HomeMy WebLinkAboutMETROPOLITAN WATER DISTRICT OF SOUTHERN CALIFORNIA (11) N-2008-'1'16-02
INSURANCE NOT REQUIRED
WOM MAY PROCEED
CITY CLERK
DATE; MAY 14 2025 THIRD AMENDMENT
FY 2025-2035
- �O��t� (; $� WATER CONSERVATION FUNDING AGREEMENT NO. 91623
BETWEEN
THE METROPOLITAN WATER DISTRICT OF SOUTHERN CALIFORNIA
AND
CITY OF SANTA ANA
This amendment to Agreement No. 91623, hereinafter referred to as Third Amendment,
is between The Metropolitan Water District of Southern California, a public agency of the State
of California, organized and existing under The Metropolitan Water District Act of the State of
California, hereinafter referred to as Metropolitan, and City of Santa Ana, a member agency of
Metropolitan, hereinafter referred to as City of Santa Ana. Metropolitan and City of Santa Ana
may be collectively referred to as "Parties" and individually as "Party."
Recitals
A. There is now in effect between the Parties a Water Conservation Funding Agreement
dated October 22,2008, as amended by the First Amendment, and as amended by the Second
Amendment, hereinafter referred to as Agreement.
B. The Parties desire to amend the Agreement with this Third Amendment to extend the
term of the Agreement from June 30, 2025, to June 30, 2035, subject to annual budget approval
by Metropolitan's Board of Directors.
C. The Parties also desire to update the project description, agreement administrators, and
notice requirements.
NOW, THEREFORE, in consideration of the mutual covenants contained in the
Agreement, including all previous amendments to the Agreement and this Third Amendment, the
Parties agree as follows:
Terms of Agreement
1. The following sections in the Agreement are hereby amended and shall now read as
follows:
a. "Section 1: Project Description
This Agreement encompasses multiple conservation programs which provide
incentives to consumers and may subsidize City of Santa Ana's non-regional
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programs. Addenda to this Agreement will be issued for changes involving Board
approved items, grant funding, and changes to incentive programs including
funding and.i:ncentive levels."
b. "2.1 This Agreement will be effective on October 22,2008, or upon execution .
of this Agreement by all Parties, whichever is later, and shall'terminate on June 30.,
2035 (Term). Continuance of this Agreement will be subject to annual budget
approval by Metropolitan's Board,in its sole discretion.This Agreement will
immediately terminate if Metropolitan's Board does not fund the Program."
c. "3.1 Mr. Marcelo AIvarez is appointed Agreement Administrator for
Metropolitan for the purpose of administering this Agreement and making any
decisions in connection therewith on behalf of Metropolitan. Cesar E. Barrera is
appointed Agreement Administrator for City of Santa Ana for the purpose of
administering this Agreement and malting any decisions in connection therewith on
behalf of City of Santa Ana. The designated Agreement Administrators may be
changed by providing written notice to the other Party as outlined in Section 4."
d. "4.1 Any communication required to administer this Agreement shall be in
writing and will be deemed received upon personal delivery or 48 hours after deposit
in any United States mail depository, first class postage prepaid, and addressed to the
Party for whom intended, as follows:
If to Metropolitan: The Metropolitan Water District of Southern California
Post Office Box 54153
Los Angeles, CA 90054-0153
Attention: Mr.Marcelo Alvarez
If to Member Agency: City of Santa Ana
20 Civic Center Plaza
Santa Ana, CA 92702
Attention: Cesar E.Barrera
With Copy to; City Clerk
City of Santa Ana
20 Civic Center Plaza(M-30)
P.O.Box 1988
Santa Ana,CA 92702-1988
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»ither Parry may change such address by giving notice to the other Party as
provided Herein."
e. . "6.1 Incentives are generally limited by Board policy to $195 per acre-foot of
water saved,up to the full cost of the device. If at any time during this Agreement
Metropolitan determines that the cost of any particular device falls .below the
incentive level;Metropolitan shall adjust the incentive accordingly per Board policy.
Metropolitan Board approval is required for any specified incentives at a rate higher
than $195 per acre-foot of water saved."
f. 4c6.4 If Metropolitan secures additional funding from outside sources for one or
more items, an addendum will be issued from Metropolitan. Metropolitan will notify
City of Santa Ana of outside funding status and should outside funding run out,
Metropolitan's funding commitment will revert to the current Board approved
amount. Metropolitan may issue allocations or deploy other administrative actions to
ensure that grant limits are not overspent. The funding amounts listed on Exhibit A
are subject to being modified from time to time via addenda. City of Santa Ana shall
be responsible for all costs in excess of those listed on Exhibit A of the Addenda."
g. "8.1 City of Santa Ana shall provide Metropolitan invoices for all items
installed, distributed,vouchered and/or rebated by City of Santa Ana or its agent as
required and outlined in the applicable addendum."
h. "9.2 Metropolitan and City of Santa Ana agree to provide access to their and their
authorized representatives' books, documents,papers, computer files and records that
are directly pertinent to this Agreement for the purpose of making Program
evaluation, audit, examination, excerpts, and transcriptions. Metropolitan and City of
Santa Ana will retain all required records for applications or worlc performed by the
City of Santa Ana for a period beginning on the date the incentive is first awarded for
a given application and respective project and ending seven years later."
2. The following Sections in the Agreement are hereby deleted in their entirety: 5.7,6.2,
7.1, 7.2, 7.3, 10.1, 10.2, 10.3, 10.4, 10.5, and 10.6.
3. The word"addenduins" is hereby replaced by the word "addenda"throughout the entire
Agreement.
4, This Third Amendment modifies the Agreement only as expressly set forth above, This
Third Amendment does not further modify, alter, or amend the Agreement in any other way
whatsoever. All other Agreement terms and conditions not expressly set forth above remain
unchanged.
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5, The Parties hereto irrevocably stipulate and agree that they have each received adequate .
and independent consideration for the performance of the obligations they have undertaken
pursuant to this Third Amendment.
6. The persons executing this Third Amendment on behalf of the Parties here warrant that
(i) such Party is duly organized and existing,(ii)they are duly authorized to execute and deliver
this Third Amendment on behalf o. .f said Party, (iii) by so executing this Third Amendment such
Party is formally bound to the provisions of this Third Amendment, and(iv)the entering into this
Third Amendment does not violate any provision of any other Agreement to which said Party is
bound.
[SIGNATURES ON FOLLOWING PAGES]
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IN WITNESS WHEREOF,the Parties hereto have executed this Third Amendment on the date
and year last written below (Effective Date).
CITY OF SANTA ANA THE METROPOLITAN WATER DISTRICT
OF SOUTHERN CALIFORNIA
Deven N. Upadhyay.
General Manager
By
Deven N.Upadhyay
General Manager
Date
APPROVED AS TO FORM:
Marcia L. Scully
General Counsel
By
Alondra Espinosa
Deputy General Counsel
Date
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ATTEST: CITY OF SANTA ANA
Date: Date:
Jennifer Hall Alvaro Nuhez
City Cleric City Manager
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
By:
Date:
Kyle Nellesen
Assistant City Attorney
RECOMMENDED FOR APPROVAL:
Date:
Nabil Saba
Executive Director
Public Works Agency
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ATTEST: CITY OF SANT ANA
Jennifer Hall } Alvaro Nunez
City Clerk City Manager
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
By:Date: �� 2c
J
Kyle Nellesen
Assistant City Attorney
RECOMMENDED FOR APPROVAL:
Date: r f?rJ2 �✓-�
Nabil Saba
Executive Director
Public Works Agency
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