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WHEREAS, the Participating Agencies share many water supply characteristics,
<br />including water sources, regional water management agencies, location, climate history,
<br />and demographics; and
<br />WHEREAS, the Participating Agencies and MWDOC desire to cooperate with each
<br />other to obtain economies of scale and thereby reduce preparation costs for each of the
<br />Participating Agencies in conducting RRAs and subsequently preparing or updating an ERP
<br />in response to AWIA requirements; and
<br />WHEREAS, MWDOC and the Participating Agencies have jointly prepared and agreed
<br />to a Scope of Work that was incorporated into a Request for Proposals for AWIA Compliance
<br />Crosswalks, Risk and Resilience Assessments, and Emergency Response Plans for Orange
<br />County Water Utilities, issued Wednesday, May 15, 2019 ("RFP") and HSG, LLC, dba
<br />Herndon Solutions Group ("HSG" or "Consultant") was chosen as the successful consultant
<br />to prepare each Participating Agency's AWIA Compliance Crosswalk, RRA and ERP; and
<br />WHEREAS, Consultant has been retained for three separate and distinct phases of
<br />work under the RFP; Phase I, Design and Completion of AWIA Compliance Crosswalks for
<br />each of the Participating Agencies; Phase 11, conducting RRAs based on AWIA requirements,
<br />the Participating Agency's Specific AWIA Compliance Crosswalk and other materials
<br />provided by Participating Agencies; and Phase III, updating or creating an ERP for each of
<br />the Participating Agencies based on AWIA requirements, the Agency's current ERP, the
<br />Agency Specific AWIA Compliance Crosswalk, the Agency Specific RRA, and other materials
<br />provided by Participating Agencies; and
<br />WHEREAS, Phase I is in the process of being completed under a separate
<br />arrangement for MWDOC and Participating Agencies, and the scope of work for Phases II
<br />and III will be finalized based on the results of Phase I and execution of this Agreement; and
<br />WHEREAS, MWDOC and its staff are willing to coordinate this process, including the
<br />preparation and administration of a professional services agreement with the selected
<br />consultant; and the administration of the cost sharing provisions of this Agreement;
<br />NOW, THEREFORE, in consideration of the payment of money as set forth below
<br />and the mutual promises of the Parties hereto, it is agreed:
<br />1. Engagement of Consultant and Administration of Consultant Agreement
<br />MWDOC has executed a professional services agreement for the work identified in
<br />the response to the Request for Proposals by HSG for purposes of Phases I, II and III
<br />of the RFP ("Consultant Agreement"), and this Agreement is necessary to budget the
<br />scope of services for each Participating Agency for Phases II and III along with other
<br />MWDOC costs, attached as Exhibit A. MWDOC has amended its standard
<br />professional services agreement form for the Consultant Agreement and required
<br />appropriate types and limits of insurance coverage. Each CGL policy shall identify
<br />MWDOC, the Participating Agencies, and their directors, officers, agents, employees,
<br />attorneys, consultants and volunteers as additional insureds, or be endorsed to
<br />identify these parties as additional insureds using a form acceptable to MWDOC. The
<br />Consultant Agreement requires the consultant's insurer(s) to waive all rights of
<br />subrogation against MWDOC, the Participating Agencies, and their directors, officers,
<br />agents, employees, attorneys, consultants and volunteers. The Consultant Agreement
<br />25C-4
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