1 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
CITY OF CHULA VISTA
CONSULTANT SERVICES AGREEMENT
WITH OTAY WATER DISTRICT
TO PROVIDE WATER CONSUMPTION DATA AND SEWER BILLING SERVICES
This Agreement is entered into effective as of June 16, 2026 (“Effective Date”) by and between the City of Chula Vista, a chartered municipal corporation (“City”) and OTAY WATER DISTRICT, a public entity established pursuant California Water Code Sectio n 71000 et seq. (“Consultant”) (collectively, the “Parties” and, individually, a “Party”) with reference to the following facts:
RECITALS
WHEREAS, the City is responsible for administering its wastewater service program in a manner that ensures accurate calculation of sewer service charges, proper revenue collection, and reliable customer service for parcels connected to the City’s wastewater system (“Customer”); and
WHEREAS, the rates for the City’s sewer service fees are structured, in part, on the basis of a customer’s metered water use and certain assumptions regarding the volume of water returned to the sewer system; and
WHEREAS, Consultant provides water service to parcels located within Consultant’s jurisdictional boundaries; and
WHEREAS, the City desires services related to (1) the timely and accurate reporting of water consumption data and (2) the calculation of customer’s sewer service fees based on a formula provided by the City, for all parcels served by Consultant within the jurisdictional boundaries of the City; and
WHEREAS, the City desires that Consultant (1) provide sewer billi ng services for all parcels served by Consultant within the jurisdictional boundaries of the City and (2) remit those sewer service fees billed to the City on behalf of its customes; and
WHEREAS, Consultant was selected based on its unique positioning and capabilities as the water service provider for City’s customers within Consultant’s jurisditional boundaries, and its exclusive access to the metered water consumption data of those customers that is desired to calculate and administer sewer service charg es, and its existing role in performing sewer billing, reporting, and related customer service functions on behalf of the City; and
WHEREAS, Consultant was awarded this contract on a sole‑ source basis pursuant to the authority granted under Chula Vista Municipal Code Section 2.56.070(B)(4); and
WHEREAS, Consultant warrants and represents that it is experienced and staffed in a manner such that it can deliver the services required of Consultant to City in accordance with the time frames and the terms and conditions of this Agreement.
[End of Recitals. Next Page Starts Obligatory Provisions.] 2 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
OBLIGATORY PROVISIONS
NOW, THEREFORE, in consideration of the above recitals, the covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which the Parties hereby acknowledge, City and Consultant hereby agree as follows:
1. SERVICES
1.1 Required Services. Consultant agrees to perform the services, and deliver to City the “Deliverables” (if any) described in the attached Exhibit A, incorporated into the Agr eement by this reference, within the time frames set forth therein, time being of the essence for this Agreement. The services and/or Deliverables described in Exhibit A shall be referred to herein as the “Required Services.”
1.2 Reductions in Scope of Work. City may independently, or upon request from Consultant, from time to time, reduce the Required Services to be performed by the Consultant under this Agreement. Upon doing so, City and Consultant agree to meet and confer in good faith for the purpose of negotiating a corresponding reduction in the compensation associated with the reduction.
1.3 Additional Services. Subject to compliance with the City’s Charter, codes, policies, procedures and ordinances governing procurement and purchasing authority, City may request Consultant provide additional services related to the Required Services (“Additional Services”). If so, City and Consultant agree to meet and confer in good faith for the purpose of negotiating an amendment to Exhibit A, to add the Additional Services. Unless otherwise agreed, compensation for the Additional Services shall be charged and paid consistent with the rates and terms already provided therein. Once added to Exhibit A, “Additional Services” shall also become “Required Services” for purposes of this Agreement.
1.4 Standard of Care. Consultant expressly warrants and agrees that any and all Required Services hereunder shall be performed in accordance with the highest standard of care exercised by members of the profession currently practicing under similar conditions and in similar jurisdictions. The Parties agree that the standard of care will be based on the general accounting principles used for a special district in the State of California.
1.5 No Waiver of Standard of Care . Where approval by City is required, it is understood to be conceptual approval only and does not relieve the Consultant of responsibility for complying with all laws, codes, industry standards, and liability for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or th e willful misconduct of the Consultant or its subcontractors.
1.6 Security for Performance . As noted in Exhibit A , Section 5, City does not require additional security for performance of its duties under this Agreement.
3 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
1.7 Compliance with Laws. In its performance of the Required Services, Consultant shall comply with any and all applicable federal, state and local laws, including the Chula Vista Municipal Code.
1.8 Business License. City acknowledges that Consultant, a public entity in California, is not required to acquire a business license from City.
1.9 Subcontractors. City acknowledges and agrees that Consultant has the discretion to select and oversee the work performed by subcontractors. Consultant agrees that subcontractors will comply with all applicable laws, regulations, ordinances, and policies, whether federal, state, or local. Consultant shall ensure that each and every subcontractor carries out the Consultant’s responsibilities as set forth in this Agreement.
1.10 Term. This Agreement shall commence on the earlier to occur of the Effective Date or Consultant’s commencement of the Required Services hereunder, and shall terminate, subject to Sections 6.1 and 6.2 of this Agreement, when the Parties have complied with all their obligations hereunder.
2. COMPENSATION
2.1 General. For satisfactory performance of the Required Services, City agrees to compensate Consultant in the amount(s) and on the terms set forth in Exhibit A, Section 4.
Standard terms for billing and payment are set forth in this Section 2.
2.2 Detailed Invoicing. Invoicing requirements specified in Exhibit A, section 2.
2.3 Payment to Consultant.
Consultant must deduct from each remittance to City of billed Sewer service charge fees its administrative fee that is charged per account (the “Service Fee”). The Service Fee will be calculated for the accounts wh ere Consultant provides water consumption data and billing services within the jurisdictional boundaries of the City . The Service Fee compensates Consultant for the costs to provide such data and perform sewer billing services for the City.
2.4 Exclusions. City shall not be responsible for payment to Consultant for any fees or costs in excess of any agreed upon budget, rate or other maximum amount(s) provided for in Exhibit A. City shall also not be responsible for any cost: (a) incurred prior to the Effective Date; or (b) arising out of or related to the errors, omissions, negligence or acts of willful misconduct of Consultant, its agents, employees, or subcontractors.
2.5 Payment Not Final Approval . Consultant understands and agrees that City’s acceptance of payment by Consultant does not constitute a final decision by City that such payment represents the total amount due to City for a month, and does not constitute a waiver of any violation by Consultant of the terms of this Agreement. If City determines that City is entitled to receive compensation in addition to that already paid, City will notify Consultant in 4 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
writing and Consultant must promptly, but no later than 30 days from the written notice, remit all additional amounts owed pursuant to Section 2.2 above.
2.6 Annual Service Fee Adjustment. The Service fees under this agreement may be subject to an annual adjustment based on the Consumer Price Index (CPI). Effective July 1 of each calendar year, collection service fees may increase by a rate equal to the change, year over year, in the CPI as published by the U.S. Bureau of Labor Stat istics for Price Index for All Urban Consumers (CPI -U) San Diego. The applicable CPI shall be based on the 12 -month percent index change published in December of each calendar year, preceding the adjustment.
3. INSURANCE
3.1 Required Insurance . Consultant must procure and maintain, during the period of performance of Required Services under this Agreement, and for twelve months after completion of Required Services, the policies of insurance described on the attached Exhibit B, incorporated into the Agreement by this reference (the “Required Insurance”).
3.2 Self-Insurance. Consultant represents, and City acknowledges, that Consultant is a member of the Association of California Water Agencies Joi nt Powers Insurance Authority (ACWA JPIA) , a joint powers authority between special districts that self -insures with an applicable memorandum of coverage that is attached as Exhibit E. Otay Water District represents that it has no other separate policy of insurance. City acknowledges that Consultant’s evidence of self-insurance fulfills City’s coverage requirements.
3.3 Subcontractors. Consultant must include all sub -consultants/sub-contractors as insureds under its self-insurance representation and/or furnish separate certificates and endorsements demonstrating separate coverage for those not under its policies. Any separate coverage for sub -consultants must also comply with the requirements of Exhibit B to this Agreement.
4. INDEMNIFICATION
4.1. General. To the maximum extent allowed by law, each Party shall timely and fully protect, defend, reimburse, indemnify and hold the other harmless, including any elected and appointed officers, agents, employees and volunteers (collectively, “Indemnified Parties”), from and against any and all claims, demands, causes of action, costs, expenses, (including reasonable attorneys’ fees and court costs), liability, loss , damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, negligence, or willful misconduct of either Party, their officials, officers, employees, agents , and contractors, arising out of or in connection with the performance of the Required Services, the results of such performance, or this Agreement. This indemnity provision does not include any claims, damages, liability, costs and expenses arising from the sole negligence or willful misconduct of the Indemnified Parties. Also covered is liability arising from, connected with, caused by or claimed to be caused by the active or passive negligent acts or omissions of the Indemnified Parties which may be in combination 5 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
with the active or passive negligent acts or omissions of the Consultant, its employees, agents or officers, or any third party.
D4.2 Costs of Defense and Award. Included in the Parties’ obligations under this Section 4 are the Parties’ obligation to defend, at their own cost, expense and risk, and with counsel approved in writing by City, any and all suits, actions or other legal proceedings that may be brought or instituted against one or more of the Indemnified Parties. Subject to the limitations in this Section 4, Consultant shall pay and satisfy any judgment, award or decree that may be rendered against one or more of the Indemnified Parties for any and all related legal expenses and costs incurred by any of them.
4.3. Consultant’s Obligations Not Limited or Modified. The Parties’ obligations under this Section 4 shall not be limited to insurance proceeds, if any, received by the Indemnified Parties, or by any prior or subsequent declaration by the Parties. Furthermore, the Parties’ obligations under this Section 4 shall in no way limit, modify or excuse any of the Parties’ other obligations or duties under this Agreement.
4.4 Survival. Consultant’s obligations under this Section 4 shall survive the termination of this Agreement.
5. CONFLICTS OF INTEREST
5.1 Form 700 Filing. The California Political Reform Act and the Chula Vista Conflict of Interest Code require certain government officials and consultants performing work for government agencies to publicly disclose certain of their personal assets and income using a Statement of Economic Interests form (Form 700). In order to assure compliance with these requirements, Consultant shall comply with the disclosure requirements —if any—identified in the attached Exhibit C, incorporated into the Agreement by this reference.
5.2 Disclosures; Prohibited Interests. Independent of whether Consultant is required to file a Form 700, Consultant warrants and represents that it has disclosed to City any economic interests held by Consultant, or its employees or subcontractors who will b e performing the Required Services, in any real property or project which is the subject of this Agreement.
Consultant warrants and represents that it has not employed or retained any company or person, other than a bona fide employee or approved subcontr actor working solely for Consultant, to solicit or secure this Agreement. Consultant warrants and represents that it has not paid or agreed to pay any company or person, other than a bona fide employee or approved subcontractor working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further warrants and represents that to its knowledge no officer or employee of City, has any interest, whether contractual, non -contractual, financial or otherwise, in this transaction, the proceeds hereof, or in the business of Consultant or Consultant’s subcontractors. City and Consultant further agrees to notify one another in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. In the event that either the City or Consultant become aware of any City employee having any interest, whether contractual, non -contractual, financial, or otherwise in this 6 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
transaction they will immediately advise one another that they have become aware of such interest. The parties further agree in the event that a conflict of interest is identified, the contract may be subject to recission.
5.3 Levine Act. California Government Code section 84308, commonly known as the Levine Act, prohibits public agency officers from participati ng in any action related to a contract if such officer receives political contributions totaling more than $500 within the previous twelve months, and for twelve months following the date a final decision concerning the contract has been made, from the per son or company awarded the contract. The Levine Act also requires disclosure of such contribution by a party to be awarded a specific contract. In order to assure compliance with these requirements, Consultant shall comply with the disclosure requirements identified—if any –in the attached Exhibit D, incorporated into the Agreement by this reference.
6. REMEDIES
6.1 Termination for Cause. If for any reason whatsoever Consultant shall fail to perform the Required Services under this Agreement, in a proper or timely manner, or if Consultant shall violate any of the other covenants, agreements or conditions of this Agreement (each a “Default”), in addition to any and all other rights and remedies City may have under this Agreement, at law or in equity, City shall have the right to terminate this Agreement by giving ninety (90) days written notice to Consultant. Such notice shall identify th e Default and the Agreement termination date. If Consultant notifies City of its intent to cure such Default prior to City’s specified termination date, and City agrees that the specified Default is capable of being cured, City may grant Consultant up to ten (10) additional days after the designated termination date to effectuate such cure. In the event of a termination under this Section 6.1, Consultant shall immediately provide City any and all “Work Product” (defined in Section 7 below) prepared by Consultant as part of the Required Services. Consultant may be entitled to compensation for work satisfactorily performed prior to Consultant’s receipt of the Default notice; provided, however, in no event shall such compensation exceed the amount that would have been payable under this Agreement for such work, and any such compensation shall be reduced by any costs incurred or projected to be incurred by City as a result of the Default.
6.2 Termination or Suspension for Convenience . Either Party may suspend or terminate this Agreement, or any portion of the Required Services, at any time and for any reason, with or without cause, by giving specific written notice to the other Party of such termination or suspension at least 90 days prior to the effective date or termination. If notice is given by City, upon receipt of such notice, Consultant shall immediately cease all work under the Agreement and promptly deliver all “Work Product” (defined in Section 7 below) to City. Such Work Product shall be City's sole and exclusive property as provided in Section 7. Consultant shall be entitled to receive just and equitable compensation for this Work Product in an amount equal to the amount due and payable under this Agreement for work satisfactorily performed as of the date of the termination/suspension notice pl us any additional remaining Required Services requested or approved by City in advance that would maximize City’s value under the Agreement.
7 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
6.3 Waiver of Claims. In the event City terminates the Agreement in accordance with the terms of this Section, Consultant hereby expressly waives any and all claims for damages or compensation as a result of such termination except as expressly provided in this Section 6.
6.4 Administrative Claims Requirements and Procedures For any dispute arising out of this Agreement against City, Consultant must first file a claim in writing with City, and City will review it in accordance with the procedures set forth in Chapter 1.34 o f the Chula Vista Municipal Code, as same may be amended, the provisions of which, including such policies and procedures used by City in the implementation of same, are incorporated herein by this reference.
6.5 Governing Law/Venue . This Agreement shal l be governed by and construed in accordance with the laws of the State of California. Any action arising under or relating to this Agreement shall be brought only in San Diego County, State of California. Consultant hereby waives any right to remove any action from San Diego County as may otherwise be permitted by California Code of Civil Procedure section 394.
6.6 Service of Process. Consultant agrees that it is subject to personal jurisdiction in California. If Consultant is a foreign corporation, limited liability company, or partnership that is not registered with the California Secretary of State, Consultant irrevocably consents to service of process on Consultant by first class mail directed to the individual and address listed under “For Legal Notice,” in section 1.B. of Exhibit A to this Agreement, and that such service shall be effective five days after mailing.
7. OWNERSHIP AND USE OF WORK PRODUCT
7.1 All reports, studies, information, data, and complete customer records, produced in whole or in part under this Agreement in connection with the performance of the Required Services (collectively “Work Product”) shall be the sole and exclusive property of City. No such Work Product shall be subject to private use, copyrights or patent rights by Consultant in the United States or in any other country without the express, prior written consent of City.
City shall have unrestricted authority to publish, disclose, distribute, and otherwise use, copyright or patent, in whole or in part, any such Work Product, without requiring any permission of Consultant, except as may be limited by the provisions of the Public Records Act or expressly prohibited by other applicable laws. With respect to computer files containing data generated a s Work Product, Consultant shall make available to City, upon reasonable written request by City, the necessary functional computer software and hardware for purposes of accessing, compiling, transferring and printing computer files.
8. GENERAL PROVISIONS
8.1 Amendment. This Agreement may be amended, but only in writing signed by both Parties.
8.2 Assignment. City would not have entered into this Agreement but for Consultant’s unique qualifications and traits. Consultant shall not assign any of its rights or responsibilities 8 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
under this Agreement, nor any part hereof, without City’s prior written consent, which City may grant, condition or deny in its sole discretion.
8.3 Authority. The person(s) executing this Agreement for Consultant warrants and represents that they have the authority to execute same on behalf of Consultant and to bind Consultant to its obligations hereunder without any further action or direction from Consultant or any board, principle or officer thereof.
8.4 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which shall constitute one Agreement after each Party has signed such a counterpart.
8.5 Entire Agreement. This Agreement together with all exhibits attached hereto and other agreements expressly referred to herein, constitutes the entire Agreement between the Parties with respect to the subject matter contained herein. All exhibits referenced herein shall be attached hereto and are incorporated herein by reference. All prior or contemporaneous agreements, understandings, representations, warranties and statements, oral or written, are superseded.
8.6 Record Retention. During the course of the Agreement and for three (3) years following completion of the Required Services, Consultant agrees to maintain, intact and readily accessible, all data, documents, reports, records, contracts, and supporting materials relating to the performance of the Agreement, including accounting for costs and expenses charged to City, including such records in the possession of sub -contractors/sub-consultants (“Record Data”).
8.7 Further Assurances. The Parties agree to perform such further acts and to execute and deliver such additional documents and instruments as may be reasonably required in order to carry out the provisions of this Agreement and the intentions of the Parties.
8.8 Independent Contractor. Consultant is and shall at all times remain as to City a wholly independent contractor. Neither City nor any of its officers, employees, agents or volunteers shall have control over the conduct of Consultant or any of Consultant’s officers, e mployees, or agents (“Consultant Related Individuals”), except as set forth in this Agreement. No Consultant Related Individuals shall be deemed employees of City, and none of them shall be entitled to any benefits to which City employees are entitled, in cluding but not limited to, overtime, retirement benefits, worker's compensation benefits, injury leave or other leave benefits. Furthermore, City will not withhold state or federal income tax, social security tax or any other payroll tax with respect to any Consultant Related Individuals; instead, Consultant shall be solely responsible for the payment of same and shall hold the City harmless with respect to same. Consultant shall not at any time or in any manner represent that it or any of its Consultant Related Individuals are employees or agents of City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatsoever against City, or bind City in any manner.
9 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
8.9 Notices. All notices, demands or requests provided for or permitted to be given pursuant to this Agreement must be in writing. All notices, demands and requests to be sent to any Party shall be deemed to have been properly given or served if personally served or deposited in the United States mail, addressed to such Party, postage prepaid, registered or certified, with return receipt requested, at the addresses identified in this Agreement at the places of business for each of the designated Parties as indicated in Exhibit A, or otherwise provided in writing.
8.10 Electronic Signatures. Each Party agrees that the electronic signatures, whether digital or encrypted, of the Parties included in this Agreement are intended to authenticate this writing and to have the same force and effect as manual signatures. Electronic Signature means any electronic sound, symbol, or process attached to or logically associated with a record and executed and adopted by a Party with the intent to sign such record, including facsimile or email electronic signatures, pursuant t o the California Uniform Electronic Transactions Act (Cal. Civ. Code §§ 1633.1 to 1633.17) as amended from time to time.
8.11 Customer Data Privacy . The parties acknowledge that Consultant maintains confidential and sensitive customer information, including water usage data, billing and payment records, account information, and that the secure collection, transmission, storage, and use of such information, in compliance with all applicable laws and industry -standard security practices, are critical obligations under this agreement.
8.12 Audit rights. The City shall have the right, upon reasonable notice, to obtain, audit, and inspect all billing records, account information, payment data, and related documents maintained by Consultant in connection with the services performed under this agreement.
Consultant shall cooperate fully with any audit and shall promptly correct any deficiencies identified by the City.”
8.13 Severability. If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby, and the parties agree to replace such invalid, illegal, or unenforceable provision with a valid, legal, and enforceable provision that comes as close as possible to the intent of the original provision.
8.14 Provisions Surviving Termination. The Parties acknowledge and agree that except where expressly noted otherwise, no provision of the agreement shall be extended beyond the terms of the agreement.
(End of page. Next page is signature page.)
10 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
SIGNATURE PAGE
CONSULTANT SERVICES AGREEMENT
IN WITNESS WHEREOF, by executing this Agreement where indicated below, City and Consultant agree that they have read and understood all terms and conditions of the Agreement, that they fully agree and consent to bound by same, and that they are freely entering into this Agreement as of the Effective Date.
OTAY WATER DISTRICT CITY OF CHULA VISTA
BY:________________________________ BY: ________________________________
JOSE MARTINEZ TIFFANY ALLEN
GENERAL MANAGER CITY MANAGER
APPROVED AS TO FORM APPROVED AS TO FORM
BY:________________________________
Daniel R. Shinoff BY:____________________________
Marco A. Verdugo
City Attorney
11 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
EXHIBIT A
SCOPE OF WORK AND PAYMENT TERMS
1. Contact People for Contract Administration and Legal Notice
A. City Contract Administration:
Jimmy Vasquez
276 Fourth Avenue
Chula Vista, CA 91910
(619) 585-5688
[email protected]
For Legal Notice Copy to:
City of Chula Vista
City Attorney
276 Fourth Avenue, Chula Vista, CA 91910
619-691-5037
[email protected]
B. Consultant Contract Administration:
OTAY WATER DISTRICT
Andrea Carey.
2554 Sweetwater Springs Blvd.
Spring Valley, CA 91978-2004.
[email protected]
619-670-2246
For Legal Notice Copy to:
2554 Sweetwater Springs Blvd.
Spring Valley, CA 91978-2004.
Jon Ravaglioli
[email protected]
619-670-2246
2. Required Services
A. General Description:
Consultant will provide water consumption data reporting, prepare the calculation of customer’s sewer service charges, and provide sewer billing services and related customer service functions.
B. Detailed Description:
All services shall be carried out for all parcels served by Consultant within the jurisdictional boundaries of the City, but only for properties specified by the City . Calculation of customer’s 12 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
sewer service charges shall be based on a formula provided by the City. The following services shall be provided by Consultant to the City:
1. Sewer Billing Services:
Consultant shall perform sewer billing services for all customers it serves within the City’s jurisdiction, and the Parties agree to the following responsibilities regarding the performance, administration, and oversight of such services.
a) The City will provide to Consultant, no later than June 1 st of each year, the rates and formulas to be used by Consultant to calculate the fees to be billed to the City’s Sewer Customers.
b) Consultant shall calculate sewer charges using the fee rates and formulas provided by the City (“Sewer Fees”). Consultant shall make no warranty regarding the accuracy or completeness of the data or formulas supplied by the City.
c) On a monthly basis, Consultant will perform the services of billing and collect ion of Sewer fees for the City and shall include the Sewer charges on each customer’s monthly water bill.
d) Consultant shall apply all customer payments to water utility charges before applying any portion of such payments to Sewer Fees.
e) Consultant shall r emit to the City the sewer fees billed to the customers served by Consultant within the jurisdictional boundaries of the City. Consultant must remit to City, on a bi -monthly basis, the Sewer charges billed to its customers from the preceding two-month period. Consultant’s remittance to the City is due on the last Monday of the month that follows the two months of billing (e.g., Sewer Fees billed in July and August will be due by the last Monday in September).
f) Consultant reserves the right to refe r all City sewer customer to the City for questions related to their sewer service, but may provide basic customer service support to City sewer customers for inquiries related to sewer fee billing, including explanations of charges, account status, and payment processing.
g) Consultant shall maintain accurate records of all Sewer service charge billings, adjustments, payments, and delinquencies.
h) The City shall be solely responsible for any risk of loss arising from uncollectible accounts, including any write off balances due to uncollectable accounts or bankruptcies, 13 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
up to the total amount of Sewer Fees billed. Consultant shall not be responsible for uncollected Sewer Fees when performing its services in accordance with this Agreement.
i) The City shall be res ponsible for notifying Consultant of any new customers or any changes to existing customer profiles, including sewer Strength classifications for commercial accounts.
j) The City acknowledges that the Water Consumption Data is confidential. The City shall use such information solely for purposes related to sewer service programs or as otherwise required by law. The City shall not disclose or use such information for any other purpose.
2. Data and reporting:
Consultant shall provide periodic reports to the City as follows:
a) Remittance Detail Reports
- Consultant shall submit a summary report for each bi-monthly Sewer Fee remittance, covering Consultant’s monthly billing period , (a sample of the report is attached as Exhibit 1).
- Consultant shall submit a monthly detailed sewer billing report reflecting its billing activities for the previous month, using the mutually agreed standard file format of (Excel). This report shall contain the fields of the Consultant’s customer number, customer name, service address, account type (fee code), water consumption or winter average, commercial classification, meter size, sewer charge and storm drain fee amounts and any accounting structure mutually agreed.
b) Annual Water Consumption Data Report:
- Consultant shall provide water consumption data for all parcels it serves within the City’s jurisdictional boundaries (“Water Consumption Data File”).
- The Water Consumption Data File shall be submitted on an annual basis in the mutually agreed upon standard file format of (Excel), (a sample of the file is attached as Exhibit 2).
- The Water Consumption Data File shall include consumption data for the period of the preceding November through April and shall identify the lowest two consecutive months of consumption within that period.
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Consultant Name: OTAY WATER DISTRICT
- Consultant shall provide complete and accurate water consumption data within thirty (30) days following receipt of the last water meter reading for the month of April, using reasonable, industry-standard methods and process.
- The City acknowle dges that the Water Consumption Data is confidential. The City shall use such information solely for purposes related to sewer service programs or as otherwise required by law. The City shall not disclose or use such information for any other purpose.
c) Annual Residential Account List
- Upon written request from the City, Consultant shall provide an annual list of all active accounts within the City’s jurisdictional boundary.
- The report shall be submitted in the mutually agreed upon standard file format of (Excel), (a sample of the report is attached as Exhibit 3).
3. Term: In accordance with Section 1.10 of this Agreement, the term of this Agreement shall begin July 1, 2026 and end on June 30, 2031 for completion of all Required Services.
4. Compensation:
A. Form of Compensation
☒ Consultant must remit all monies collected minus a deduction per -account charge (“Service Fee”) from each remittance of sewer fees it makes to the City on a bi-monthly basis. The Service Fee is based on the number of accounts for which Consultant provides billing services to the City in a bi-monthly period. The Service Fee represents Consultant’s costs to provide water consumption data and perform billing services for sewer fees for the City. The initial Service Fee shall be $1.50 per account, per month.
Beginning July 1, 2027, and on each July 1st thereafter, the Service Fee shall be adjusted from a existing figure of $1.5 0 per account using the published Bureau of Labor Statistic’s Consumer Price Index for San Diego Area - All Items (CPI-U) from the preceding December. Any change shall be memorialized by Consultant sending a notice to the City which will include an updated Service Fee rate per account. Said notices shall be incorporated herein by reference and become part of this Agreement.
B. Reimbursement of Costs
☒ None, the compensation includes all costs
Notwithstanding the foregoing, the maximum amount to be paid to the Consultant for services performed through June 30, 2036 shall not exceed $7,700,000. 15 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
5. Special Provisions:
☐ Permitted Sub-Consultants: None
☐ Security for Performance: None
☒ Notwithstanding the completion date set forth in Section 3 above, City has option to extend this Agreement for one additional five (5) year term (or July 1, 2031, through June 30, 2036) , and Consultant must agree to the extension The City Manager or Director of Finance/Treasurer shall be authorized to exercise the extensions on behalf of the City. The General Manager for Otay Water District shall be authorized to exercise the extensions on behalf of the District. If the Parties exercise an option to extend, each extension shall be on the same terms and conditions contained herein, provided that the amounts specified in Section 4 above may be increased by up to specified annual CPI-U adjustment for each extension. The City shall give written notice to Consultant of the City’s election to exercise the extension via the Notice of Exercise of Option to Extend document at least 120 days before the scheduled termination date of the current Agreement .
Consultant shall give written notice to City of acceptance of City’s Notice of Exercise of Option to Extend this Agreement at least 90 days before the scheduled termination date of the current Agreement.
☐ Other: Describe Special Provisions (Delete Line If Not Applicable)
☐ None
16 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
EXHIBIT B
INSURANCE REQUIREMENTS
Consultant shall adhere to all terms and conditions of Section 3 of the Agreement . City acknowledges that Consultant’s evidence of self -insurance satisfies the General Liability requirement here.
Type of Insurance Minimum Amount Form
☒ General Liability:
Including products and
completed operations,
personal and
advertising injury
$2,000,000 per occurrence for
bodily injury, personal injury
(including death), and property
damage. If Commercial General
Liability insurance with a general
aggregate limit is used, either the
general aggregate limit must apply
separately to this Agreement or the
general aggregate limit must be
twice the required occurrence limit.
Additional Insured Endorsement
or Blanket AI Endorsement for
City*
Waiver of Recovery Endorsement
Insurance Services Office Form
CG 00 01
*Must be primary and must not
exclude Products/Completed
Operations
☐ Automobile Liability $1,000,000 per accident for bodily injury, including death, and
property damage
Insurance Services Office Form
CA 00 01
Code 1-Any Auto
Code 8-Hired
Code 9-Non Owned
☐ Workers’
Compensation
Employer’s Liability
$1,000,000 each accident
$1,000,000 disease policy limit
$1,000,000 disease each employee
Waiver of Recovery Endorsement
☐ Professional Liability
(Errors & Omissions)
$1,000,000 each occurrence
$2,000,000 aggregate
Other Negotiated Insurance Terms: Any subcontractor must comply with General Liability insurance requirement as described in section 3.3.
EXHIBIT C
17 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
CONSULTANT CONFLICT OF INTEREST DESIGNATION
The Political Reform Act 1 and the Chula Vista Conflict of Interest Code 2 (“Code”) require designated state and local government officials, including some consultants, to make certain public disclosures using a Statement of Economic Interests form (Form 700). Once filed, a Form 700 is a public document, accessible to any member of the public. In addition, consultants designated to file the Form 700 are also required to comply with certain ethics training requirements.3
☒ A. Consultant will not exert influence over the official or contracting decisions of City and is therefore EXCLUDED4 from disclosure.
☐ B. Consultant WILL exert influence over the official or contracting decisions of City and their disclosure designation is as follows:
APPLICABLE DESIGNATIONS FOR INDIVIDUAL(S) ASSIGNED TO PROVIDE
SERVICES
(Category descriptions available at www.chulavistaca.gov/departments/city- clerk/conflict-of-interest-code.)
Name Email Address Applicable Designation
Enter Name of Each
Individual Who Will Be
Providing Service Under
the Contract – If
individuals have different
disclosure requirements,
duplicate this row and
complete separately for
each individual
Enter email
address(es)
☐ A. Full Disclosure
☐ B. Limited Disclosure (select one or
more of the categories under which the
consultant shall file):
☐ 1. ☐ 2. ☐ 3. ☐ 4. ☐ 5. ☐
6. ☐ 7.
Justification:
☐ C. Excluded from Disclosure
1. Required Filers
Each individual who will be performing services for the City pursuant to the Agreement and who meets the definition of “Consultant,” pursuant to FPPC Regulation 18700.3, must file a Form 700.
2. Required Filing Deadlines
1 Cal. Gov. Code §§81000 et seq.; FPPC Regs. 18700.3 and 18704. 2 Chula Vista Municipal Code §§2.02.010-2.02.040.
3 Cal. Gov. Code §§53234, et seq.
4 CA FPPC Adv. A-15-147 (Chadwick) (2015); Davis v. Fresno Unified School District (2015) 237 Cal.App.4th 261; FPPC Reg. 18700.3 (Consultant defined as an “individual” who participates in making a governmental decision; “individual” does not include corporation or limited liability company). 18 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
Each initial Form 700 required under this Agreeme nt shall be filed with the Office of the City Clerk via the City's online filing system, NetFile, within 30 days of the approval of the Agreement. Additional Form 700 filings will be required annually on April 1 during the term of the Agreement, and within 30 days of the termination of the Agreement.
3. Filing Designation
The City Department Director will designate each individual who will be providing services to the City pursuant to the Agreement as full disclosure, limited disclosure, or excluded from disclosure, based on an analysis of the services the Consultant will provide. Notwithstanding this designation or anything in the Agreement, the Consultant is ultimately responsible for complying with FPPC regulations and filing requirements. If you have any questions regarding filing requirements, please do not hesitate to contact the City Clerk at (619)691-5041, or the FPPC at 1-866-ASK-FPPC, or (866) 275-3772 *2.
Pursuant to the duly adopted City of Chula Vista Conflict of Interest Code, this document shall serve as the written determination of the consultant’s requirement to comply with the disclosure requirements set forth in the Code.
Completed by: Jimmy Vasquez
19 City of Chula Vista Agreement No.: 2026-001
Consultant Name: OTAY WATER DISTRICT
EXHIBIT D
CONSULTANT LEVINE ACT DISCLOSURE
California Government Code section 84308, commonly referred to as the Levine Act, prohibits any City of Chula Vista Officer 5 (“Officer”) from taking part in decisions related to a contract if the Officer received a political contribution totaling more than $ 500 within the previous twelve months, and for twelve months following the date a final decision concerning the contract has been made, from the person or company awarded the contract. The Levine Act also requires disclosure of such contribution by a party to be awarded a specific contract. The Levine Act does not apply to competitively bid, labor, or personal employment contracts; contracts valued at under $50,000; contracts where no par ty receives financial compensation; or contracts between two or more agencies.
☒ A. The Levine Act (Govt. Code §84308) DOES NOT apply to this Agreement. ☐ B. The Levine Act (Govt. Code §84308) does apply to this Agreement and the required disclosure is as follows:
Current Officers can be located on the City of Chula Vista’s websites below:
Mayor & Council - https://www.chulavistaca.gov/departments/mayor-council City Attorney - https://www.chulavistaca.gov/departments/city-attorney/about-us Planning Commissioners – www.chulavistaca.gov/pc
Candidate for Elected Office – www.chulavistaca.gov/elections
1. Have you or your company, or any agent on behalf of you or your company, made political contributions totaling more than $ 500 to any Officer in the 12 months preceding the date you submitted your proposal, the date you completed this form, or the anticipated date of any Council action related to this Agreement?
YES: ☐ If yes, which Officer(s): Click or tap here to enter text.
NO: ☐
2. Do you or your company, or any agent on behalf of you or your company, anticipate or plan to make political contributions totaling more than $500 to any Officer in the 12 months following the finalization of this Agreement or any Council action related to this Agreement?
YES: ☐ If yes, which Officer(s): Click or tap here to enter text.
NO: ☐
Answering yes to either question above may not preclude the City of Chula Vista from entering into or taking any subsequent action related to the Agreement . However, it may preclude the identified Officer(s) from participating in any actions related to the Agreement.
5 “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. GC § 84308