Heavenly, 5.2 Interruption of Water Service. a. General. In the event of an interruption of Water Service, either partial or total, the District shall use reasonable efforts to restore Water Service to Heavenly pursuant to the District's standard practices applicable to its customers generally under the then existing circumstances giving rise to the interruption. b. Water Sugply Shortage. In the event the interruption is the result of a water supply shortage, the District shall treat Heavenly the same as all other customers, until the District can no longer meet minimum water supply and pressure requirements as mandated by the California Department of Public Health for the Water System, in which event the District may interrupt Water Service to Heavenly. The interruption of Water Service to Heavenly shall be limited to the period of time necessary for the District to restore water supplies and pressures During the interruption the District shall work with Heavenly to provide Heavenly with partial Water Service to the extent reasonably practicable. The District shall diligently pursue restoring the District's water supplies including utilizing other water supply resources from other pressure zones to continue Water Service to Heavenly. Formatted: underline Formatted: Untk"rte DdOW: may reduce the quantity of water made available to A cumomerss, mchxhng Heavenly. Ddd ea: m such event, t Emergency. Nothing in this Agreement shall be construed to limit the D eMW: b District =s authority to declare a water shortage emergency pursuant to California Water Code section 350 and take action in accordance with such emergency as determined in the sole discretion of the District. cj No Liability for Interruptions The District, its directors, elected officials, DdeW c officers, agents, employees and contractors, shall not be liable for damages, breach of contract or otherwise to Heavenly for failure, suspension, diminution, or other variations in Water Service occasioned by or in consequence of any cause beyond the reasonable control of the District including, but not limited to, acts of God or of public enemy, fires, floods, earthquakes, power outages, water supply shortage or other catastrophe, strikes, or failure or breakdown of transmission facilities. sB 516913 v6:007627.0131 5.3 Water Use Limitations. The water made available by the District to Heavenly pursuant to this Agreement shall be used only for snowmaking purposes within the California and Nevada boundaries of the Resort. 5.4 Administrative Code. Water Service provided by the District to Heavenly pursuant to this Agreement shall be subject to the Administrative Code and the District's rules, regulations and policies for other types of water service to the extent not inconsistent with the terms and conditions of this Agreement. In the event of a conflict between the terms and conditions of this Agreement and the Administrative Code and the District =s rules, regulations and policies, this Agreement shall control in all respects. 5.5 District Facilities. The District, at its expense, shall furnish, install, operate, and maintain all of its facilities related to the Water System, in accordance with the District's standard practices and policies, for making Water Service available at the Connection Point. Ownership to all facilities up to the Connection Point shall remain with the District and the District shall be responsible for loss or damage to such facilities, except Heavenly shall be respon- sible to the extent that any loss or damage has been caused by Heavenly's acts or omissions. 5.6 Heavenly Facilities. Heavenly, at its expense, shall furnish, install, operate, and maintain all of its facilities related to the transmission, distribution, application, use, recapture and reuse of water after (down stream) the Connection Point. Ownership to all facilities after the Connection Point shall remain with Heavenly and Heavenly shall be responsible for loss or damage to such facilities, except District shall be responsible to the extent that any loss or damage has been caused by the District's acts or omissions. 5.7 No Rights. This Agreement only provides Heavenly with a contractual right to receive Water Service. This Agreement is not intended to, and shall not, provide Heavenly with any right, title, entitlement or claim of ownership to all or any of the District's water supplies, water rights, facilities or other District property related to the Water System. 5.8 Ownership. Ownership of the water shall transfer from the District to Heavenly at the Connection Point. After the Connection Point, Heavenly shall be solely responsible for the transmission, distribution, application, use, recapture and reuse of the water, including return flows, and compliance with all federal, state and local agency laws, regulations and rules. The District disclaims any and all rights of Heavenly to use of the water for snowmaking or recapture and reuse of the water and any return flows. 6. Indemnity Heavenly shall indemnify, defend and hold harmless the District and its directors, elected officials, officers, agents, contractors and employees, from and against any and all claims, liabilities, damages, losses, costs and expenses ofany nature whatsoever, including attorneys, SB 516913 v6:007627.0131 paralegals and expert fees and costs which arise out of, relate to or result from Heavenly's, and its agents', contractors', consultants' and engineers', activities and obligations under this Agreement including, but not limited to, the Master Plan, environmental compliance for use of the water, transmission, distribution, storage, application, use, recapture and reuse of the water, except to the extent of any liability, loss, cost or expense caused by the District's negligence or willful misconduct. 7. Termination Either party may terminate this agreement upon the other party's material breach of this Agreement or as otherwise provided in the Administrative Code. Moreover, this Agreement may be terminated by Heavenly at any time upon one (1) year's advance written notice or within thirty (30) days notice of any increase in the Metered Consumption Rate or Annual Service Charge. In the event of termination for material breach, the non - breaching party shall provide the breaching party at least thirty (30) days written notice to cure such breach. The party in breach shall have a reasonable opportunity to cure the breach provided such party diligently commences and pursues curing the breach within a reasonable time. Upon termination, the District shall disconnect the Water System at the Connection Point. Such termination and disconnection shall not relieve Heavenly from responsibility for payment of any fees, charges and other costs incurred by Heavenly prior to the termination and for disconnection charges. 8. Existine Snowmakine Service. 8.1 Ski Run Agreement. a. Until the Commencement Date, the District shall continue to provide Heavenly with water for snowmaking pursuant to the Ski Run Agreement. b. Upon the Commencement Date, the Ski Run Agreement shall continue in full force and effect notwithstanding the provisions of this Agreement, except that Sections 9 and 10 shall no longer be of any force or effect. 8.2 Disconnection. Prior to the Commencement Date, Heavenly shall disconnect and abandon its connections to the Water System at the ten (10) inch connection to the Ski Run Tank (account number 10352) and an eight (8) inch connection near Wildwood Curve (account number 10356). Heavenly shall disconnect and abandon the above connections in accordance with the District's requirements. 8.3 Ski Run Tank. Upon the Commencement Date, Heavenly relinquishes any and all rights to use any storage capacity in the Ski Run Tank and the District shall have the sole and exclusive use of the Ski Run Tank in connection with the Water System. 9. Master Plan. Heavenly represents and warrants to the District that it has obtained all required regulatory approvals for its Master Plan, including environmental approvals, for the use of the District's water for snowmaking at the Resort. SB 516913 v6:007627.0131 10. Conditions Precedent. The District's obligation to provide Heavenly with Water Service on the Commencement Date is contingent on Heavenly's satisfaction of the following conditions: 10.1 Construction of facilities. Heavenly has constructed all facilitiespursuant to Section 1.3, above, an d the Facility Agreement. 10.2 Disconnection. Heavenly has disconnected and abandoned the existing connections to the District's Water System in accordance with Section 8.2, above. 10.3 Payment. Heavenly has paid the District all costs and expenses required to be paid by Heavenly pursuant to this Agreement and the Facility Agreement. 10.4 Notice. Heavenly has provided notice to the District, at least sixty (60) days prior to the Commencement Date, that Heavenly has complied with all the terms and conditions of this Agreement and that Water Service should commence on October 1st ofthe year in which Water Service is first requested by Heavenly. 11. General Provisions 11.1 Recitals. The recitals stated at the beginning of this Agreement of any matters of facts shall be conclusive proof of the truthfulness thereof and the terms and conditions of the recitals, if any, shall be deemed a part of this Agreement. 11.2 Notices. All notices, approvals, acceptances, requests, demands and other communications required or permitted, to be effective, shall be in writing and shall be delivered, either in person or by mailing the same by United States mail (postage prepaid, registered or certified, return receipt requested) or by Federal Express or other similar overnight delivery service, to the party to whom the notice is directed at the address of such party as follows: TO: District South Tahoe Public Utility District 1275 Meadow Crest Drive South Lake Tahoe, California 96150 Attention: Customer Service Manager With a copy to: Gary Kvistad, Esq. Brownstein Hyatt Farber Schreck, LLP 21 East Carrillo Street Santa Barbara, California 93101 TO: Heavenly Blaise Carrig MOW: necessary or convenient for the District to make available water to Heavenly WSW: this Agreement Deleted: in accordance with the tams and conditions of SB 516913 v6:007627.0131 Heavenly Mountain Resort Post Office Box 2180 Stateline, NV 89449 With a copy to: General Counsel Vail Resorts, Inc. 390 Interlocken Crescent, Suite 1000 Broomfield, CO 80021 Glenn E. Porzak Porzak Browning & Bushong LLP 929 Pearl Street, Suite 300 Boulder, CO 80302 Any communication given by mail shall be deemed delivered two (2) business days after such mailing date, and any written communication given by overnight delivery service shall be deemed delivered one (1) business day after the dispatch date. Either party may change its address by giving the other party notice of its new address. 11.3 Successors and Assigns. This Agreement shall be binding on and shall inure to the benefit of the parties and their respective heirs, successors and assigns. Nothing in this Agreement, expressed or implied, is intended to confer on any person other than the parties or their respective heirs, successors and assigns, any rights, remedies, obligations or liabilities under or by reason of this Agreement. 11.4 Assignability. This Agreement is assignable to any entity that is the owner and operator or the successor owner or operator of the Heavenly Ski Resort. Heavenly shall provide the District with notice within thirty (30) days of any such assignment. Any other assignment shall only occur with the prior written consent of the District, who shall have the sole discretion to consent or not consent to any proposed assignment. Any other attempted assignment without the approval of the District shall be null and void. 11.5 Waiver. No waiver by any party of any of the provisions shall be effective unless explicitly stated in writing and executed by the party so waiving. Except as provided in the preceding sentence, no action taken pursuant to this Agreement, including, without limitation, any investigation by or on behalf of any party, shall be deemed to constitute a waiver by the party taking such action of compliance with any representations, warranties, covenants, or agreements contained in this Agreement, and in any documents delivered or to be delivered pursuant to this Agreement. The waiver by any party of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach. No waiver of any of the provisions of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. 11.6 Headings. The section headings contained in this Agreement are for convenience 9B 516913 v6:007627.0131 and reference only and shall not affect the meaning or interpretation of this Agreement. 11.7 Severability. If any term, provision, covenant or condition of this Agreement shall be or become illegal, null, void or against policy, the remaining provisions of this Agreement shall remain in full force and effect, and shall not be affected, impaired or invalidated. The term, provision, covenant or condition that is so invalidated, voided or held to be unenforceable, shall be modified or changed by the parties to the extent possible to carry out the intentions and directives set forth in this Agreement. 11.8 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same instrument. 11.9 Governing Law. This Agreement shall be governed by, and interpreted in accordance with, the laws of the State of California to the extent California Law is applicable to the United States, with venue proper only in the County of El Dorado, State of California. 11.10 Parties in Interest. Nothing in this Agreement, whether expressed or implied, is intended to confer any rights or remedies under or by reason of this Agreement on any persons other than the parties to it and their respective successors and assigns, nor is anything in this Agreement intended to relieve or discharge the obligation or liability of any third persons to any party to this Agreement, nor shall any provision give any third persons any right of subrogation or action against any party to this Agreement. 11.11 Attorney Fees. If any legal proceeding (lawsuit, arbitration, etc.), including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to recover actual attorneys' fees and costs, which may be determined by the court in the same action or in a separate action brought for that purpose. The attorneys' fees award shall be made as to fully reimburse for all attorneys' fees, paralegal fees, costs and expenses actually incurred in good faith, regardless of the size of the judgment, it being the intention of the parties to fully compensate for all attorneys fees, paralegal fees, costs and expenses paid or incurred in good faith. 11.12 Good Faith. The parties agree to exercise their best efforts and utmost good faith to effectuate all the terms and conditions of this Agreement and to execute such further instruments or documents as are necessary or appropriate to effectuate all of the terms and conditions of this Agreement. 11.13 Construction. The provisions of this Agreement should be liberally construed to effectuate its purposes. The language of all parts of this Agreement shall be construed simply according to its plain meaning and shall not be construed for or against either party, as each party has participated in the drafting of this document and had the opportunity to have their counsel review it. Whenever the context and construction so requires, all words used in the singular shall be deemed to be used in the plural, all masculine shall include the feminine and neuter, and vice 9 SB 516913 v6:007627.0131 versa. 11.14 Several Obligations. Except where specifically stated in this Agreement to be otherwise, the duties, obligations, and liabilities of the parties are intended to be several and not joint or collective. Nothing contained in this Agreement shall be construed to create an association, trust, partnership, or joint venture or impose a trust or partnership duty, obligation, or liability on or with regard to either party. Each party shall be individually and severally liable for its own obligations under this Agreement. 11.15 Authority. The individuals executing this Agreement represent and warrant that they have the authority to enter into this Agreement and to perform all acts required by this Agreement, and that the consent, approval or execution of or by any third party is not required to legally bind either party to the terms and conditions of this Agreement. 11.16 Entire Agreement. This Agreement contains the entire understanding and agreement of the parties, and supersedes all prior agreements and understandings, oral and written, between the parties. There have been no binding promises, representations, agreements, warranties or undertakings by any of the parties, either oral or written, of any character or nature, except as stated in this Agreement. This Agreement may be altered, amended or modified only by an instrument in writing, executed by the parties to this Agreement and by no other means. Each party waives its future right to claim, contest or assert that this Agreement was modified, canceled, superseded or changed by any oral agreement, course of conduct, waiver or estoppels. IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year and at the place first written above. DISTRICT HEAVENLY South Tahoe Public Utility District Heavenly Valley Limited Partnership by its general partner, VR Heavenly 1, Inc By: Mary Lou Mosbacher, Board President ATTEST: By: Kathy Sharp, Clerk of the Board/ Executive Services Manager By: (Name) (Title) SB 516913 v6:007627.0131 10 Ge"Wal kunaw Klohani H. Solbrig MrWWWO J 5o u t h 1 E G �u+teb R..ICMIIM rumico Utility Di may UM mum&" BOARD AGENDA ITEM 7b TO: Board of Directors FROM: Lisa Coyner, Manager of Customer Service MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Ordinance No. 518 -09: Time Limits on Sewer Permits REQUESTED BOARD ACTION: Enact Ordinance No. 518 -09 Amending Section 4.2.10 of the Administrative Code Regarding Time Limits on Sewer Permits. DISCUSSION: Currently, the Administrative Code does not have a time limit or expiration date for sewer permits. As a result, there are many outstanding permits in which connections to the sewer system have not been made. This has caused some confusion for those property owners holding outstanding permits as to which of the District's Ordinances, rules and regulations apply. The proposed amendment will make the permitting and inspection process clearer and provide a reasonable time to complete construction to the District's sewer system, pursuant to a defined set of District Ordinances, rules, and regulations and specifications for sewer service. SCHEDULE: COSTS: ACCOUNT NO: BUDGETED AMOUNT REMAINING: ATTACHMENTS:- Ordinance No. 518 -09 CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Sewer GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -119- ORDINANCE NO. 518-09 AN ORDINANCE OF THE SOUTH TAHOE PUBLIC UTILITY DISTRICT AMENDING SECTION 4.2.10 OF THE ADMINISTRATIVE CODE REGARDING TIME LIMITS ON SEWER PERMITS BE IT ENACTED by the Board of Directors of the South Tahoe Public Utility District, County of El Dorado, State of California, as follows: SECTION 1— POLICY AND PURPOSE The purpose of this Ordinance is to adopt certain changes to the Administrative Code regarding time limits for permits allowing connection to the District's sewer system. SECTION II — DEFINITIONS For the purposes of this Ordinance, the terms used herein are defined as follows: A. The District — The South Tahoe Public Utility District. B. The Board — The Board of Directors of the South Tahoe Public Utility District. C. Administrative Code — The compilation and codification of all of the Administrative, Water, Sewer, Street Lighting and Groundwater Management Plan Ordinances of the District, which establish the authority and the principles for the decisions of the District, and provide the public with guidelines applicable to District operations. SECTION III — FINDINGS The Board of Directors of the South Tahoe Public Utility District, County of El Dorado, State of California, make the following findings: 1. The District allows connection to its sewer system pursuant to the applicable provisions of the Ordinances, rules, and regulations of the District and specifications for sewer service. 2. The Administrative Code presently does not limit the time in which the holder of a permit to connect to the District's sewer system must make such connection. As a result, there are many outstanding permits pursuant to which connection has not been made. SB 520809 0:007627.0010 -121- 3. There has been confusion among those holding outstanding permits as to whether their permits are subject to changes in the District's Ordinances, rules, and regulations and specifications for sewer service between the time the permit is issued and connection to the District's Sewer System is accomplished. 4. The proposed amendment is designed to make clear to which of the District's Ordinances, rules, and regulations and specifications for sewer service a permit is subject. 5. The proposed amendment will aid in the reduction of outstanding permits by limiting the time frame in which a permittee may connect to the District's sewer system pursuant to the District's Ordinances, rules, and regulations and specifications for sewer service at the time the permit was issued. 6. The proposed amendment is intended to provide the holders of outstanding permits a reasonable time to complete connection to the District's sewer system, pursuant to a defined set of District Ordinances, rules, and regulations and specifications for sewer service. 7. The Board has determined that it is in the best interest of the health and safety of District residents to adopt an ordinance to add certain provisions to the Administrative Code regarding the installation of water and sewer services to and the billing, for the same, of common interest developments. SECTION IV — AMEND SECTION 4.2.10 OF THE ADMINISTRATIVE CODE Administrative Code Section 4.2. 10 to be amended as follows: 4.2.10 Time Limits On Sewer Permits (a) A permit for construction of a sewer lateral shall permit the connection to the District's sewer service, in accordance with applicable provisions of the Ordinances, rules, and regulations of the District and specifications for sewer service as existing at the date of permitting, for a period of three (3) years from the date the permit is issued. If, at the expiration of the three (3) year initial permit term, the permittee has yet to construct the permitted connection to the District's sewer system, the permittee may extend the permit term for one (1) additional one (1) year term, provided that the permittee pays the then applicable fee for sewer connection, pursuant to Administrative Code section 4.5, less any funds previously paid as part of said fee. Any permit extended pursuant to this subsection shall be subject to the terms of the District's Administrative Code and regulations as existing at the date of extension. Ordinance No. 518 -09 Time Limits on Sewer Permits Page 2 SB 520809 v1:007627.0010 -122- (b) Those permits for construction of a sewer lateral that have been issued prior to the effective date of Ordinance No. 518 -09 shall permit the connection to the District's sewer service, in accordance with applicable provisions of the Ordinances, rules, and regulations of the District and specifications for sewer service as existing at the date of permitting, for a period of three (3) years from the effective date of Ordinance No. 518- 09. If, at the expiration of this three (3) year term, the permittee has yet to construct the permitted connection to the District's sewer system, the permittee may extend the permit term for one (1) additional one (1) year term, provided that the permittee pays the then applicable fee for sewer connection, pursuant to Administrative Code section 4.5, less any funds previously paid as part of said fee. Any permit extended pursuant to this subsection shall be subject to the terms of the District's Administrative Code and regulations as existing at the date of extension. (c) Any permittee may choose to comply with changes in the applicable provisions of the Ordinances, rules, and regulations of the District and specifications for sewer service made after the date of permitting but prior to connection to the District's sewer service. (d) Notwithstanding the above, a sewer permit for construction of a sewer lateral be null and void: 1) If construction project is not accepted by County or City for the proposed improvement to be served by the sewer; or 2) If the County or City voids or cancels either the application or permit for construction of the proposed improvement to be served by the sewer. SECTION V — SEVERABILITY If any section, subsection, subdivision, paragraph, sentence, clause or phrase of this Ordinance and its implementing rules and regulations is for any reason held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portions of this Ordinance or the Administrative Code. The Board of Directors declares and determines that it would have passed section, subsection, subdivision, paragraph, sentence, clause or phrase thereof of this Ordinance and its implementing rules and regulations and the Administrative Code irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses or phrases may be determined to be unconstitutional or invalid. SECTION VI — EFFECTIVE DATE This Ordinance amending the above referenced sections to the Administrative Code shall take effect thirty days after its passage. Ordinance No. 518 -09 Time Limits on Sewer Permits Page 3 SB 520809 v1:007627.0010 -123- PASSED AND ADOPTED the Board of Directors of the South Tahoe Public Utility District at its duly held regular meeting on the 15th day of October, 2009 by the following vote: AYES: NOES: ABSENT: Mary Lou Mosbacher, President South Tahoe Public Utility District ATTEST: Kathy Sharp, Clerk of the Board Ordinance No. 518 -09 Time Limits on Sewer Permits Page 4 SB 520809 vl :007627.0010 -124- �'' i sFr 1! • �,. " -i ,aid I . - a ll ? ar BOARD AGENDA ITEM 7c TO: Board of Directors FROM: Richard Solbrig, General Manager MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Management Memorandum of Understanding (MOU) REQUESTED BOARD ACTION: Approve one year contract. DISCUSSION: The Board Ad Hoc Committee and the negotiating team for the District's management employees have met and discussed their employment contract. It was agreed that there would be no adjustment to the salary scale for 2010. In addition, it was agreed that the managers would participate in any discussions conducted between the District and the non - exempt (union) employees concerning medical insurance coverage during the process of renewing the MOU for the non exempt employees. That MOU is due to expire at the end of June, 2010. SCHEDULE: New MOU effective January 7, 2010, to January 5, 2011 ACCOUNT NO: BUDGETED AMOUNT REMAINING: ATTACHMENTS: Memorandum of Understand dated January 7, 2010 — January 5, 2011 has been provided to Board members. Due to its length, additional copies can be requested from the Board Clerk. CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Gerwal GENERAL MANAGER: YES n NO CHIEF FINANCIAL OFFICER: YES NO —125— G&W*l MA"*W KWWrd H. Solbrfg z2o u"U"Ah En* CWwto Jas R..Junewd rumic Util D istri ct "-Y LW M"M&" �'' i sFr 1! • �,. " -i ,aid I . - a ll ? ar BOARD AGENDA ITEM 7c TO: Board of Directors FROM: Richard Solbrig, General Manager MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Management Memorandum of Understanding (MOU) REQUESTED BOARD ACTION: Approve one year contract. DISCUSSION: The Board Ad Hoc Committee and the negotiating team for the District's management employees have met and discussed their employment contract. It was agreed that there would be no adjustment to the salary scale for 2010. In addition, it was agreed that the managers would participate in any discussions conducted between the District and the non - exempt (union) employees concerning medical insurance coverage during the process of renewing the MOU for the non exempt employees. That MOU is due to expire at the end of June, 2010. SCHEDULE: New MOU effective January 7, 2010, to January 5, 2011 ACCOUNT NO: BUDGETED AMOUNT REMAINING: ATTACHMENTS: Memorandum of Understand dated January 7, 2010 — January 5, 2011 has been provided to Board members. Due to its length, additional copies can be requested from the Board Clerk. CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Gerwal GENERAL MANAGER: YES n NO CHIEF FINANCIAL OFFICER: YES NO —125— MEMORANDUM OF UNDERSTANDING januaFy 8, 2009 januaFy 6, 2010 January 7. 2010 — January 5. 2011 SOUTH TAHOE PUBLIC UTILITY DISTRICT AND MANAGEMENT STAFF OF THE SOUTH TAHOE PUBLIC UTILITY DISTRICT TABLE OF CONTENTS SECTION TOPIC PAGE SECTION 1 ADMINISTRATION 1 SECTION 2 DEFINITIONS 1 SECTION 3 EMPLOYMENT 3 SECTION 4 EMPLOYMENT OF RELATIVES 4 SECTION 5 PROMOTION /PROBATION 4 SECTION 6 PHYSICAL EXAMINATIONS 5 SECTION 7 ASSIGNMENTS REQUIRING MOTOR VEHICLES 5 SECTION 8 EMPLOYEE TRAINING 6 SECTION 9 EDUCATIONAL ASSIGNMENTS 7 SECTION 10 PERFORMANCE EVALUATIONS 7 SECTION 11 HOURS OF WORK 8 SECTION 12 EMERGENCY ASSIGNMENTS 8 SECTION 13 SALARY RANGE UPON APPOINTMENT TO A CLASS 8 SECTION 14 MERIT INCREASES IN SALARY RANGE 9 SECTION 15 OVERTIME & COMPENSATORY TIME 9 SECTION 16 PAYMENT OF SALARY 11 SECTION 17 SALARY ADJUSTMENTS 11 SECTION 18 ASSIGNMENTS REQUIRING TRAVEL 12 SECTION 19 HOLIDAYS 13 SECTION 20 VACATION LEAVE WITH PAY 13 SECTION 21 SICK LEAVE WITH PAY 14 SECTION 22 SECTION 23 SECTION 24 SECTION 25 SECTION 26 SECTION 27 SECTION 28 SECTION 29 SECTION 30 SECTION 31 SECTION 32 SECTION 33 SECTION 34 SECTION 35 EXHIBIT A EXHIBIT B EXHIBIT C WORKERS' COMPENSATION INSURANCE LEAVES OF ABSENCE FAMILY DEATH LEAVE JURY DUTY LEAVE MILITARY ABSENCE HEALTH, LIFE, AND PENSION BENEFITS CODE OF CONDUCT DISCIPLINARY PROCEDURE GRIEVANCE PROCEDURE DISTRICT RIGHTS ENTIRE AGREEMENT SEPARABILITY OF SECTIONS TERM OF AGREEMENT NO STRIKE AGREEMENT MONTHLY PAY BY POSITION POLICY FOR USE OF DISTRICT VEHICLES DISTRICT /MANAGEMENT COMPENSATION POLICY 16 16 19 19 20 20 24 26 28 30 31 31 31 31 MEMORANDUM OF UNDERSTANDING THIS MEMORANDUM OF UNDERSTANDING, hereinafter referred to as WOU" or Memorandum of Understanding, is made and entered into by and between the SOUTH TAHOE PUBLIC UTILITY DISTRICT, hereinafter referred to as the "District', and THE MANAGEMENT STAFF OF SOUTH TAHOE PUBLIC UTILITY DISTRICT, hereinafter referred to as "Management" or "Employee ", and has as its purpose the promotion of harmonious labor relations between the District and Management; establishment of an equitable and peaceful procedure for the resolution of differences; and the establishment of rate of pay, and other conditions of employment. SECTION 1. ADMINISTRATION A. The General Manager shall be responsible for the administration of, and has the authority to administer, this Memorandum of Understanding, except as specifically provided herein, and shall specify such administrative procedures, forms, records, reports and audits he /she deems necessary for proper administration of the Memorandum of Understanding. The General Manager may assign to other District employees such duties in connection with this MOU as he /she deems proper and expedient. B. It shall be the duty of the General Manager to keep, or cause to be kept, accurate records of the application of this Memorandum of Understanding. C. The District agrees to advise new Employees of the existence of this Memorandum of Understanding. SECTION 2. DEFINITIONS For the purpose of this Memorandum of Understanding, certain words and phrases are hereby defined as follows: A. ALTERNATIVE WORK SCHEDULE: Any schedule which involves a variation of the regular work schedule for a total of an average of 40 hours per week. B. ANNUAL SALARY The amount of individual compensation for a full year of service, which is established specifically in Exhibit "A- C. BOARD The elected Board of Directors of the South Tahoe Public Utility District. D. CLASS Any position or group of positions within the same pay range as designated in Exhibit % attached hereto and made a part hereof. E. CLASSIFIED EMPLOYEES All Employees filling positions within Management that are responsible to the General Manager rather than the Board of Directors. The Clerk of the Board shall be designated a Classified Employee for purposes of this Memorandum of Understanding, with the understanding that the Clerk is responsible to the General Manager and the Board of Directors. F. CONFIDENTIAL EMPLOYEES The General Manager shall be considered a Confidential Employee and is excluded from this Memorandum of Understanding. G. CONTRACT YEAR The Contract Year shall begin on the first pay period of each calendar year, and shall last twenty -six (26) pay periods. H. DAY A calendar day. I. DEMOTION A change in position to a position in a lower class. J. DISTRICT The South Tahoe Public Utility District, a California public utility district. K. EMPLOYEE A management Employee of the District subject to this Memorandum of Understanding. L. GENERAL MANAGER The person having the lawful authority to appoint or to remove persons from positions in the District service, and to designate persons to perform those duties which legally may be delegated. M. HOURLY RATE The amount of individual compensation for a full hour's service, which is computed by dividing annual salary by the number of working hours in a year. (It is hereby understood there are 2,080 working hours per year.) N. JOB DESCRIPTION The job description for each Employee is attached hereto as - Enclosure ", and made a part hereof. The General Manager or his /her designee and any affected Employees will meet and confer prior to any change in Job Description. O. PAID STATUS Includes hours worked and time on paid leave (i.e., vacation, sick, comp time, jury duty). P. PROBATIONARY EMPLOYEES Those persons employed for a classified position, who have not been in District service for a consecutive six -month period. All new Employees shall serve as Probationary Employees for the first six months of their employment. Completion of a satisfactory probation period is mandatory before becoming a permanent Employee. During this time, the Employee must demonstrate he /she can and will perform the duties of the position satisfactorily. It is the responsibility of the Employee's supervisor to give him /her proper orientation 2 and training during this period. The supervisor is also to rate his /her performance, and if unsatisfactory, to dismiss him /her before the Employee is given a permanent position with the District. Q. PROMOTION A change in position to a position in a higher class. R. RANGE The minimum and maximum salary rates which may be paid to Employees within a Class, which is established specifically in Exhibit AA@ attached hereto. S. REGULAR EMPLOYEES Any Employees who have completed a probationary period and who occupy a permanent position, established in accordance with Exhibit AA @. T. REGULAR WORK SCHEDULE: A work schedule consisting of eight hours perday, five days per week. U. TRANSFER Movement to a position within the same class. V. UNION Stationary Engineers Local 39 , representing those employees of the District not covered by this MOU, not including the General Manager, and the Board, which are neither Union nor Management. W. WORK DAY: A regular business day from 8:00 a.m. to 5:OOp.m., Monday through Friday. X. WORKWEEK The seven - consecutive -day period beginning on Thursday at 12:00 midnight and ending on Wednesday at 11:59 p.m.. SECTION 3. EMPLOYMENT A. It is the policy of the District that its Employees shall be selected on the basis of education, experience, fitness, merit and efficiency. The District is an Equal Opportunity Employer. Job openings are to be anticipated and well publicized throughout the District so that qualified employees and others will have full opportunity to present applications for consideration. Employment shall be the responsibility of the General Manager, with the exception of the position of Executive Services Manager, employment of whom the General Manager shall make recommendations to the Board, upon which the Board shall make the final decision. B. Job openings shall be posted for a minimum of one week within the District facilities. At the General Manager's discretion, said posting may be prior to or concurrent with advertisement to the general public. 3 SECTION 4. EMPLOYMENT OF RELATIVES A. Relatives of present employees may be hired by the District only if 1) the individuals concerned will not work in a direct supervisory relationship, and 2) the employment will not pose difficulties for supervision, security, safety, or morale. Relatives' are defined as spouses, children, sisters, brothers, mothers, or fathers, and persons related by marriage. B. Present employees who marry, or who become related by marriage after December 25, 1996, will be permitted to continue employment with the District only if they do not work in a direct supervisory relationship with one another, or otherwise pose difficulties for supervision, security, safety or morale. C. If employees who marry, or who become related by marriage, do work in a direct supervisory relationship with one another, the District will attempt to reassign one of the employees to another position for which he or she is qualified, if such a position is available. If no such position is available, then one of the employees will be required to leave the District. The decision as to which employee will leave is left to the involved employees. If the involved employees refuse to decide which employee will leave the District, the District may determine which employee will leave based upon the needs of the District, and considering seniority, training requirements and other pertinent factors. SECTION 5. PROMOTION /PROBATION The relative merit of applicants for appointment to, or promotion within, the classified service shall be determined by examination. Examinations will include consideration of any or all of the following factors: education, experience, knowledge, skill, special aptitude, general adaptability, personal characteristics, physical fitness, promotability, and such other qualifications as are considered necessary by the General Manager for the satisfactory performance of work in the classification being examined. Examinations may consist of written tests, performance tests, evaluation of qualifications, oral examinations, interviews and assessments of the applications submitted. If a selection interview board is appointed for the purpose of considering the merits of applicants, it will include at least one District management level employee and an individual outside the District experienced in the work area being considered, except in the hiring of the Assistant General Manager or Chief Financial Officer, in which case the selection interview board may consist of no Management and more than one outside individual experienced in the work area being considered, at the General Manager's discretion. Said selection interview board will make recommendations to the General Manager, who will be 4 allowed to participate in the actions of the selection interview board. Any District employee who is promoted to a higher level position in the District shall serve a six -month probationary period in the new position. If such District employee fails to satisfactorily complete the probationary period in the new position, the District employee shall have the right to return to his /her previous position in which he /she held regular status. Any Probationary Employee may be rejected at any time during the probationary period. Rejection during the probationary period shall result in termination of employment by the District except in promotional situations, as set forth above. SECTION 6. PHYSICAL EXAMINATIONS Upon reasonable cause the General Manager may require any Employee to submit to a medical, physical, and /or psychological examination whenever there is a need to determine whether an Employee is still able to perform the essential functions of his or her job. The District shall be entitled to make inquiries or require medical or psychological examinations necessary to determine reasonable accommodation of a disabled Employee. Said examination(s) shall be conducted by a physician designated by District and any cost for such examination(s), beyond that covered by health insurance, shall be paid by District. All Employees in positions for which the job description requires annual physical examinations shall be required to submit to physical examinations on an annual basis. Employees who, in the opinion of the designated physician, are physically, medically, or mentally incapable of meeting essential requirements of their position even with reasonable accommodation, are subject to transfer or reassignment. If, in the discretion of the General Manager, no reasonable accommodation can be made nor can transfer or reassignment to a position for which the Employee is physically, medically and /or mentally qualified be made, the Employee =s services may be terminated for inability to perform the essential functions of the position. Management Staff agrees to abide by the District =s Drug -Free Workplace Policy as adopted by the Board of Directors. SECTION 7. ASSIGNMENTS REQUIRING MOTOR VEHICLES A. District agrees to pay the established IRS rate per mile in effect during the term of this MOU for every mile traveled in Employee's personal vehicle on official District business. Mileage claims for reimbursement shall be made in writing on District - approved form, fully completed and executed. 5 B. Employee agrees to carry a minimum liability policy of $50,000 each claim, and $100,000 per occurrence, with an insurance company approved by District. Proof of insurance shall be provided to District prior to Employee using his /her personal vehicle on District business, and upon reasonable request by District thereafter. C. Employees that are assigned District vehicles will comply with the District vehicle policy in effect. D. Employees shall use District vehicle(s) and /or claim compensation for mileage, in compliance with the District =s Vehicle policy attached hereto as Exhibit "C" and incorporated as if fully set forth herein. E. Employees shall be assigned duties requiring use of motor vehicles, in accordance with the motor vehicle code and other applicable laws. F. Seat belts which are furnished in District vehicles shall be properly used, and by this Memorandum of Understanding, every Employee is fully informed of this requirement. Employees using personal vehicles shall be required to have and use seat belts at all times when using such vehicles on District business in accordance with California laws. Failure to use seat belts shall be cause for disciplinary action as provided herein. G. All Employees who are required to drive as a part of their job duties, shall maintain a valid driver's license in accordance with their Job Description, and shall maintain insurability at all times. If an employee is required to drive as a part of his /her job duties, lack of insurability shall be cause for discipline. SECTION 8. EMPLOYEE TRAINING It is the policy of the District to encourage and facilitate a program of training in the interests of Employee efficiency and as an aid to qualifying Employees for advancement. The General Manager may take any of the following steps to develop and facilitate training programs. A. When requested, counsel and advise Employees, provide information regarding possibilities of advancement in their field of work, and suggest any additional training of value. B. Develop and establish mandatory and voluntary training programs for Employees. C. Promote Employee training programs sponsored by educational institutions. D. Record the completion of training programs on the Employee service record. 0 E. For mandatory training programs, compensation shall be the appropriate rate for the actual training time and actual travel time. SECTION 9. EDUCATIONAL ASSIGNMENTS Any Employee may participate in special educational and training programs. A. Such programs shall be limited to those directly related to the District which provide knowledge and ability that cannot reasonably be provided on the job. B. All programs conducted outside District facilities, or those programs requiring District payment for tuition, registration fees, transportation, or other costs, shall be approved in advance using District - approved forms, fully completed and executed. C. All special educational and training programs shall be recorded and /or reported in the manner prescribed by the General Manager. D. The District shall pay the full cost of all tuition, examinations, books, and certification, provided the Employee successfully completes the pre- approved program. The District will pay the state fee for approved certificates and /or renewals. E. The District will allow time off with pay for Employees to take certification exams which are within the Employee =s field of work, and with prior approval by the General Manager. If the Employee does not pass the exam, he /she may take time off without pay for reexaminations. SECTION 10. PERFORMANCE EVALUATIONS Performance Evaluation reviews shall be rendered annually for all permanent Employees by their immediate supervisor, pursuant to the "Performance Evaluation Program" in effect. Probationary Employees shall receive a performance evaluation review prior to the conclusion of the probationary period, and may receive several such reviews during the probationary period. Evaluations shall be approved by Employee's immediate supervisor and each succeeding supervisor up to the General Manager. If an Employee is dissatisfied with his /her performance evaluation, he /she may appeal to the General Manager, who shall make the final decision regarding the performance evaluation. Any appeal to the General Manager shall be made in writing no later than five (5) working days after the performance evaluation has been approved, and shall contain the basis for the appeal and specific facts supporting the appeal. M If an Employee is dissatisfied after the appeal, he /she may add comments to the Performance Evaluation, which will be made a part of the Employee's personnel file. SECTION 11. HOURS OF WORK The General Manager shall determine the hours of work for each Employee in accordance with the needs of the Department. During the term of this Memorandum of Understanding, upon the written request of either party, the District and Employees shall meet and confer in good faith over reasonable proposals concerning the establishment of alternative work schedules (i.e., 4/10, 9/80) for administrative employees (Administration, Engineering, Customer Service, Finance, Information Systems) by class or department. A proposed alternative work schedule shall be subject to meet and confer under this provision, only if the proposed schedule would result in no additional cost to the District and would allow for the provision of service at existing or improved levels. After meeting and conferring in good faith, the District shall not be obligated to implement any proposed alternative work schedule in whole or in part, and such decision by the District shall not be appealable or subject to the grievance procedure. Any such alternative work schedule shall include a written agreement by both parties as to the terms and conditions of implementing same. Such written agreement shall be made a part of this Memorandum of Understanding. SECTION 12. EMERGENCY ASSIGNMENTS Whenever it is necessary for the protection of public health, safety, or welfare, Employees may be required to perform emergency work during off duty hours, and will be paid for such services, in addition to their regular salary, as provided in this Memorandum of Understanding. SECTION 13. SALARY RANGE UPON APPOINTMENT TO A CLASS A. New Employee Except as otherwise provided herein, any person appointed to a Class shall receive the minimum salary rate within such Class and shall accrue other benefits as a new Employee. B. Demotion In cases of voluntary Demotion, the Employee shall receive the equivalent level of Annual Salary in the lower Range as they received in the higher Range. In all cases of Demotion for cause, the salary placement shall be determined as a part of the disciplinary action. Employees may, at the discretion of the General Manager, demote into prior E-*3 positions held in the District. C. Return Following Leave Without Pay Return following leave without pay is not an appointment, but is a continuation of service; however, salary and benefits, other than employment status, shall be based on actual service. This provision shall not apply to Employees returning from military leave. D. Appointment of Exceptional Applicant The General Manager may approve a salary above the established entry level Annual Salary for the Class in order to recruit an individual who has demonstrated superior knowledge and ability in the hiring process and whose combined education and experience represents substantially better preparation for the duties of the Class than required by the minimum employment standards. SECTION 14. MERIT INCREASES IN SALARY RANGE Increases in Annual Salary above the established entry level Annual Salary shall not be automatic, but shall be based on performance and length of service, and shall be granted to eligible Employees at the discretion of the General Manager. New employees shall receive a merit increase, based upon performance, at the end of their six (6) month probationary period. Thereafter, merit increases shall be granted annually after the date of successful completion of the probationary period, based upon satisfactory performance. SECTION 15. OVERTIME /COMPENSATORY TIME The parties agree to meet and confer whenever the scope of responsibility for an exempt or non - exempt employee changes, which may result in a change of exempt or non - exempt status. 1. Exempt Employees 1. Employees shall accrue compensatory time for hours worked exceeding 80 hours per pay period, on an hour for hour basis. 2. Accrued compensatory time can be taken off at a later date with supervisor approval. There shall be no limit to the number of compensatory hours accrued during the year. 3. On the last pay period of the calendar year, or upon separation from employment, any remaining accrued compensatory time shall be paid at the appropriate straight time rate, up to an annual limit of 40 hours. At employee's request, up to forty (40) hours of Compensatory time may be carried forward to the next contract year. Compensatory time payout will be W7 paid as a separate check from regular biweekly paychecks. 4. Employees shall not receive compensatory time pay or accrual for attending voluntary schooling or conferences, without prior approval of the General Manager. If attendance is mandatory and hours exceed 40 hours worked in a Workweek, the Employee shall be compensated at the appropriate rate as set forth herein. If specific projects necessitate work exceeding 80 hours per pay period, the Employee(s) affected may petition the General Manager to declare such project exempt from the above compensatory time limits. In order to qualify for exemption, projects shall be of a nature whereby delay or nonperformance would negatively impact the District. Examples of projects that shall be exempt are: labor strikes, emergencies, major litigation support, high priority project design, as defined by District staff and approved by the General Manager, construction projects where the contractor =s schedule may dictate District Employee work hours, or any project deemed exempt by the General Manager. The General Manager =s decisions regarding exemptions shall be final. 5. Irrespective of any exemptions, total accrued compensatory time paid shall not exceed an annual limit of 240 hours. 2. Non - Exempt Employees 1. Overtime pay shall be 1 -1/2 times the Employee =s Hourly Rate of pay for all hours worked in excess of forty (40) hours per Workweek. For purposes of computing overtime pay, hours worked shall include seminar hours and jury duty hours, and holiday hours, vacation days, and sick days. 2. In lieu of receiving overtime pay for hours worked in excess of 40 hours per workweek, Employees may accrue compensatory time, earned at time and one -half (1 -1/2). Compensatory time will be accrued at the rate of 1 -1/2 times the Employee's Hourly Rate of pay. Employees may accrue up to a total of 120 hours of compensatory time at any one point during the contract term. Whenever accrued compensatory time exceeds 120 hours, it shall be automatically paid during the pay period in which the 120 hours is exceeded. At the end of each calendar year, Employees shall be paid for their accrued compensatory time balance in excess of 40 hours at their then current hourly rate. Such payment shall be made on the first pay day in January for the preceding calendar year. Use of compensatory time off shall be by prior scheduling with and approval by each Employee's immediate supervisor. Upon separation from employment, Employees shall be paid for their accrued compensatory time balance at their then current hourly rate. 3. Employees may earn overtime pay or the equivalent accrual of 10 compensatory time subject to the approval of their immediate supervisor. 4. Employees shall not receive overtime-pay for attending voluntary schooling or conferences, without prior approval of the General Manager. If attendance is mandatory and hours exceed 40 hours worked in a Workweek, the Employee shall be compensated at the appropriate rate as set forth herein. SECTION 16. PAYMENT OF SALARY A. The pay period for all Employees shall be based on a biweekly period. B. Salaries shall be computed in accordance with the following provisions: The regular salary for each Employee shall be based on the actual number of days or hours worked in the period, including authorized absences with pay, multiplied by the Employee's Hourly Rate. 2. Special payments shall be calculated in accordance with the pertinent provisions of this Memorandum of Understanding. C. Salaries shall be paid to all Employees in accordance with the following schedule: Salaries for each pay period shall be paid not later than the 5th work day of the following week; except that if the 5th work day of the following week falls on a non - work day, but is preceded by a work day, the salaries provided for herein shall be paid on the 4th work day of said week; and except that if the 5th work day of the following week falls on a non -work day, and is preceded by a non -work day, the salaries provided for herein shall be paid on the first following work day of said week. D. The compensation provided in this MOU shall be payment in full for all services rendered in a District position and no Employee shall accept any other compensation for services performed in such position. SECTION 17. SALARY ADJUSTMENTS There will be no change in salary ranges during► the term of this Memorandum of 11 Understandincr 2. Salary Ranges Salary ranges shall be established for each position, as indicated in Exhibit A, , with six (6) steps, 5% between each step, calculated downward from the maximum class salary as the top step. 3. Reclassification and Pav Equity Process Whenever the scope, responsibility, or assigned job duties for any management position substantially change, a request for salary range adjustment, with all supporting documentation, may be presented to the General Manager. All decisions shall be documented by stating the reason(s) for approval or denial. Decisions by the General Manager shall be final. If the General Manager or his /her designee wish to change the salary range of a management position, it shall be done on a meet and confer basis with the management group, pursuant to the above process. SECTION 18. ASSIGNMENTS REQUIRING TRAVEL Whenever Employees are ordered or authorized to travel in the performance of their duties, they shall be compensated for the necessary travel expenses, at actual cost, including transportation, lodging, and meals in accordance with District policy. To the extent transportation includes use of the Employee =s vehicle, transportation cost will be reimbursed in accordance with Section 7 hereinabove. SECTION 19. HOLIDAYS A. All Regular Employees of the District shall be entitled to the following holidays with pay: January 1 February 12 The third Monday of February The last Monday of May July 4 The first Monday of September Thanksgiving Day The Friday following Thanksgiving December 25 Three (3) hours to be used on Good Friday or any other time selected by the Employee and approved by his /her supervisor Two (2) eight -hour floating holidays to be selected by the Employee and approved by his /her supervisor. The above 19 hours of floating holiday shall be accrued on the first payday in January. 12 - - - m!e 2. Salary Ranges Salary ranges shall be established for each position, as indicated in Exhibit A, , with six (6) steps, 5% between each step, calculated downward from the maximum class salary as the top step. 3. Reclassification and Pav Equity Process Whenever the scope, responsibility, or assigned job duties for any management position substantially change, a request for salary range adjustment, with all supporting documentation, may be presented to the General Manager. All decisions shall be documented by stating the reason(s) for approval or denial. Decisions by the General Manager shall be final. If the General Manager or his /her designee wish to change the salary range of a management position, it shall be done on a meet and confer basis with the management group, pursuant to the above process. SECTION 18. ASSIGNMENTS REQUIRING TRAVEL Whenever Employees are ordered or authorized to travel in the performance of their duties, they shall be compensated for the necessary travel expenses, at actual cost, including transportation, lodging, and meals in accordance with District policy. To the extent transportation includes use of the Employee =s vehicle, transportation cost will be reimbursed in accordance with Section 7 hereinabove. SECTION 19. HOLIDAYS A. All Regular Employees of the District shall be entitled to the following holidays with pay: January 1 February 12 The third Monday of February The last Monday of May July 4 The first Monday of September Thanksgiving Day The Friday following Thanksgiving December 25 Three (3) hours to be used on Good Friday or any other time selected by the Employee and approved by his /her supervisor Two (2) eight -hour floating holidays to be selected by the Employee and approved by his /her supervisor. The above 19 hours of floating holiday shall be accrued on the first payday in January. 12 B. When January 1, February 12, July 4, or December 25 fall on a Sunday, Regular Employees shall be entitled to the Monday following as a holiday with pay and when said dates fall on a Saturday, Regular Employees shall be entitled to the Friday preceding as a holiday with pay. C. To receive holiday pay, employee must be on.a paid status the work day preceding and following the holiday. D. Accruing holiday when the holiday is not worked will not be allowed. This does not apply to the 19 hours of floating accrued holidays or if a manager actually works a holiday and accrues holiday time. In these instances, holiday accruals will be allowed and may be used at a later date. Any accrued holiday on the books as of the last day of the last pay period of the contract year, will be paid out. SECTION 20. VACATION LEAVE WITH PAY A. Vacation with pay shall be earned by Regular Employees based on the equivalent of full -time service from the date of appointment. 1. Vacation credit shall accrue to the Employee on the first day of the pay period following the pay period in which it is earned. 2. All employees who have less than three (3) years of service shall accrue vacation on the basis of 6 -2/3 hours for each full month of service. 3. All Employees who have more than three but less than ten (10) years of service shall accrue vacation on the basis of ten (10) hours for each full month of service. 4. All Employees who have more than ten (10) years of service shall accrue vacation on the basis of 13 -1/3 hours for each full month of service. 1. All employees who have more than twenty (20) years of service shall accrue vacation on the basis of fourteen (14) hours for each full month of service. 2. Effective July 1, 1997, all employees who have more than twenty -five (25) years of service shall accrue vacation on the basis of 14 -2/3 hours for each full month of service. 3. Vacation may be accumulated to a maximum contract year -end accrual of three hundred twenty (320) hours. Employees with more than three hundred twenty (320) hours accrued at the end of the contract year, will not accrue additional vacation hours until their accrued vacation hours are reduced to 13 three hundred twenty (320) hours or less. Vacation may be bought back on a one -time per year basis to be paid on the first pay period in December, in an amount not to exceed 50% of annual accrual. 4. During any pay period in which an employee does not work at least 64 hours or does not receive the equivalent of 64 hours pay, (by using sick, vacation, or compensatory accrued hours) vacation leave accrual will be prorated based upon pay period hours. Employees on leave due to a work related injury who utilize accrued sick, vacation, or compensatory time, to receive the equivalent of a full paycheck (accrued leave plus workers' compensation payments) shall accrue vacation hours at full accrual rate. If such accrued hours are not used or are not available, no further vacation hours will accrue until the employee returns to work. Employees placed on unpaid suspension shall not accrue vacation leave during the period of their suspension. 5. Vacation longer than two days shall be scheduled a minimum of two (2) weeks in advance. B. All Employees who have more than six (6) months of service shall be eligible to use accrued vacation. C. The General Manager shall determine the period when accrued vacation time may be taken by each Employee, consistent with the requirements of the Department. In the event an Employee is prevented from taking a scheduled vacation, the General Manager may waive the maximum accrual limitations stated herein. D. Employees who separate or are terminated from District service or who take military leave in excess of 180 days shall be paid the monetary value of their accrued vacation. SECTION 21. SICK LEAVE WITH PAY A. Sick leave with pay shall be earned by Regular Employees based on the equivalent of full -time service from the date of appointment. 1. Sick leave will accrue to the Employee on the first day of the pay period following that in which it is earned. 2. Sick leave shall accrue on the basis of eight (8) hours per full month of service and may be accumulated without limit. 3. Employees placed on unpaid suspension shall not accrue sick leave during the period of their suspension. 14 4. During any pay period in which an employee does not work full time or does not receive a full check (by using accrued sick, vacation or compensatory hours) sick leave accrual will be prorated based upon pay period total hours. Employees on leave due to a work related injury who utilize accrued sick, vacation, or compensatory time, to receive the equivalent of a full paycheck (accrued leave plus workers' compensation payments) shall accrue sick hours at full accrual rate. If such accrued hours are not used or are not available, no further sick hours will accrue until the employee returns to work. B. Regular Employees may use sick leave for the purpose specified in this section: 1. Absence from duty because of exposure to a contagious disease or when incapacitated from performing their duties because of personal illness, injury or dental work. 2. Absence from duty for examination or treatment by a dentist, medical doctor or physician with prior notification to General Manager or his /her designee. 3. Absence from duty for attendance upon their spouse or for attendance on a close relative or Registered Domestic Partner because of illness or injury which incapacitates such family member and definitely requires personal care. Such absence shall be limited by the appointing authority to the time reasonably required to make other arrangements for such care. A close relative includes legal spouse, putative spouse, Registered Domestic Partner, children (natural and adopted), parents, grandparents, grandchildren, sisters and brothers, aunts and uncles. 4. Absence from duty to transport a spouse, Registered Domestic Partner, child, or close relative as defined above, residing with the Employee, to and from a local hospital for medical treatment or operation, including childbirth. 5. Absence from duty to be in attendance, at any location, during serious medical treatment or operation, including childbirth, performed upon his /her spouse, Registered Domestic Partner, child, or close relative as defined above. 6. Continuing employees who have 1,040 hours of accrued sick leave may accept payment for the excess over 1,040 hours on the first payday of December each year. They may elect to continue the accrual of sick leave beyond the 1,040 hours if they do not want payment for the excess over 1,040 hours. 7. Upon termination, a Regular Employee shall receive a cash payment equal to ten percent (10 %) of accrued unused sick leave for each full year of employment, up to a maximum of 1,040 hours, times their regular Hourly 15 Rate. 8. Upon death of an Employee, the beneficiary shall be paid accumulated sick leave to a maximum of 1,040 hours. C. In order to receive payment for sick leave, Employee shall notify his /her immediate supervisor or the General Manager in a timely manner. D. The General Manager may require the Employee to provide adequate evidence to substantiate the necessity for use of sick leave with pay. E. Following any absence for serious illness, injury or exposure to contagious disease, whether or not sick leave was used, the General Manager may require a statement by a medical doctor that the Employee is fit to return to duty. F. During any period of disability for which payment is provided under State Disability Insurance, the Employee may elect to receive the sick leave with pay in an amount equal to the difference between the disability benefit and full pay or the Employee may elect to endorse the disability insurance benefits over to the District, in which case, accrued sick leave will be debited proportionately and the Employee will receive his /her regular paycheck from the District. SECTION 22. WORKERS' COMPENSATION INSURANCE A. Employees who are injured in the performance of assigned duties shall receive such medical examination, medical care, compensation and other benefits as awarded under workers' compensation laws of California. B. It shall be the mandatory duty of Employees to report to their supervisor any possible injury on the date of occurrence or as soon thereafter as their condition permits; failure to do so shall be considered cause for disciplinary action. C. If any Employee is injured on the job, the General Manager and /or the Human Resources Director shall be notified immediately of such information as may be available and shall immediately receive medical examination and /or emergency treatment. The Employee shall not be considered absent from duty during the time required for medical examination and /or emergency treatment, however, compensatory time shall not be paid for treatment extending beyond normal shift. D. During any period of disability for which payment is provided under workers' compensation insurance, the Employee may elect to receive sick leave with pay in the amount equal to the difference between any compensation benefits and full pay. 16 SECTION 23. LEAVES OF ABSENCE A. A Regular Employee may be authorized a leave of absence without pay. Such a leave shall entitle the Employee to be absent from duty for a specified period of time and for a specified purpose with the right to return as provided in the approved leave. No additional sick or vacation accruals shall occur during an unpaid leave of absence. B. An Employee may be granted a leave of absence without pay for a period not exceeding five work days, at the discretion of the General Manager or his /her designee. Such a short-term leave may be granted for any reason. A request for an extended leave of absence without pay, for a period exceeding five work days shall be made in writing. Such leave shall be subject to approval of the General Manager. A leave may be granted for a period not to exceed 90 days for the following purposes: 1. Illness beyond that covered by accrued leave. 2. Education or training which would benefit the District. 3. Other personal reasons, approved by the General Manager, when, in his /her judgment the District will not be adversely affected. C. Leave of absence without pay shall be granted to an Employee who is temporarily disabled due to pregnancy and who has exhausted all accrued vacation and sick leave and compensatory time off for which she is eligible. The leave shall cover a reasonable time before, during and after childbirth based on her physical disability. D. An unpaid family care leave may be granted in accordance with the provisions of the District =s Family & Medical Leave Policy. E. An Employee may be granted an extension of a leave of absence without pay for not more than 90 days. Such an extension shall be based on unusual and special circumstances and shall be subject to approval of the General Manger. F. A leave of absence may be revoked by the General Manager upon evidence that the cause for granting a leave was misrepresented or has ceased to exist. G. A Probationary Employee may be granted a leave of absence without pay by the General Manager for a period not to exceed 90 days to cover an illness, injury or other disability only. The probationary period shall be extended by the amount of such leave granted. 17 H. Employment by another employer or self - employment during a leave of absence is prohibited and shall result in termination, unless otherwise agreed upon in writing between the District and Employee. I. Leave of Absence Guidelines — Terminal Illness The District will authorize an extended leave of absence to an employee under the following conditions: a. Must be diagnosed with a terminal illness; and b. Must be unable to obtain private health insurance after separation from service, due to their terminal illness diagnosis; and C. Must state that they will not ever return to work. 2. During such leave of absence, the employee will be required to use accrued vacation and /or sick leave at full pay (80 hours per pay period), until the earliest of: a. the date the accrued leave is exhausted; b. the date the employee becomes eligible for Medi -Care; C. Maximum leave duration of 12 months; 3. The employee must provide the District with the dates of the beginning of the leave of absence, which must be accompanied by physician's documentation stating the diagnosis of a terminal illness. 4. The employee must also provide the District with a statement that they do not intend to return to work. a. The initial "retirement date" will be the first day of the leave of absence. b. The "final retirement date" will be determined by calculating the accrued leave balances available at the beginning of the leave of absence and subtracting 80 hours per pay period until that beginning accrued leave balance is exhausted. c. Any leave accrued during the leave of absence will then be paid out at the Final Retirement Date. 5. Employees extended a leave of absence under these guidelines will not W. be eligible for the Voluntary Leave Donation Program at any time subsequent to being granted this leave of absence for terminal illness. SECTION 24. FAMILY DEATH LEAVE A. The General Manager may authorize family death leave with pay for a Regular Employee when needed due to the death of his /her legal spouse, putative spouse, parent, child (natural or adopted), stepchild, grandparent, grandchild, brother, sister, mother -in -law, father -in -law, or the death of any child or close relative who resided with the Employee at the time of death. B. Such absence for family death shall be limited to time which is definitely required and shall not exceed 40 hours for any one death unless the death is that of a spouse or child, in which case the Employee may take an additional 40 hours of vacation, sick, or accrued compensatory time off (CTO), at the discretion of the General Manager. The General Manager may require documentation to approve such family death leave. SECTION 25. JURY DUTY LEAVE A. Regular Employees with the District who have been summoned or subsequently selected to serve on a jury in a court of law shall receive their regular rate of compensation for normal work hours and days or shifts during such absences. Should jury duty fall on a regularly scheduled day off, Employee will not be compensated by District for that time. The check received from jury duty on a scheduled work day must be endorsed and forwarded to the District, which will deduct the mileage compensation and return that amount. B. Employees on jury duty are required to: 1. Report to his /her work location when there are at least two (2) hours available for actual work time between his /her scheduled starting time and the time he /she is required to report to the court (exceptions require the immediate supervisor =s approval); 2. Report back to his /her work location if he /she is released early and there are at least two (2) hours available for actual work time (not including travel time). Exceptions require the immediate supervisor's approval; 3. Obtaining attendance slips from the court certifying actual dates of service, WC may be required, at the discretion of the General Manager, for verification of jury duty leave. C. It is the Employee's obligation to notify his /her supervisor, in writing, as soon as he /she has been called for jury duty and the date for reporting. SECTION 26. MILITARY ABSENCE A. Specific calendar period of military leave shall be established for Employees who are granted leave pursuant to the Military and Veterans Code. Such period of military leave shall include the ordered or expected period of active duty and reasonable travel time connected therewith. An Employee who does not return within the period of approved military leave shall not be granted any benefits and privileges which are required by the Military and Veterans Code. B. This section is intended to set forth those mandatory provisions of the Military and Veterans Code which are most frequently applicable to District Employees who enter the military service. SECTION 27. HEALTH, LIFE, AND PENSION BENEFITS The District will provide medical, dental, vision, life insurance and long term disability benefits to all eligible Employees and their eligible dependents including Registered Domestic Partners, in accordance with the following terms and provisions. A. Eli ibilit 1. Regular Full -time Employees who work (or receive paid leave for) a minimum of 80 hours per month will receive full accrual /pay for holiday, sick leave, vacation, and compensatory time, and are eligibility for full participation in the District's health insurance benefits programs and pension plan. 2. Regular Full -time Employees who work (or receive paid leave for) less than 80 hours per month due to medical leave or layoff will receive proportional accrual /pay for holiday, sick leave, vacation, and compensatory time. At such time that a Regular Full -time Employee works, or receives paid leave for less than 80 hours per month, health insurance benefits will be continued for a period of three months (beginning on the first of the month following the first month of reduced hour status). 3. Regular Full -time Employees who are on unpaid leave of absence will 20 receive no accrual /pay for holiday, sick leave, or vacation leave. Health insurance benefits will be continued for a period of three months, beginning on the first of the month following the first month of unpaid leave status. 4. Each Eligible Employee as defined above, their eligible dependents or their Registered Domestic Partner as defined by California state laws, shall be provided with hospitalization, prescription drug, medical and dental insurance coverage in conjunction with the District's self- insured plan. B. Health Insurance Benefits First and foremost, the District and the Management Group desire employees and their families to maintain good health by encouraging personal responsibility, while utilizing insurance resources efficiently. In order to promote a wellness culture in the workplace, the health insurance plan will provide incentives to maintain the current level of benefits. Employees are encouraged to carefully read and refer to the Plan Document for the details of all the benefits listed in this section. 1. The District will fully fund and maintain the same or greater level of health and welfare benefits provided under the self - insured plan as listed in the Plan Documented dated 111/07 111108 for the term of this Memorandum of Understanding. The District agrees that Management Staff will participate in discussions with ioint labor - management Benefits Committee in preparation for the Union contract renewal. 2. Each Employee has accepted and received a copy of the plan booklet outlining benefits in effect as of the date of this Memorandum of Understanding. The District agrees to use the meet and confer process for any proposed changes to the level of benefits. 3. As with all provider organizations, the District cannot guarantee that all health care providers participating in the self- insured plan provider organization as of 1/1/08, will continue to participate in the self- insured plan provider organization in the future. Health Insurance Wellness Program Employees are encouraged to be proactive in seeking out medical testing and wellness information for the prevention and early diagnosis of potential illnesses. When employees and their eligible dependents follow the recommended Wellness Program Guidelines (as described in the Health Insurance Plan Document), annual deductibles, co -pays, and out -of- pocket limits will remain at the same level as when the self insured plan was initially implemented. If the employee and /or the eligible dependents fail to 21 participate in the recommended Wellness Program Guidelines, they will be subject to higher deductibles, co -pays and out -of- pocket maximums. Prescription Program — Every employee is encouraged to utilize the prescription program in the most cost - efficient manner. The prescription program will provide financial incentives to utilize generic and mail order prescriptions whenever possible. Higher co -pays will be charged for brand name prescriptions and for not utilizing the mail order service for maintenance medications unless there is no generic available, and a medically necessary waiver is obtained from the doctor. Dental Insurance — Employees and their eligible dependents are encouraged to obtain their routine dental exams and cleanings twice per year, which are provided in accordance with the Health Insurance Plan Document. Beginning in 2008, employees complying with the Preventive Dental Program outlined in the Plan Document will maintain the current level of benefits payable for Major Dental care. If the Preventive Dental Program is not followed, Major dental care will be paid at a lower co- insurance percentage. 5. The District will contract out to a third party matters pertaining to claim determinations, including the filing of claims and review of claim denials, except that the District may be consulted on matters involving potential exceptions to plan exclusions, or review of claim denial appeals. Information pertaining to medical condition and treatment will not be disclosed to any District employee, except when agreed to by the employee or necessary in connection with a determination of potential exceptions to plan exclusions or review of claim denial appeals. 6. When requested by an employee, the Human Resources Director will provide Claims assistance for an employee, upon written authorization for same. Such claims assistance may include verifying accuracy of claims processing, verification for amount(s) owed by employee to provider, and clarification of benefits under the applicable Plan Document(s). 6. Except for the District' obligation to provide health and welfare insurance coverage in a manner consistent with this section, matters pertaining to the health and welfare plan, including but not limited to eligibility determinations and the denial or processing of claims, are not subject to the grievance procedure under this Memorandum. C. Ancillary Benefits Vision care, which includes coverage for exams, glasses and /or contacts, will be provided for the Employee and their dependent(s) through the most 22 cost - effective program available to the District (ACWA's pooled participation in Vision Service Plan, Inc., as of the date of this MOU). 2. Life insurance will be provided in the amount of one -times annual earnings to a maximum of $200,000, for the Employee, with an additional benefit of $5,000 for spouses and $2,500 for dependent children. 3. Short- Term /Long -Term Disability (STD /LTD) Benefits will be provided to Employee. If level of benefits becomes unavailable in the insurance industry, the District will provide the most equivalent, cost - effective plan available, subject to the meet and confer process. D. In the event Employee becomes disabled under the terms of the long -term disability plan, District agrees to pay 100% of all premiums related to the above benefits health, vision, life, LTD) in order to continue the same level of benefits for Employee, based on the following schedule: one year of paid premiums for every two years of employment, up to a maximum of five years of paid premiums. Any change in insurance coverage for the Management Staff shall also be effective as coverage paid for Employee during the five year period noted above. E. In the event of accident, illness, or layoff of any employee with ninety (90) days or more of employment, the District will continue the monthly payments for all benefits for the Employee and his /her dependents for a period of three (3) months. F. Pension Benefits The District agrees to maintain the contract between California Public Employees' Retirement System (CaIPERS) and the South Tahoe Public Utility District for the Miscellaneous Plan 2.7% at Age Fifty -five (2.7% @ 55) Supplemental Formula, Zero Percent (0 %) Prior Service effective July 1, 2007 and that the District agrees to remit to Cal PERS the entire required contribution for each eligible employee. The District shall pay the first ten percent (10 %) of the required contribution. All required CalPERS contributions exceeding ten percent (10 %) shall be split evenly between the District and the employees so that the District pays one -half of the cost exceeding ten percent (10 %), and the employees pay the remaining one -half of the cost exceeding ten percent (10 %) via payroll deduction (pre -tax). Should the CalPERS required contribution drop below ten percent (10 %), employees shall be paid a bonus of one -half of the percentage below ten percent (10 %). Such bonus shall be paid at the end of the fiscal year, or if an employee terminates before the end of the fiscal year, the bonus'shall be prorated based on the number of days employed by the District during the fiscal year. Should the employees' actual contribution ever increase more than 5 %, the District and the Management Staff agree to meet and confer. 23 G. Flexible Benefits Plan The District shall continue to provide the voluntary flexible benefits program in effect as of December 25, 1996. District will allow additional payroll deductions for a flexible benefits program and for other ancillary employee paid insurance programs. Costs for administration of all aspects of the flexible benefits program shall be equally shared by the Participants and the District. H. Deferred Compensation Plan District shall continue to provide the voluntary Deferred Compensation program in effect as of the date of this Memorandum of Understanding. District will allow payroll deductions for such Deferred Compensation program in accordance with applicable law. The Deferred Compensation Plan will allow participant loans from individual accounts, with a loan maturity date consistent with the Deferred Compensation Plan provider's loan procedures. Great West, for example allows mortgage loans for a period not to exceed fifteen years. H.. Any material change in benefits that is caused by District action shall require re- negotiation of this MOU. SECTION 28. CODE OF CONDUCT In the interest of promoting harmonious labor relations between the District and Employees, and to provide a positive work environment, the following Code of Conduct is required of all District employees. 1. Code of Conduct Every employee shall exhibit behavior that encourages mutual respect, teamwork, and positive attitudes, during their term of employment. 2. Any employee may be suspended, dismissed, demoted or otherwise disciplined for cause including failure to abide by the above Code of Conduct, and including, but not limited to the following: 1. Willful or persistent violation of District policies adopted by the Board of Directors. 2. Willful failure of good conduct, tending to injure the reputation of the District. 3. Conviction of a felony. 4. Theft or attempted theft. 5. Vandalism or willful conduct which damages real or personal property. 24 6. Use of fraud, deception or misrepresentation of material facts in obtaining employment or during the course of employment with the District. 7. Dishonesty. 8. Discourteous treatment of the public or of fellow employees. 9. Physical attack, fighting, or verbal altercations toward fellow employees or the public, or violation of the District =s Workplace Violence Prevention Policy. 10. Drunkenness, immoral conduct or addiction to the use of narcotics, or violation of the District =s Drug -Free Workplace Policy or Substance Abuse Policy, as adopted by the Board of Directors. 11. Failure to observe the requirements of the District =s Illness and Injury Prevention Program, including failure to use seat belts in accordance with Section 7, Assignments requiring Motor Vehicles. 12. Violation of the District =s Sexual Harassment Policy. 13. Incompetency or inefficiency. 14. Insubordination. 15. Unauthorized absences. 16. Abuse of sick leave. 17. Neglecting duty such as to prevent the Employee from achieving a reasonable work performance in his /her position. 18. Accepting any gift or fee in connection with District work, when such gift or fee is given in expectation of receiving favored treatment. 19. Removal of, borrowing, or use of District property, equipment, tools or vehicles for non - District purposes without prior written authorization from the General Manager or his /her designee. 20. Political activities engaged in by Employees and unrelated to the Employee's position at the District during their assigned hours of employment. 21. Using or attempting to use political influence in securing promotion, leave of absence, transfer, change of pay, or character of work. 25 22. Failure to maintain any required licenses or certifications or failure to maintain insurability. 3. Disciplinary Measures In the event an Employee has committed one or more of the violations set forth in Subsection A hereinabove, the General Manger may apply a number of corrective disciplinary actions in accordance with this MOU. The action applied includes the following: 1. Coaching /counseling; 2. Oral Warning; 3. Documented Oral Warning; 4. Written Warning; 5. Suspension Without Pay or Compensatory Time Off; 6. Termination of Employment. The disciplinary action actually applied is within the discretion of the General Manager, after consideration of the severity of the violation. C. Additional Reasons for Termination Continuing illness of a disabling nature after the exhaustion of sick leave and leave of absence privileges where the District is unable to accommodate the disability in accordance with Section 5. 2. Any physical or mental ailment such as to prevent the Employee from performing the essential duties of his /her position or any other position available for which the Employee is qualified, in accordance with Section 5. 3. Permanent inability to perform the essential functions of the Employee =s position as set forth in Section 5. SECTION 29. DISCIPLINARY PROCEDURE A. Notice of Proposed Discipline Prior to taking disciplinary action to demote, dismiss, or suspend for three work days or more, the District shall investigate the alleged violations. Said investigation shall include obtaining a statement and receiving information from Employee. In the event the District finds sufficient facts to support the allegation, it shall provide the Regular Employee with a written Notice of Proposed Disciplinary Action which shall contain the charges, the specific factual basis for the charges, and the nature of the proposed disciplinary action. Said notice shall inform the Employee of his /her right to respond to the charges. The General Manager may suspend an Employee 26 without pay for periods of less than three (3) work days without being subject to the notice requirement. Such suspension decisions of suspensions less than three days are final. B. Response The Employee shall have the right to respond to the charges set forth in the Notice of Proposed Discipline, in writing, within five (5) calendar days of receipt of said notice. Any written response shall be delivered to the office of the General Manager within the time allowed. The Employee shall make an appointment with the General Manager or his /her designee for a response meeting within the time allowed. The Employee may bring a representative of his /her choice to a response meeting. Such representative and any District representative to be present must be identified at least two (2) working days prior to commencement of the response meeting. C. Disciplinary Action After the Employee =s response is received, or if no response is received, after the five -day period expires, the General Manager shall determine whether to proceed with the proposed disciplinary action and will notify the Employee in writing. D. Notice of Disciplinary Action If the General Manager determines to proceed with the disciplinary action, a Notice of Disciplinary Action shall be sent to the Employee by certified mail. Said notice shall contain the charges, the factual basis for the charges, the disciplinary action imposed, and the effective date of the action, which shall not be earlier than five (5) work days after the Notice of Proposed Disciplinary Action was sent to the Employee. This notice shall inform the Employee of the right to appeal the action to binding Arbitration. E. Apgeal If the Employee is not satisfied with the decision of the General Manager, he /she may request, within five (5) days of receipt of the Notice of Disciplinary Action, that the General Manager arrange for the American Arbitration Association to provide a list of Arbitrators from which the parties shall select one who would act as an arbitrator in the matter. The General Manager shall request such service within ten (10) days of Employee's request. Both the General Manager and the Employee shall be represented at said hearing by a representative of their choice, who may be an attorney. The General Manager shall present its case first at the hearing. Each side shall have the right to present witnesses and documentary evidence and to cross - examine the other party's witnesses. At the close of the hearing, the Arbitrator has the right to affirm, deny, or modify the disciplinary action. 27 The decision of the Arbitrator shall be final and without judicial recourse, except for the enforcement of the Arbitrator's decision. F. Suspension Pending Action The General Manager shall have the power to suspend the Employee, with or without pay, during the period between the date the Notice of Proposed Disciplinary Action is sent and the date the disciplinary action becomes effective. In the event the Arbitrator overturns the action of the General Manager, the Employee shall be reimbursed for any loss of pay or benefits incurred during this period. G. Probationary Employees Probationary Employees are not entitled to notice or hearing in the event they are terminated during the probationary period. H. Other Disciplinary Action This section shall not apply to suspensions of less than three days or any disciplinary actions not set forth in subsection A above. Employee Rights The Employee retains all rights that may be conferred by Government Code 1 3500, et.seg. SECTION 30. GRIEVANCE PROCEDURE This grievance procedure shall be used to process and resolve grievances arising under this Memorandum of Understanding. A. Definitions A grievance is a complaint of one or a group of Employees, involving the interpretation, application, or enforcement of the express terms of this Memorandum of Understanding. 2. As used in the procedure, the term "working days" shall mean days on which the District office is open. 3. As used herein, the definition of a Grievance excludes appeals of disciplinary actions which are covered under Section 29, above. W B. Time Limits Each party involved in a grievance shall act quickly so that the grievance may be resolved promptly. Every effort should be made to complete action within the time limits contained in the grievance procedure but, with the written consent of all parties, the time limitation for any step may be extended. C. Employee Rights The Employee retains all rights that may be conferred by Government Code section 3500, et seg D. Informal Discussion 1. The grievance initially shall be discussed by meeting and conferring with the General Manager with the intent of informally resolving the issue. Within two (2) working days, the General Manager shall give a decision or response. 2. If an informal grievance does not resolve the issue to the satisfaction of the grievant, or if there is reason to bypass the informal step, a formal grievance may be initiated. A formal grievance may be initiated no later than: a. Five (5) working days after the event or circumstances occasioning the grievance; or b. Within three (3) working days of the decision rendered in the informal grievance procedure, whichever is later. E. Formal Grievance 1. A formal grievance shall be initiated in writing and shall be filed with the General Manager. 2. Within five (5) work days after the initiation of the formal grievance, the General Manager shall investigate the grievance and give a decision in writing to the grievant. F. Appeal of Formal Grievance If the grievant is not satisfied with the decision rendered, he /she may appeal the decision in writing within five (5) work days, referring the matterto binding arbitration. 29 2. An impartial arbitrator shall be selected from a list provided by the California State Mediation and Conciliation Service or the American Arbitration Association. The arbitrator shall be selected jointly by the parties within ten 0 0) work days of receipt of the written demand. 3. The arbitrator shall have no authority to add to, delete, or alter any provisions of this MOU, but shall limit his /her decision to the application and interpretation of its provisions. The decision of the Arbitrator shall be final. 4. The fees and expenses of the arbitrator, if required by the arbitrator, shall be shared equally by the parties. Any fees, expenses, or other costs, including a reporter, shall be paid by the requesting and incurring party. 5. The District agrees that Employees shall not suffer loss of compensation for time spent as a witness at arbitration hearing held pursuant to this MOU, however District will not pay for any loss in compensation suffered by any grievant in attending or testifying at the hearing unless the arbitrator determines the grievant has prevailed at the hearing. SECTION 31. DISTRICT RIGHTS Except as otherwise specifically provided in this Memorandum of Understanding, the District has the sole and exclusive right to exercise all authority, rights, or functions of a public employer. It is agreed that all rights, powers, or authority vested in the District, except those specifically abridged, delegated, deleted, or modified by the express terms of this Memorandum of Understanding, are retained by the District. The District expressly retains the complete and exclusive authority, right, and power to manage its operations and to direct its Employees, except as the terms of this Memorandum of Understanding specifically limit such authority, rights, and powers. These retained authorities, rights, and powers include, but are not limited to, the right to hire, classify, promote, designate, discipline, evaluate, review, and discharge Employees, schedule work as needed, determine levels of staffing, maintain order and efficiency, supervise and direct Employees in the performance of their duties, set standards to ensure proper and efficient use of the work force and equipment, determine qualifications and abilities, and establish and evaluate the merits, necessity, and /or organization of any service or activity currently offered or offered at any time hereafter by the District. It is understood the General Manager shall carry out the foregoing and the Board shall not directly assign tasks to Employees. SECTION 32. ENTIRE AGREEMENT This Memorandum of Understanding constitutes the entire agreement between the parties and includes meeting and conferring on any subject, except as provided herein, or as 30 otherwise mutually agreed upon, whether included in this Memorandum of Understanding or not. It is agreed that the terms and conditions of the Memorandum of Understanding itself shall constitute the whole agreement between the parties thereto and that the terms and conditions of this Memorandum of Understanding shall supersede all proposals, conversations, oral or written agreements constituting any portion of the meet and confer process or any other discussion leading up to the Memorandum of Understanding. The parties agree that no agreement was reached on other matters discussed and that the District is not obligated to make any changes or take any action regarding them. No alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto and no oral understanding or agreement not incorporated herein shall be binding on the parties, except that Employees shall have all rights accorded them under the provisions of State of California and Federal labor laws. SECTION 33. SEPARABILITY OF SECTIONS If any section, subsection, paragraph, sentence, clause, or phrase of this MOU shall, for any reason, be held invalid or unconstitutional, such invalidity or unconstitutionality shall not affect the validity or constitutionality of the remaining portion of this Memorandum of Understanding, it being hereby expressly provided that this MOU and each section, subsection, paragraph, sentence, clause, or phrase hereof would have been adopted irrespective of the fact that any one or more sections, subsections, paragraphs, sentences, clauses, or phrases shall be declared invalid or unconstitutional. SECTION 34. TERM OF AGREEMENT The parties agree that this Memorandum of Understanding shall stay in full force and effect through danuaFy 6,, . January 5. 2011 SECTION 35. NO STRIKE AGREEMENT During the term of this Memorandum of Understanding, it is agreed that there shall be no strike by the Employees nor lockout by the employer. 31 SOUTH TAHOE PUBLIC UTILITY DISTRICT Date Adopted by Board: Mary Lou Mosbacher Richard H. Solbrig President, Board of Directors General Manager /Engineer ATTEST: Kathleen A. Sharp, Clerk of the Board MANAGEMENT STAFF OF THE SOUTH TAHOE PUBLIC UTILITY DISTRICT No Bergsohn, Hydro - geologist Hal Bird, Land Application Manager Linda Brown, Purchasing Agent Dennis Cocking, District Information Officer Lisa Coyner, Customer Service Manager Debbie Henderson, Accounting Manager Jim Hoggatt, Engineering Department Manager Paul Hughes, Chief Financial Officer Nancy Hussmann, Human Resources Director Ross Johnson, Manager of Plant Operations Terry Powers, Laboratory Director Julie Ryan, Senior Engineer Paul Sciuto, Assistant General Manager /Engineer Kathy Sharp, Executive Services Manager Carol Swain, Information Systems Manager John Thiel, Principal Engineer 32 PAYMENT OF CLAIMS FOR APPROVAL October 15, 2009 Payroll 10/7/09 429,561.63 Total Payroll 429,561.63 BNY Western Trust Company 0.00 CDS- health care payments 313,923.67 Brownstein /Hyatt/Farber /Schreck legal services 19,407.41 Bank of America 0.00 Union Bank 0.00 Total Vendor EFT 333,331.08 Accounts Payable Checks -Sewer Fund 236,742.37 Accounts Payable Checks -Water Fund 533,690.44 Accounts Payable Checks -Self- funded Insurance 0.00 Accounts Payable Checks- Grants Fund 19,560.00 Total Accounts Payable 789,992.81 Grand Total 1,552,885.52 Payroll EFTs & Checks 10/7/09 EFT AFLAC Medical & Dependent Care 469.27 EFT CA Employment Taxes & W/H 17,473.59 EFT Federal Employment Taxes & W/H 92,876.35 EFT CaIPERS Contributions 72,945.69 EFT Great West Deferred Comp 16,385.85 CHK Stationary Engineers Union Dues 2,394.02 EFT United Way Contributions 156.00 EFT Employee Direct Deposits 217,558.69 CHK Employee Garnishments 1,183.19 CHK Employee Paychecks 8,118.98 Total 429,561.63 -127- Vendor Name 3T EQUIPMENT CO Department / Proi Name EQUIPMENT REP PAYMENT OF CLAIMS Description Acct# / Pyol Code AUTOMOTIVE 1005 - 6011 Amount Check Num 261.61 Check Total: 261.61 AP-00073934 MW Tym ADVANTAGE LASER PRODUCTS INC FINANCE OFFICE SUPPLIES 1039 - 4820 156.00 ADVANTAGE LASER PRODUCTS INC FINANCE OFFICE SUPPLIES 2039 - 4820 156.00 Check Total: 312.00 AP-00073935 MW AECOM USA INC ENGINEERING - REPL GEN, LPPS REPL GEN LPPS 1029 - 8933 - RGLPPS 72,323.65 Check Total: 72,323.65 AP-00073936 MW AHERN RENTALS HEAVY MAINT SHOP SUPPLIES 1004 - 6071 204.46 Check Total: 204,46 AP-00073937 MW ALL ELECTRIC MOTORS INC ELECTRICAL SHOP RBLD MT/PMP LPPS 1003 - 8095 14,941.94 Check Total: 14,941.94 AP-00073938 MW ALLEN, LEONA CUSTOMER SERVICE - WTR CONS PROG WTR CONS EXPENSE 2038 - 6660 - WCPROG 800.00 Check Total: 800.00 AP-00073939 MW ALPEN SIERRA COFFEE GEN & ADMIN OFC SUPPLY ISSUE 1000 - 6081 231.50 I Check Total: 231.50 AP-00073940 MW 1.-. AM; :CAN CHEMICAL. SOCIETY LABORATORY DUES/MEMB/CERT 1007 - 6250 75.00 AMERICAN CHEMICAL SOCIETY LABORATORY DUES/MEMB/CERT 2007 - 6250 75.00 AMERIGAS GEN & ADMIN PROPANE AMERIPRIDE UNIFORM SERVICES GEN & ADMIN UNIFORM PAYABLE ASHE, STEVE CUSTOMER SERVICE - WTR CONS PROG WTR CONS EXPENSE Check Total: 150.00 AP MW 1000 - 6360 609.64 Check Total: 609.64 AP-00073942 MW 1000 - 2518 1,070.86 Check Total: 1,070.86 AP-00073943 MW 2038 - 6660 - WCPROG 800.00 Check Total: 800.00 AP-00073944 MW AT&T GEN & ADMIN TELEPHONE 1000 - 6310 294.50 AT&T GEN & ADMIN TELEPHONE 2000 - 6310 294.50 Check Total: 589.00 AP MW AT&T MOBILITY UNDERGROUND REP TELEPHONE 1001 - 6310 8.80 AT&T MOBILITY ELECTRICAL SHOP TELEPHONE 1003 - 6310 4.40 AT&T MOBILITY LABORATORY TELEPHONE 1007 - 6310 9.08 AT&T MOBILITY ENGINEERING TELEPHONE 1029 - 6310 11.51 User: THERESA Page: 1 Current Date: 10/08/2009 Report: OH_PMT_CLAIMS_BK Current Time: 09:14:02 PAYMENT OF CLAIMS Vendor Name Department / Prol Name Description Acct# / Proi Code Amount Check Num Tvoe AT &T MOBILITY UNDERGROUND REP TELEPHONE 2001 - 6310 8.80 AT &T MOBILITY ELECTRICAL SHOP TELEPHONE 2003 - 6310 4.40 AT &T MOBILITY LABORATORY TELEPHONE 2007 - 6310 9.07 AT &T MOBILITY ENGINEERING TELEPHONE 2029 - 6310 11.50 Check Total: 67.56 AP-00073945 MW AT &T /CALNET 2 GEN & ADMIN TELEPHONE 1000 - 6310 466.38 AT &T /CALNET 2 GEN & ADMIN SIGNAL CHARGES 1000 - 6320 32.12 AT &T /CALNET 2 PUMPS TELEPHONE 1002 - 6310 166.34 AT &T /CALNET 2 GEN & ADMIN TELEPHONE 2000 - 6310 466.37 AT &T/CALNET 2 PUMPS TELEPHONE 2002 - 6310 119.01 Check Total: 1,250.22 AP -00073946 MW AWARDS OF TAHOE ADMINISTRATION INCNTV & RCGNTN 1021 - 6621 17.57 AWARDS OF TAHOE ADMINISTRATION INCNTV & RCGNTN 2021 - 6621 17.56 Check Total: 35.13 AP- 00073948 MW AWWA CAL -NEV SECTION LABORATORY DUES /MEMB /CERT 2007 - 6250 65.00 1 n.) Check Total: 65.00 AP -00073949 MW ■■ BARNEY, JOY CUSTOMER SERVICE - WTR CONS PROG WTR CONS EXPENSE 2038 - 6660 - WCPROG 4,143.00 Check Total: 4,143.00 AP- 00073950 MW BENTLY AGROWDYNAMICS OPERATIONS SLUDGE DISPOSAL 1006 - 6652 2,560.74 Check Total: 2,560.74 AP -00073951 MW BING MATERIALS UNDERGROUND REP PIPE /CVRS /MHLS 2001 - 6052 4,323.83 Check Total: 4.323.83 AP -00073952 MW BRUN, KARL R.A. EQUIPMENT REP SMALL TOOLS 1005 - 6073 2.72 BRUN, KARL R.A. EQUIPMENT REPAIR SMALL TOOLS 2005 - 6073 2.71 Check Total: 5.43 AP -00073953 MW BUTZ, GARTH UNDERGROUND REP TRAVEL/MEETINGS 2001 - 6200 110.00 Check Total: 110.00 AP -00073954 MW CALIF BOARD OF EQUALIZATION UNDERGROUND REP PIPE /CVRS/MHLS 1001 - 6052 548.17 CALIF BOARD OF EQUALIZATION EQUIPMENT REP SHOP SUPPLIES 1005 - 6071 25.91 CALIF BOARD OF EQUALIZATION LABORATORY LAB SUPPLIES 1007 - 4760 78.72 CALIF BOARD OF EQUALIZATION LABORATORY OFFICE SUPPLIES 1007 - 4820 0.66 User: THERESA Pages 2 Current Date: 10/08/2009 Report OH_PMT CLAIMS BK - Current Time: 09:14:02 Vendor Name CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALIF BOARD OF EQUALIZATION CALiBOARD OF EQUALIZATION 0 CAROLLO ENGINEERS CASHMAN EQUIPMENT CLAUDIO, ERNIE CLAUDIO, ERNIE COLD CREEK LLC COZZI, JOSEPH & ANN COZZI, JOSEPH & ANN CREEK ENVIRONMENTAL LABS CUSHMAN, DOUG User: THERESA Report: OH_PMT_CLAIMS_BK Department / Proi Name LABORATORY DIAMOND VLY RNCH CUSTOMER SERVICE UNDERGROUND REP ELECTRICAL SHOP ELECTRICAL SHOP EQUIPMENT REPAIR LABORATORY LABORATORY LABORATORY ENGINEERING CUSTOMER SERVICE CUSTOMER SERVICE - WTR CONS PROG PAYMENT OF CLAIMS Description LABORATORY EQUIP GROUNDS & MNTC SHOP SUPPLIES P1PE/CVRS/MHLS WELLS PUMP STATIONS AUTOMOTIVE LAB SUPPLIES OFFICE SUPPLIES LABORATORY EQUIP MISC LIAB CLAIMS SHOP SUPPLIES WTR CONS EXPENSE FINANCE SUPPLIES FINANCE SUPPLIES ENGINEERING - ARSENIC FACILITY ARSNC TRTMNT EQUIPMENT REPAIR AUTOMOTIVE BOARD OF DIR TRAVEUMEETINGS BOARD OF DIR TRAVEUMEETINGS GEN & ADMIN - T&M UB CASH BRD MISC INCOME GEN & ADMIN GEN & ADMIN UB SUSPENSE METER SALE LABORATORY - ALP CO MTBE CONT MONITORING CUSTOMER SERVICE - WTR CONS PROG WTR CONS EXPENSE Page: 3 Acct#I / Proi Code 1007 - 6025 1028.6042 1038 - 6071 2001 - 6052 2003 - 6050 2003 - 6051 2005 - 6011 2007 - 4760 2007 - 4820 2007 - 6025 2029 - 4520 2038 - 6071 2038 - 6660 - WCPROG Check Total: 1039 - 6520 2039 - 6520 Check Total: 2029 - 8864 - ARSNIC Check Total: 2005 - 6011 1019 - 6200 2019 - 6200 2000 - 3540 - TMCBUB Check Total: 2000 - 2002 2000 - 3545 Check Total: Check Total: Check Total: 1007 - 6110 - ACMTBE Check Total: 2038 - 6660 - WCPROG Current Date: 10/08/2009 Current Thne: 09:14:02 Amount Check Num Tvoe 20.48 6.12 17.31 17.30 37.63 403.90 25.90 78.70 0.65 20.47 1.58 30.28 219.19 1,532.97 AP- 00073956 MW 54.60 54.60 109.20 AP -00073957 MW 697.75 697.75 AP -00073958 MW 464.34 464.34 AP -00073959 MW 110.00 110.00 220.00 AP- 00073960 MW 5,000.00 5,000.00 AP- 00073961 MW 266.00 311.00 577.00 AP -00073962 MW 190.00 190.00 AP -00073963 MW 4,464.00 PAYMENT OF CLAIMS 1(Earibmg Department / Proi Name Deacriotion Acct# / Prol Code Amount Check Num Type Check Total: 4,464.00 AP -00073964 MW CWEA UNDERGROUND REP DUES/MEMB /CERT 1001 - 6250 264.00 Check Total: 264.00 AP- 00073965 MW DEPARTMENT OF PUBLIC HEALTH UNDERGROUND REP DUES/MEMB/CERT 2001 - 6250 90.00 Check Total: 90.00 AP -00073966 MW DICK'S FULLER - HEAVY MAINTENANC BUILDINGS 2004 - 6041 177.20 Check Total: 177.20 AP -00073967 MW DIVERSIFIED CONCRETE CUTTING UNDERGROUND REP - SIERRA AVE WTRLI WTLN,IN HS UPSIZ 2001 - 8905 - SIERRA 470.00 Check Total: 470.00 AP-00073968 MW DOUGLAS DISPOSAL GEN & ADMIN REFUSE DISPOSAL 1000 - 6370 21.16 Check Total: 21.16 AP -00073969 MW E- FILLIATE CORP INFORMATION SYS DIST.COMP SPPLIS 1037 - 4840 303.28 E- FILLIATE CORP INFORMATION SYS DIST.COMP SPPLIS 2037 - 4840 306.94 Check Total: 610.22 AP- 00073970 MW EL DORADO COUNTY HEAVY MAINT BUILDINGS 1004 - 6041 329.00 ua r Check Total: 329.00 AP- 00073971 MW 1 EMPIRE SAFETY & SUPPLY GEN & ADMIN SAFETY INVENTORY 1000 - 0425 177.96 Check Total: 177.96 AP -00073972 MW ENTRIX INC ENGINEERING - SUT WELL REDRILL SUT WELL REDRILL 2029 - 8463 - RWSUTR 691.60 Check Total: 691.60 AP -00073973 MW ETS LABORATORY MONITORING 1007 - 6110 992.25 Check Total: 992.25 AP -00073974 MW FEDEX PUMPS PUMP STATIONS 1002 - 6051 109.41 FEDEX DIAMOND VLY RNCH - DVR NUTRIENT MG1 NIJTR MGMT PLAN 1028 - 8993 - DVRNUT 6.73 FEDEX ENGINEERING - TWIN PEAKS BS BSTR, TWN PEAKS 2029 - 7070 - TPBSTR 8.21 Check Total: 124.35 AP -00073975 MW FERGUSON ENTERPRISES INC. PUMPS PUMP STATIONS 1002 - 6051 3.35 FERGUSON ENTERPRISES INC. PUMPS SHOP SUPPLIES 1002 - 6071 119.60 FERGUSON ENTERPRISES INC. HEAVY MAINT BIOSOL EQUP /BLDG 1004 - 6653 54.08 FERGUSON ENTERPRISES INC. PUMPS SHOP SUPPLIES 2002 - 6071 119.60 Check Total: 296.63 AP -00073976 MW User: THERESA Page: 4 Current Date: 10/08/2009 Report: OH_PMT_CLAIMS_BK Current Time: 09:14:02 Vendor Name FERNALD, STEVE GB GENERAL ENG CONTRACTOR INC GB GENERAL ENG CONTRACTOR INC GFS CHEMICAL GFS CHEMICAL GRAINGER HASLER FINANCIAL SERVICES LLC HASLER FINANCIAL SERVICES LLC HENDERSON, JOEL HIGI SIERRA BUSINESS SYSTEMS HIGH BUSINESS SYSTEMS HIGH SIERRA BUSINESS SYSTEMS HIGH SIERRA BUSINESS SYSTEMS HIGH SIERRA BUSINESS SYSTEMS HIGH SIERRA BUSINESS SYSTEMS HIGH SIERRA BUSINESS SYSTEMS HUGHES, PAUL HUGHES, PAUL HUSSMANN, NANCY HUSSMANN, NANCY Incline Village GID User: THERESA Report: OH_PMT_CLAIMS_BK Department / Proi Name Description CUSTOMER SERVICE - WTR CONS PROG WTR CONS EXPENSE DIAMOND VLY RNCH - HARVEY CHANNEL PAVE HPD UNDERGROUND REP PIPE/CVRS/MHLS LABORATORY LABORATORY GEN & ADMIN CUSTOMER SERVICE CUSTOMER SERVICE OPERATIONS LABORATORY ADMINISTRATION ENGINEERING LABORATORY ADMINISTRATION ENGINEERING FINANCE FINANCE HUMAN RESOURCES HUMAN RESOURCES GEN & ADMIN - USFS GRNT ADMIN PAYMENT OF CLAIMS LAB SUPPLIES LAB SUPPLIES SHOP SUPPLY INV EQUIP RENT /LEASE EQUIP RENT /LEASE CUSTOMER SERVICE - WTR CONS PROG WTR CONS EXPENSE SERVICE CONTRACT SERVICE CONTRACT SERVICE CONTRACT SERVICE CONTRACT SERVICE CONTRACT SERVICE CONTRACT SERVICE CONTRACT TRAVEL/MEETINGS TRAVEL/MEETINGS TRAVEL/MEETINGS TRAVEL/MEETINGS SUSPENSE Acct i Proi Code 2038 - 6660 - WCPROG Check Total: 1028 - 8068 - HARVEY 2001 - 6052 1007 - 4760 2007 - 4760 1000 -0421 1038 - 5020 2038 - 5020 1006 - 6030 1007 - 6030 1021 - 6030 1029 - 6030 2007 - 6030 2021 - 6030 2029 - 6030 1039 -6200 2039 - 6200 1022 - 6200 2022 - 6200 Check Total: Check Total: Check Total: Check Total: 2038 - 6660 - WCPROG Check Total: Check Total: Check Total: Check Total: 2000 - 2504 - SMOKEY Check Total: Page: 5 Current Date: 10/08/2009 Current Time: 09:14:02 Amount 1,366.00 1,366.00 7,161.00 14,302.50 Check Num Ism AP -00073977 MW 21,463.50 AP -00073978 MW 51.40 73.27 124.67 AP -00073979 MW 82.21 82.21 AP-00073980 123.70 123.70 303.05 MW 247.40 AP- 00073981 MW 303.05 AP -00073982 MW 41.87 20.93 189.56 156.61 20.93 189.55 156.60 776.05 AP- 00073983 MW 41.00 41.00 82.00 AP-00073984 MW 100.00 100.00 200.00 AP -00073985 MW 199,894.64 199,894.64 AP- 00073986 MW Vendor Name INTERSTATE SAFETY & SUPPLY JOHNSON, DAVID P JOHNSON, DAVID P KELLEY EROSION CONTROL INC KIMBALL MIDWEST KLEINFELDER INC KTHO RADIO KTHO RADIO r w LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA User: THERESA Report: OH_PMT_CLAIMS_BK B;lll� .nt / Proi NaN Description GEN & ADMIN SHOP SUPPLY INV CUSTOMER SERVICE TRAVEUMEETINGS CUSTOMER SERVICE TRAVEUMEETINGS EXPORT PIPELINE - B LINE REVEG HEAVY MAINT OPERATIONS DIO - PR EXP- EXTERNAL DIO - PR EXP- EXTERNAL UNDERGROUND REP PUMPS PUMPS PUMPS HEAVY MAINT EQUIPMENT REP EQUIPMENT REP EQUIPMENT REP DIAMOND VLY RNCH UNDERGROUND REP UNDERGROUND REP UNDERGROUND REP PUMPS PUMPS PUMPS HEAVY MAINTENANC PAYMENT OF CLAIMS BLINE REVEG SHOP SUPPLIES SPECIAL REPORTS PUB RELATIONS PUB RELATIONS SMALL TOOLS BUILDINGS PUMP STATIONS SMALL TOOLS SHOP SUPPLIES AUTOMOTIVE GENERATORS SHOP SUPPLIES GROUNDS & MNTC MOBILE EQUIP PIPE /CVRS/MHLS SMALL TOOLS BUILDINGS PUMP STATIONS SMALL TOOLS BUILDINGS Page: 6 AccUP / Proi Code 1000 - 0421 1038 - 6200 2038 - 6200 1004 - 6071 1006 - 4460 Check Total: Check Total: 9098 - 8736 - BLNVEG Check Total: Check Total: Check Total: 1027 - 6620 - PREEXT 2027 - 6620 - PREEXT Check Total: 1001 - 6073 1002 - 6041 1002 - 6051 1002 - 6073 1004 - 6071 1005 - 6011 1005 - 6013 1005 -6071 1028 - 6042 2001 - 6012 2001 - 6052 2001 - 6073 2002 - 6041 2002 - 6051 2002 - 6073 2004 - 6041 Current Date: 10/08/2009 Current Time: 09:14:02 Amount Check Num Tune 1,071.94 1071.94 AP -00073987 MW 184.50 184.50 369.00 AP-00073988 MW 19,560.00 19,560.00 AP-00073989 MW 251.43 251.43 AP- 00073990 MW 1,485.12 1.485.12 AP -00073991 MW 462.50 462.50 925.00 AP -00073992 MW 41.06 4.18 -21.75 6.01 12.60 1,776.97 610.34 10.38 54.69 68.38 69.03 153.24 4.18 -21.75 6.00 68.69 Vendor Name LAKESIDE NAPA LAKESIDE NAPA LAKESIDE NAPA LAVALLEE, SPRING LAVALLEE, SPRING Department / Pro' Name EQUIPMENT REPAIR EQUIPMENT REPAIR EQUIPMENT REPAIR PAYnNT OF CLAIMS Descriotion AUTOMOTIVE GENERATORS SHOP SUPPLIES Acct# / ProI Code Amount Check Num 2005 - 6011 645.77 2005 -6013 7.11 2005 - 6071 10.37 Check Total: 3,505.50 AP- 00073994 MW HUMAN RESOURCES TRAVEL/MEETINGS 1022 - 6200 15.00 HUMAN RESOURCES TRAVEL/MEETINGS 2022 - 6200 15.00 Check Total: IBM 30.00 AP -00073995 MW 3,029.69 305.26 Les Schwab Tires EQUIPMENT REP AUTOMOTIVE 1005 - 6011 Les Schwab Tires EQUIPMENT REPAIR AUTOMOTIVE 2005 - 6011 Check Total: 3,334.95 AP- 00073996 MW MAINTENANCE CONNECTION INC INFORMATION SYS SOFTWARE, CMMS 2037 - 8982 42,822.51 Check Total: 42,822.51 AP-00073997 MW MANNA CONSULTING FINANCE ADP HR INTFC 1039 - 7582 300.00 Check Total: 300.00 AP- 00073998 MC MASTER CARR SUPPLY CO PUMPS SHOP SUPPLIES 1002 - 6071 508.45 MC MASTER CARR SUPPLY CO PUMPS SHOP SUPPLIES 2002 - 6071 508.38 MC MASTER CARR SUPPLY CO ENGINEERING - ARSENIC FACILITY ARSNC TRTMNT 2029 - 8864 - ARSNIC 472.00 Check Total: 1 AP -00073999 MW MEEKS BUILDING CENTER PUMPS BUILDINGS 1002 - 6041 216.40 MEEKS BUILDING CENTER PUMPS SMALL TOOLS 1002 - 6073 37.67 MEEKS BUILDING CENTER HEAVY MAINT GROUNDS & MNTC 1004 - 6042 313.37 MEEKS BUILDING CENTER HEAVY MAINT EXPORT/FRCE MAIN 1004 - 6047 103.29 MEEKS BUILDING CENTER HEAVY MAINT SHOP SUPPLIES 1004 - 6071 44.12 MEEKS BUILDING CENTER UNDERGROUND REP PIPE /CVRSIMHLS 2001 - 6052 25.38 MEEKS BUILDING CENTER PUMPS BUILDINGS 2002 - 6041 216.38 MEEKS BUILDING CENTER PUMPS WELLS 2002 - 6050 1.74 MEEKS BUILDING CENTER PUMPS SMALL TOOLS 2002 - 6073 37.67 MEEKS BUILDING CENTER HEAVY MAINTENANC BUILDINGS 2004 - 6041 170.42 MEEKS BUILDING CENTER ENGINEERING - SONORA AVE WTRLN WTRLN,SNRA/SK RN 2029 - 7911 - SONORA 25.62 MEEKS BUILDING CENTER ENGINEERING - ARSENIC FACILITY ARSNC TRTMNT 2029 - 8864 - ARSNIC 140.32 Check Total: 1,332.38 AP -00074000 ' MW MID MOUNTAIN COMMUNICATIONS UNDERGROUND REP RADIO - RPRS/RPLCM 1001 - 6056 197.37 User: THERESA Page: 7 Current Date: 10/08/2009 Report: OH_PMT_CLAIMS_BK Current Time: 09:14:02 Vendor Name MID MOUNTAIN COMMUNICATIONS MID MOUNTAIN COMMUNICATIONS MID MOUNTAIN COMMUNICATIONS MME MUNICIPAL MAINTENANCE MOTEL 6 MOTEL 6 MWH LABORATORIES MWH LABORATORIES NELS TAHOE HARDWARE NELS TAHOE HARDWARE NELS TAHOE HARDWARE kn NEVADA BLUE NEVADA BLUE North Tahoe PUD OICORP OICORP OFFICE DEPOT OFFICE DEPOT OFFICE MAX OFFICE MAX OFFICE MAX OFFICE MAX User: THERESA Report: OH_PMT_CLAIMS_BK ent / Proi Name ELECTRICAL SHOP UNDERGROUND REP ELECTRICAL SHOP UNDERGROUND REP PUMPS PUMPS LABORATORY LABORATORY ELECTRICAL SHOP PUMPS HEAVY MAINTENANC PAYMENT OF CLAIMS Page: Deecriotion RADIO - RPRS/RPLCM RADIO- RPRS/RPLCM RADIO- RPRS/RPLCM PIPE /CVRS /MHLS STANDBY ACCOMODA STANDBY ACCOMODA MONITORING MONITORING BUILDINGS WELLS BUILDINGS ENGINEERING OFFICE SUPPLIES ENGINEERING OFFICE SUPPLIES GEN & ADMIN - USFS GRNT ADMIN SUSPENSE LABORATORY LAB SUPPLIES LABORATORY LAB SUPPLIES FINANCE OFFICE SUPPLIES FINANCE OFFICE SUPPLIES ADMINISTRATION OFFICE SUPPLIES CUSTOMER SERVICE OFFICE SUPPLIES ADMINISTRATION OFFICE SUPPLIES CUSTOMER SERVICE OFFICE SUPPLIES Acct# / Proi Cade 1003 - 6056 2001 - 6056 2003 - 6056 1001 -6052 1002 - 6083 2002 - 6083 1007 - 6110 2007 - 6110 1003 -6041 2002 - 6050 2004 - 6041 1029 - 4820 2029 - 4820 1007 - 4760 2007 - 4760 1039 - 4820 2039 - 4820 1021 - 4820 1038 - 4820 2021 - 4820 2038 - 4820 Check Total: Check Total: Check Total: Check Total: Check Total: Check Total: 2000 - 2504 - SMOKEY Check Total: Check Total: Check Total: Current Date: 10/08/2009 Current Time: 09:14:02 Amourt Check Num Tvoe 222.83 122.01 222.82 765.03 AP- 00074001 MW 745.06 745.06 AP- 00074002 MW 210.60 210.59 421.19 AP -00074003 MW 180.00 180.00 360.00 AP- 00074004 MW 3.47 34.99 42.38 80.84 AP -00074005 MW 110.50 110.50 __ 221.00 AP -00074006 MW 6,845.70 6,845.70 AP -00074007 MW 489.37 489.37 978.74 AP -00074008 MW 32.91 32.86 65.77 AP -00074009 MW 26.64 33.20 26.61 37.21 Vendor Name OLD REPUBLIC TITLE CO ONTRAC ONTRAC ONTRAC ONTRAC ONTRAC ONTRAC ONTRAC ONTRAC ONTRAC PAPA Membership PAR6MASTER DIV OF NCH CORP POWERS, TERENCE H POWERS, TERENCE H PRATT, ROGER PRAXAIR 174 PRAXAIR 174 PRAXAIR 174 PRAXAIR 174 PRAXAIR 174 PRO LEISURE PRO LEISURE User: THERESA Report: OH_PMT_CLAIMS_BK PAYMENT OF CLAIMS Desoriotton ENGINEERING - IROQUOIS BSTR ST BSTR STN IROQ Department / Prot Name LABORATORY - LABORATORY - LABORATORY ENGINEERING LABORATORY ENGINEERING ENGINEERING ENGINEERING ENGINEERING DIAMOND VLY RNCH EQUIPMENT REP LABORATORY LABORATORY PUMPS HEAVY MAINT LABORATORY PUMPS LABORATORY ADMINISTRATION ADMINISTRATION ALP CO MTBE CONT IND CRK RES MONT - EFFLUENT EVAL - ANGORA TNK REPI. - TWIN PEAKS BS - SONORA AVE WTRLN - ARSENIC FACILITY POSTAGE EXPENSES POSTAGE EXPENSES POSTAGE EXPENSES REP EXP PUMPS POSTAGE EXPENSES TANK, ANGORA BSTR, TWN PEAKS WTRLN,SNRA/SK RN ARSNC TRTMNT DUES/MEMB /CERT SHOP SUPPLIES TRAVELIMEETINGS TRAVELIMEETINGS CUSTOMER SERVICE - WTR CONS PROG WTR CONS EXPENSE SHOP SUPPLIES SHOP SUPPLIES LAB SUPPLIES SHOP SUPPLIES LAB SUPPLIES INCNTV & RCGNTN INCNTV & RCGNTN Page: 9 Acc$/ Proi Code 2029 - 8967 - IQBSTR 1007 - 4810 - ACMTBE 1007 - 4810 - INDIAN 1007 -4810 1029 - 8676 - EFFLEV 2007 - 4810 2029 - 7064 - ANGOTK 2029 - 7070 - TPBSTR 2029 - 7911 - SONORA 2029 - 8864 - ARSNIC Check Total: 1028-6250 1005 -6071 1007 - 6200 2007 - 6200 2038 - 6660 - WCPROG 1002 - 6071 1004 -6071 1007 - 4760 2002 - 6071 2007 - 4760 1021 - 6621 2021 - 6621 Check Total: Check Total: 131,024.55 AP- 00074011 MW 7.50 13.50 18.75 34.00 245.30 10.00 51.50 6.00 5.50 Check Total: Check Total: Check Total: Check Total: 1.120.00 AP- 00074016 MW 185.36 233.34 57.63 185.36 57.62 Check Total: 719.31 AP- 00074017 MW 4.35 4.35 Check Total: Current Date: 10/08/2009 Current Time: 09:14:02 Amount Check Num Tvoe 123.66 AP- 00074010 MW 131,024.55 392.05 AP-00074012 MW 40.00 40.00 AP-00074013 MW 310.28 310.28 AP- 00074014 MW 61.60 61.60 123.20 AP -00074015 MW 1,120.00 8.70 AP -00074018 MW Vendor Name R.F. MACDONALD COMPANY RASMUSSEN, ALICE ANN RED WING SHOE STORE RED WING SHOE STORE REDWOOD PRINTING RILEY, FRANK ROOTX SAWTOOTH SNOW & ICE LLC SCOnYS HARDWARE SCOITYS HARDWARE SCOTTYS HARDWARE SCOTTYS HARDWARE SCOTTYS HARDWARE SCOTTYS HARDWARE SCOTTYS HARDWARE SCOTTYS HARDWARE SCOTTYS HARDWARE SHERWIN - WILLIAMS SIANO, CHRIS SIEMENS WATER TECHNOLOGIES SIEMENS WATER TECHNOLOGIES User: THERESA Report: OH PMT CLAIMS BK Department / Proi N ame PUMPS CUSTOMER SERVICE DIAMOND VLY RNCH UNDERGROUND REP ENGINEERING - WT METERING PRJ WTR METERING/NEW CUSTOMER SERVICE - WTR CONS PROG WTR CONS EXPENSE UNDERGROUND REP EQUIPMENT REPAIR UNDERGROUND REP ELECTRICAL SHOP DIAMOND VLY RNCH CUSTOMER SERVICE UNDERGROUND REP PUMPS HEAVY MAINTENANC EQUIPMENT REPAIR CUSTOMER SERVICE HEAVY MAINTENANC OPERATIONS LABORATORY LABORATORY PAYMENT OF CLAIMS PUMP STATIONS - WTR CONS PROG WTR CONS EXPENSE SAFETY /EQUIP /PHY SAFETY/EQUIP /PHY PIPE /CVRS /MHLS AUTOMOTIVE SMALL TOOLS SHOP SUPPUES GROUNDS & MNTC SHOP SUPPLIES SMALL TOOLS PUMP STATIONS BUILDINGS AUTOMOTIVE SHOP SUPPLIES BUILDINGS TRAVEL/MEETINGS LAB SUPPLIES LAB SUPPLIES Page: 10 Acct# / Pro' Code 1002 - 6051 2038 - 6660 - WCPROG Check Total: 1028 - 6075 2001 - 6075 2029 - 7078 - METERS Check Total: 2038 - 6660 - WCPROG Check Total: Check Total: Check Total: 1001 - 6052 2005-6011 1001 - 6073 1003 -6071 1028 - 6042 1038 - 6071 2001 - 6073 2002 - 6051 2004 - 6041 2005 -6011 2038 - 6071 2004 - 6041 1006-6200 1 007 - 4760 2007 - 4760 Check Total: Check Total: Check Total: Check Total: Check Total: Current Date: 10/08/2009 Current Time: 09:14:02 Ammo Check Nuns 1,477.83 1,477.83 AP -00074019 MW 1,078.00 1,078.00 AP -00074020 MW 257.90 203.37 Type 461.27 AP -00074021 MW 1,447.44 1,447.44 AP -00074022 MW 840.00 840.00 190.00 190.00 296.00 296.00 10.74 3.57 22.77 6.19 24.75 41.09 20.65 35.09 5.68 76.31 277.15 AP -00074023 MW AP- 00074024 MW AP- 00074025 MW 170.53 AP -00074026 MW 76.31 AP -00074027 MW 277.15 AP- 00074028 MW 140.00 140.00 Vendor Name SIERRA CHEMICAL CO SIERRA FOOTHILL LABORATORY SIERRA NEVADA MEDIA GROUP SIERRA NEVADA MEDIA GROUP SIERRA NEVADA MEDIA GROUP SIERRA NEVADA MEDIA GROUP SIERRA NEVADA MEDIA GROUP SIERRA NEVADA MEDIA GROUP SIERRA NEVADA MEDIA GROUP SIERRA PACIFIC POWER SIER1 PACIFIC POWER SIEFritA PACIFIC POWER m SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS SIERRA SPRINGS User: THERESA Report OH_PMT_CLAIMS BK Department / Proi Name OPERATIONS LABORATORY - IND CRK RES MONT MONITORING EQUIPMENT REP HUMAN RESOURCES ENGINEERING - DVR ER EQUIPMENT REPAIR HUMAN RESOURCES DIO - PR EXP- EXTERNAL ENGINEERING - WT METERING PRJ GEN & ADMIN GEN & ADMIN GEN & ADMIN GEN & ADMIN UNDERGROUND REP PUMPS ELECTRICAL SHOP HEAVY MAINT EQUIPMENT REP OPERATIONS DIAMOND VLY RNCH CUSTOMER SERVICE UNDERGROUND REP PUMPS ELECTRICAL SHOP EQUIPMENT REPAIR CUSTOMER SERVICE PAYMENT OF CLAIMS HYPOCHLORITE AUTOMOTIVE ADS/LGL NOTICES DIAM VLY MP/ER AUTOMOTIVE ADS/LGL NOTICES PUB RELATIONS WTR METERING/NEW ELECTRICITY 1000 - 6330 ST UGHTING EXP 1000 - 6740 ELECTRICITY 2000 - 6330 SAFETY INVENTORY 1000 - 0425 SUPPLIES 1001 - 6520 SUPPLIES 1002 - 6520 SUPPLIES 1003 - 6520 SUPPLIES 1004 - 6520 SUPPLIES 1005 - 6520 SUPPLIES 1006 - 6520 SUPPLIES 1028 - 6520 SUPPLIES 1038 - 6520 SUPPLIES 2001 - 6520 SUPPLIES 2002 - 6520 SUPPLIES 2003 - 6520 SUPPLIES 2005 - 6520 SUPPUES 2038 - 6520 Page: 11 Qtralptisn Accts / Proi Code 1006 -4755 1007 - 6110 - INDIAN Check Total: Check Total: 1005 -6011 1022 - 4930 1029 - 8725 - DVREIR 2005 - 6011 2022 - 4930 2027 - 6620 - PREEXT 2029 - 7078 - METERS Check Total: Check Total: 390.00 32.28 510.21 245.70 32.28 510.20 245.70 169.23 1.745.60 65,854.12 1,380.81 32,373.42 Check Total: 99,608.35 482.40 31.98 2.13 10.66 31.98 10.66 31.98 10.66 10.66 31.98 8.51 10.66 10.66 10.66 Check Total: Current Date: 10/08/2009 Current Time: 09:14:02 Amount Check Num Tvoe 280.00 AP - 00074029 MW 3,878.98 3,878.98 AP 00074030 MW 390.00 AP-00074031 MW AP 00074032 MW AP- 00074033 MW 695.58 AP-00074034 MW Vendor Nae SMITH, ALTON SOUND STRATEGIES /OFC INC. SOUND STRATEGIES/OFC INC. SOUTH SIDE AUTO BODY SOUTH SIDE AUTO BODY SOUTH TAHOE REFUSE SOUTH TAHOE REFUSE SOUTHWEST GAS SOUTHWEST GAS SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & SUBSTITUTE PERSONNEL & TAHOE BASIN CONTAINER SERVICE TAHOE BASIN CONTAINER SERVICE User. THERESA Report: OH_PMT CLAIMS BK Deoartment / Proi Name GEN &ADMIN - T &M UB CASH BRD DIO DIO EQUIPMENT REP EQUIPMENT REPAIR GEN &ADMIN GEN & ADMIN GEN & ADMIN GEN & ADMIN UNDERGROUND REP LABORATORY DIAMOND VLY RNCH CUSTOMER SERVICE UNDERGROUND REP LABORATORY ENGINEERING - ANGORA TNK REPL ENGINEERING - ANGORA TNK REPL ENGINEERING - TWIN PEAKS BS ENGINEERING - SONORA AVE WTRLN ENGINEERING - WTRLN,AL TAHOE ENGINEERING - ARSENIC FACILITY ENGINEERING - WTRLN, TATA CUSTOMER SERVICE CUSTOMER SERVICE - WTR CONS PROG GEN & ADMIN OPERATIONS PAYMENT OF CLAIMS Page: Qescrintion MISC INCOME CONTRACT SERVICE CONTRACT SERVICE AUTOMOTIVE AUTOMOTIVE REFUSE DISPOSAL REFUSE DISPOSAL NATURAL GAS NATURAL GAS CONTRACT SERVICE CONTRACT SERVICE CONTRACT SERVICE CONTRACT SERVICE CONTRACT SERVICE CONTRACT SERVICE TANK, COUNTRY CL TANK, ANGORA BSTR, TWN PEAKS WTRLN,SNRA/SK RN WTLN, AL TAHOE ARSNC TRTMNT WTRLN, TATA LN CONTRACT SERVICE CONTRACT SERVICE REFUSE DISPOSAL SLUDGE DISPOSAL 12 Acct# / Pro! Code 2000 - 3540 - TMCBUB Check Total: 1027 - 4405 2027 - 4405 1005 -6011 2005 - 6011 1000 - 6370 2000 - 6370 1000 - 6350 2000 - 6350 1000 - 6370 1006 - 6652 Check Total: Check Total: Check Total: Check Total: 1001 - 4405 1007 - 4405 1028 - 4405 1038 - 4405 2001 - 4405 2007 - 4405 2029 - 7063 - ANGOTK 2029 - 7064 - ANGOTK 2029 - 7070 - TPBSTR 2029 - 7911 - SONORA 2029 - 8811 - ATWLO8 2029 - 8864 - ARSNIC 2029 - 8866 - TATAWL 2038 - 4405 2038 - 4405 - WCPROG Check Total: Current Date: 10/08/2009 Current Time: 09 :14:02 Amount Check Num Tyne 411.28 411.28 AP- 00074035 49.00 49.00 MW 98.00 AP- 00074036 MW 1,981.48 22.43 2,003.91 AP- 00074037 MW 2,585.24 342.94 2 928.18 AP-00074038 MW 722.07 104.09 826.16 AP -00074039 MW 3,908.80 705.40 2,018.94 745.08 2,347.55 705.41 23.13 23.13 173.47 190.82 5.78 28.92 17.35 4,379.64 1,096.20 16,369.62 AP -00074041 MW 292.50 9,266.50 Vendor Name Tahoe City PUD TAHOE PARADISE CHEVRON TAHOE TRADING POST User: THERESA PAYMENT OF CLAIMS Department / Proi Name Description Acct# / Proi Code Amount Check Num Rig Check Total: 9,559.00 AP -00074042 MW GEN & ADMIN - USFS GRNT ADMIN SUSPENSE Check Total: 38,561.20 AP- 00074043 MW UNDERGROUND REP DIESEL 1001 - 4620 49.73 Check Total: 49.73 AP- 00074044 MW UNDERGROUND REP SAFETY/EQUIP/PHY 1001 - 6075 440.21 TAHOE TRADING POST HEAVY MAINT SHOP SUPPLIES 1004 - 6071 9.24 Check Total: 449.45 AP -00074045 MW TAHOE VALLEY ELECTRIC SUPPLY ELECTRICAL SHOP SHOP SUPPLIES 1003 - 6071 190.86 Check Total: 190.86 AP- 00074046 MW TRAN, XUAN - PHUONG GEN & ADMIN - T &M UB CASH BRD MISC INCOME 2000 - 3540 - TMCBUB 670.62 Check Total: 670.62 AP- 00074047 MW TRPA ENGINEERING - ECHO TANK REPL TANK, ECHO 2029 - 8809 - ECHOTK 602.00 Check Total: 602,00 AP- 00074048 MW U S BANK CORPORATE UNDERGROUND REP OFFICE SUPPLIES 1001 - 4820 39.13 U S TANK CORPORATE UNDERGROUND REP PIPE/CVRSIMHLS 1001 - 6052 10.00 U S ElANK CORPORATE UNDERGROUND REP TRAVEL/MEETINGS 1001 - 6200 26.25 U S BANK CORPORATE ELECTRICAL SHOP OFFICE SUPPUES 1003 - 4820 105.91 U S BANK CORPORATE HEAVY MAINT SHOP SUPPLIES 1004 - 6071 828.30 U S BANK CORPORATE HEAVY MAINT TRAVEL/MEETINGS 1004 - 6200 262.60 U S BANK CORPORATE EQUIPMENT REP TRAVEL/MEETINGS 1005 - 6200 23.24 U S BANK CORPORATE OPERATIONS OFFICE SUPPLIES 1006 - 4820 119.56 U S BANK CORPORATE OPERATIONS TRAVEUMEETINGS 1006 - 6200 32.15 U S BANK CORPORATE LABORATORY LAB SUPPLIES 1007 - 4760 233.87 U S BANK CORPORATE LABORATORY OFFICE SUPPLIES 1007 - 4820 10.86 U S BANK CORPORATE LABORATORY TRAVEUMEETINGS 1007 - 6200 98.67 U S BANK CORPORATE BOARD OF DIR TRAVEL/MEETINGS 1019 - 6200 165.00 U S BANK CORPORATE ADMINISTRATION TRAVEL/MEETINGS 1021 - 6200 55.00 U S BANK CORPORATE HUMAN RESOURCES ADS/LGL NOTICES 1022 - 4930 612.50 U S BANK CORPORATE HUMAN RESOURCES SAFETY /EQUIP/PHY 1022 - 6075 16.06 U S BANK CORPORATE HUMAN RESOURCES TRAVEUMEETINGS 1022 - 6200 24.50 U S BANK CORPORATE HUMAN RESOURCES DUES/MEMB/CERT 1022 - 6250 75.00 200D - 2504 - SMOKEY 38,561.20 Page: 13 Current Date: 10/08/2009 Report: OH_PMT_CLAIMS_BK Current Time: 09:14:02 Vendor Name U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S TANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U $ BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE User: THERESA Report: OH_PMT CLAIMS_BKK Department / Prol Name HUMAN RESOURCES DIO - PR EXP- EXTERNAL DIAMOND VLY RNCH DIAMOND VLY RNCH DIAMOND VLY RNCH ENGINEERING ENGINEERING ENGINEERING ENGINEERING - DVR EIR INFORMATION SYS CUSTOMER SERVICE CUSTOMER SERVICE CUSTOMER SERVICE FINANCE FINANCE FINANCE UNDERGROUND REP PUMPS EQUIPMENT REPAIR LABORATORY LABORATORY LABORATORY BOARD OF DIR ADMINISTRATION HUMAN RESOURCES HUMAN RESOURCES HUMAN RESOURCES HUMAN RESOURCES HUMAN RESOURCES DIO DIO - PR EXP - EXTERNAL ENGINEERING PAYMENT OF CLAIMS Description PERSONNEL EXPENS PUB RELATIONS GROUNDS & MNTC TRAVEUMEETINGS TELEPHONE OFFICE SUPPLIES TRAVEL/MEETINGS SUPPLIES DIAM VLY MP /EIR TRAVEL/MEETINGS OFFICE SUPPUES SMALL TOOLS TRAVEL/MEETINGS OFFICE SUPPLIES SUBSCRIPTIONS TRAVEUMEETINGS DUES/MEMB /CERT WELLS TRAVEUMEETINGS LAB SUPPLIES OFFICE SUPPLIES TRAVEL/MEETINGS TRAVEUMEETINGS TRAVEL/MEETINGS ADS/LGL NOTICES SAFETY /EQUIP/PHY TRAVEUMEETINGS DUES/MEMB /CERT PERSONNEL EXPENS TRAVEL/MEETINGS PUB RELATIONS OFFICE SUPPLIES Page: 14 Acct# / Proi Code 1022 - 6670 1027 -6620 PREEXT 1028 - 6042 1028 - 6200 1028 -6310 1029 - 4820 1029 - 6200 1029 - 6520 1029 - 8725 - DVREIR 1037 - 6200 1038 - 4820 1038 - 6073 1038 - 6200 1039 - 4820 1039 - 4830 1039 - 6200 2001 - 6250 2002 - 6050 2005 - 6200 2007 - 4760 2007 - 4820 2007 - 6200 . 2019 - 6200 2021 - 6200 2022 - 4930 2022 - 6075 2022 - 6200 2022 - 6250 2022 - 6670 2027 - 6200 2027 - 6620 - PREEXT 2029 - 4820 Current Date: 10/08/2009 Current Time: 09:14:02 Amount 20.28 28.64 111.60 75.70 59.99 21.46 92.44 14.88 101.61 154.00 8.62 149.00 137.52 35.46 225.00 643.90 70.00 293.00 23.24 233.86 10.86 98.66 790.00 133.41 612.50 16.06 24.50 75.00 20.27 386.70 69.09 21.45 Check Num Type Vendor Name U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE U S BANK CORPORATE UNITED LABORATORIES UNITED LABORATORIES UTILITY SERVICES ASSOC LLC VER%0N N WEDCO INC WENZL, ALEXANDRA WESTERN ENERGETIX INC WESTERN ENERGETIX INC WESTERN ENERGETIX INC WESTERN ENVIRONMENTAL WESTERN NEVADA SUPPLY WESTERN NEVADA SUPPLY WESTERN NEVADA SUPPLY WESTERN NEVADA SUPPLY WESTERN NEVADA SUPPLY User: THERESA Report: OH_PMT CLAIMS_BK Deoartment / Prof Name ENGINEERING ENGINEERING INFORMATION SYS CUSTOMER SERVICE CUSTOMER SERVICE CUSTOMER SERVICE FINANCE FINANCE FINANCE UNDERGROUND REP PUMPS UNDERGROUND REP DIAMOND VLY RNCH ELECTRICAL SHOP GEN &ADMIN GEN & ADMIN PUMPS LABORATORY UNDERGROUND REP UNDERGROUND REP GEN & ADMIN GEN & ADMIN GEN & ADMIN PAYMENT OF CLAIMS Description TRAVEL/MEETINGS SUPPLIES TRAVEL/MEETINGS OFFICE SUPPLIES TRAVEL/MEETINGS - WTR CONS PROG WTR CONS EXPENSE OFFICE SUPPLIES SUBSCRIPTIONS TRAVEUMEETINGS PIPE/CVRS/MHLS PUMP STATIONS CONTRACT SERVICE TELEPHONE PUMP STATIONS CUSTOMER SERVICE - WTR CONS PROG WTR CONS EXPENSE GASOLINE INV DIESEL INVENTORY OIL & LUBE MONITORING PIPE /CVRS /MHLS SHOP SUPPLIES BOXES/LIDS /INV VALVES INVENTORY COUPLINGS INV Acct# / Prol Code 2029 - 6200 2029 - 6520 2037 - 6200 2038 - 4820 2038 - 6200 2038 - 6660 - WCPROG 2039 - 4820 2039 - 4830 2039 - 6200 1001 - 6052 2002 - 6051 2001 - 4405 1028 -6310 1003 -6051 1001 - 6052 1001 - 6071 2000 - 0403 2000 - 0404 2000 - 0405 Check Total: Check Total: Chedk Total: Check Total: Check Total: Check Total: Check Total: Page: 15 Current Date: 10/08/2009 Current Time: 09:14:02 Amma Check Num I'm 92.43 14.88 154.00 8.61 137.52 41.73 35.45 225.00 643.88 8,850.80 AP- 00074051 MW 917.41 706.68 1.624.09 AP- 00074052 MW 5,283.00 5,283.00 AP- 00074053 MW 40.77 40.77 AP -00074054 MW 48.43 48.43 AP- 00074055 MW 2038 - 6660 - WCPROG Check Total: 850.00 AP -00074056 MW 1000 - 0415 4,654.02 1000 - 0416 7,429.28 1002 - 4630 221.42 12,304.72 AP -00074057 MW 1007 - 6110 80.00 850.00 80.00 AP- 00074058 MW 89.23 553.22 994.35 1,908.55 2,322.38 Vondor Name WESTERN NEVADA SUPPLY WILSON, PATRICK XEROX CORP User: THERESA Report: OH_PMT_CLAIMS_BK PAYMENT OF CLANS NREAmsnupissmms RstagdmIan Acct# / Prol Cock! Amount Check Num Woe UNDERGROUND REP PIPE/CVRS/MHLS 2001 - 6052 1,223.24 Check Total: 7,090.97 AP-00074059 MW ENGINEERING - TWIN PEAKS BS BSTR, TWN PEAKS 2029 - 7070 - TPBSTR 68.75 Check Total: 68.76 AP-00074060 MW UNDERGROUND REP OFFICE SUPPLIES 1001 - 4820 26.77 Check Total: 26.77 AP-00074061 MW Grand Total: 789,992.81 Page: 16 Current Date: 10/08/2009 Current Time: 09:14:02 Cven"I Manager Rkhard H. 5ol" 10'ah En* CWudb 5 ou th .mans F. „i~ F uMIG Utility Pirotrict� &a • pl- BOARD AGENDA ITEM 15a TO: Board of Directors FROM: Richard H. Solbrig, General Manager MEETING DATE: October 15, 2009 ITEM — PROJECT: Conference with Legal Counsel — Existing Litigation REQUESTED BOARD ACTION: Direct staff. DISCUSSION: Pursuant to Section 54956.9(a) of the California Government Code, Closed Session may be held for conference with legal counsel regarding existing litigation: Meyers Landfill Site - United States of America vs. El Dorado County and City of South Lake Tahoe and Third Party Defendants, Civil Action No. S -01 -1520 LKK GGH, United States District Court for the Eastern District of California. SCHEDULE: COSTS: ACCOUNT NO: BUDGETED AMOUNT REMAINING: ATTACHMENTS: CONCURRENCE WITH REQUESTED ACTION: GENERAL MANAGER: YES CHIEF FINANCIAL OFFICER: YES NO m CATEGORY: Sewer -145- BOARD AGENDA ITEM 15b TO: Board of Directors FROM: Richard Solbrig, General Manager MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Conference with Legal Counsel — Existing Litigation REQUESTED BOARD ACTION: Direct staff. DISCUSSION: Pursuant to Section 54956.9(a) of the California Government code, Closed Session may be held for conference with legal counsel regarding existing litigation: Tahoe Asphalt, Inc., and Tahoe Asphalt Materials Company, LLC, vs. South Tahoe Public Utility District, Civil Action No. SC20090104, Superior Court, County of El Dorado, State of California. SCHEDULE: COSTS: ACCOUNT NO: BUDGETED AMOUNT REMAINING: ATTACHMENTS: CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Water GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -147- O&W ma"A r KichArd H. Sol" bouth e aawtv *00 �. jo w �1' UN �sb�r Pub U Dietrict BOARD AGENDA ITEM 15b TO: Board of Directors FROM: Richard Solbrig, General Manager MEETING DATE: October 15, 2009 ITEM — PROJECT NAME: Conference with Legal Counsel — Existing Litigation REQUESTED BOARD ACTION: Direct staff. DISCUSSION: Pursuant to Section 54956.9(a) of the California Government code, Closed Session may be held for conference with legal counsel regarding existing litigation: Tahoe Asphalt, Inc., and Tahoe Asphalt Materials Company, LLC, vs. South Tahoe Public Utility District, Civil Action No. SC20090104, Superior Court, County of El Dorado, State of California. SCHEDULE: COSTS: ACCOUNT NO: BUDGETED AMOUNT REMAINING: ATTACHMENTS: CONCURRENCE WITH REQUESTED ACTION: CATEGORY: Water GENERAL MANAGER: YES NO CHIEF FINANCIAL OFFICER: YES NO -147-