THIRD AMENDMENT
FY 2025-2035
WATER CONSERVATION FUNDING AGREEMENT NO. 75353
BETWEEN
THE METROPOLITAN WATER DISTR1CT OF SOUTHERN CALIFORNIA
AND
THE CITY OF BURBANK
This amendment to Agreement No. 75353, 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 Burbank, a member agency of Metropolitan, hereinafter referred to as City of Burbank. Metropolitan and City of Burbank 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 May 12, 2006, 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 Burbank's non-regional Attachment 4
programs. Addenda to this Agreement will be issued for changes involving Board approved items, grant funding, and changes to incentive programs including funding and incentive levels."
b. "2.1 This Agreement will be effective on May 12, 2006, 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 Alvarez is appointed Agreement Administrator for Metropolitan for the purpose of administering this Agreement and making any decisions in connection therewith on behalf of Metropolitan. Amy Tremmel is appointed Agreement Administrator for City of Burbank for the purpose of administering this Agreement and making any decisions in connection therewith on behalf of City of Burbank. 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: The City of Burbank
P.O. Box 631
Burbank, CA 91503
Attention: Amy Tremmel,
Administrative Analyst II
Either Party may change such address by giving notice to the other Party as provided herein."
2 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. "6.4 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 Burbank of outside funding status and should outside funding run out, Metropolitan's funding commitment will reve11 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 Burbank shall be responsible for all costs in excess of those listed on Exhibit A of the Addenda." g. "8.1 City of Burbank shall provide Metropolitan invoices for all items installed, distributed, vouchered and/or rebated by City of Burbank or its agent as required and outlined in the applicable addendum."
h. "9.2 Metropolitan and City of Burbank 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 Burbank will retain all required records for applications or work performed by the City of Burbank 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 "addendums" 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 fo11h above remain unchanged.
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.
3 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 of 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 FOLLOWI NG PAGE]
4 IN WITNESS WHEREOF, the Parties hereto have executed this Third Amendment on the date and year last written below (Effective Date).
CITY OF BURBANK
B
Mandip Samra
General Manager
Date
APPROVED AS TO FORM:
Joseph McDougall
City Attorney
B
Kane Thuyen
Senior Assistant City Attorney
Date
5 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
B
Alondra Espinosa
Deputy General Counsel
Date