Needles City Council
August 30, 2022

Amendment No. 2

1. The State Water Board and the Recipient mutually promise, covenant, and agree to the terms, provisions, and conditions of this Agreement, including the following Exhibits, which are attached hereto or are incorporated by reference:
• Exhibit A - Scope of Work and Schedule
• Exhibit B - Specific Funding Provisions
• Exhibit C - GENERAL TERMS AND CONDITIONS 2019-NOV
• Exhibit D - Special Conditions

2. The following documents are also incorporated by reference:
• Reserved;
• the Drinking Water System Permit No. 3610032;

3. Party Contacts during the term of this Agreement are:

State Water Board Citv of Needles
Section: Division of Financial Assistance
Name: Pete Stamas, Proiect Manaoer Name: Rick Daniels, Citv Manaoer Address: 1001 I Street, 16th Floor Address: 817 3'' Street Citv, State, Zip: Sacramento, CA 95814 Citv, State, Zin: Needles, CA 92363 Phone: (916) 552-9983 Phone: /760) 326-2115
Fax: Fax:

Email: Pete.Stamas(d)waterboards.ca.oov Email: rdanielsrn,citvofneedles.com Each party may change its contact upon written notice to the other party. While Party Contacts are contacts for day-to-day communications regarding Project work, the Recipient must provide official communications and notices to the Division's Deputy Director.

4. Conditions precedent to this Agreement are set forth as follows:
(a) Reserved.
(b) The Recipient must deliver an opinion of general counsel satisfactory to the State Water Board's counsel dated on or after the date that the Recipient signs this Agreement. (c) The Recipient must deliver an opinion of general counsel satisfactory to the State Water Board's counsel dated on or after the date that the Recipient signs Amendment No. 1. (d) The Recipient must deliver an opinion of general counsel satisfactory to the State Water Board's counsel dated on or after the date that the Recipient signs Amendment No. 2.

5. The Recipient represents, warrants, and commits to the following as of the Eligible Work Start Date and continuing thereafter for the term of this Agreement, which shall be at least until the Records Retention End Date:
(a) The Recipient agrees to comply with all terms, provisions, conditions, and commitments of this Agreement, including all incorporated documents.
(b) The execution and delivery of this Agreement, including all incorporated documents, has been duly authorized by the Recipient. Upon execution by both parties, this Agreement constitutes a valid and binding obligation of the Recipient, enforceable in accordance with its terms, except as such enforcement may be limited by law.
(c) None of the transactions contemplated by this Agreement will be or have been made with an actual intent to hinder, delay, or defraud any present or future creditors of Recipient. The Recipient is 3pg15i20
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00SC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
solvent and will not be rendered insolvent by the transactions contemplated by this Agreement. The Recipient is able to pay its debts as they become due. The Recipient maintains sufficient insurance coverage considering the scope of this Agreement, including, for example but not necessarily limited to, general liability, automobile liability, workers compensation and employer liability, professional liability.
{d) The Recipient is in compliance with all State Water Board funding agreements to which it is a party. (e) This Agreement, and any amendments hereto, may be executed and delivered in any number of counterparts, each of which when delivered shall be deemed to be an original, but such counterparts shall together constitute one document. The parties may sign this Agreement, and any amendments hereto, either by an electronic signature using a method approved by the State Water Board or by a physical, handwritten signature. The parties mutually agree that an electronic signature using a method approved by the State Water Board is the same as a physical, handwritten signature for the purposes of validity, enforceability, and admissibility. 3pg15i20
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00GC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
IN WITNESS WHEREOF, this Amendment has been executed by the parties hereto.

CITY OF NEEDLES:

By:_=.,...,,,--.,....,..----------
Name: Rick Daniels
Title: City Manager
Date: ____________ _
STATE WATER RESOURCES CONTROL BOARD:

By: ____________ _
Name:

Title:

Joe Karkoski
Deputy Director
Division of Financial Assistance
Date: _____________ _
3pg15i20
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00GC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2

EXHIBIT A - SCOPE OF WORK AND SCHEDULE
A.1. PROJECT PURPOSE AND DESCRIPTION.

The Project is for the benefit of the Recipient and has a Useful Life of at least 50 years. The funding under this Agreement shall be used to address low pressure issues during peak demand in the upper pressure zone of the Recipient's public water system. In addition, the Project will support the Recipient's Capital Improvement Plan.

The Project also seeks to address the source capacity deficit related to Citation No. 05-13-12C-013, issued to the Recipient for exceeding the iron and manganese maximum contaminant levels.by constructing a facility capable of treating water produced by Well No. 11 and Well No. 15. The Project includes replacement of the L Street Pump Station, which is highly dilapidated and operating beyond its useful life. The Project includes the replacement of several deteriorated water distribution mains and service laterals, and the installation of a backup generator for Well No. 15.

A.2. SCOPE OF WORK.

The Recipient agrees to do the following:

Phase 1 - Lilly Hill Booster Station Replacement/Relocation (DWSRF No. 3610032-001 C):

Construct a new pump station adjacent to the existing pump station on property owned by the Recipient. The pump flow rates will be increased, and a backup pump will be provided. The pumps will have the ability to pump at a higher head sufficient to fill the storage tanks located in the upper pressure zone. The supply and discharge piping will be upgraded to handle the increased flows, and the electrical connection will be upgraded to provide for the increased power demands of the larger motors.

Phase 2 -Well No. 16 (DWSRF No. 3610032-002C):

Phase 2A: - CoAstFuct a Aew pFOductieA well, 'J'Jell 1@, estimated to pFOduce 2,200 galloAs per miAute Drill a test well on an undeveloped portion of the Recipient's power substation propertv. conduct pump testing, and analyze water quality sampling to determine the viability of a new production well onsite. Hie well will ee Reused iA an epen metal sl'lade structure. An electrical service will ee installed, and an undergreund electrical transmission line will pFOvide power. Determine the extent of infrastructure improvements needed to address Exhibit A
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00GC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
the Recipient's water quality compliance problems and to provide a long-term, sustainable source of drinking water.

Pl1ase 213: CeAAect 111e well te tl1e RecipieAt's distributieA system witl1 a 1@ iAcl1 pipeliAe lecated in elEistin§ ri§l1ls ef ways.

Phase 3 - L Street Pump Station Project (DWSRF No. 3610032-003Cl:

Demolish the existing pump station and construct a new building in its place. The new structure will be set above grade, and the pump will be replaced with a newer, more efficient model of the same horsepower.

Phase 4 - Waterline and Manifold Replacements; Backup Generators at Existing Well Sites Project (DWSRF No. 3610032-004C):

Demolish and replace the pipe manifold located on the Recipient's maintenance yard. Replace deteriorated distribution mains and service laterals along Monterey Avenue and Arizona Avenue. Replace the 6-inch distribution main on River Road near Park Drive. Install a backup generator for Well No. 15.

Phase 6 - Replacement of Needles City Well No. 11 Treatment System and Distribution Pipeline Project (DWSRF No. 3610032-00GC):

Phase GA - Construct a centralized water treatment facility located at the City's Well No. 11 site for the continuous removal of iron and manganese. The facility will have the capacity to treat approximately

2.400 gallons per minute 1gpm) of water produced by Well No. 11 and Well No. 15. The treatment facility will include a sodium hypochlorite chemical feed system, a greensand plus pressure filtration system, a 125,000-gallon bolted steel tank for backwash water, and improvements to Well No. 11 /including new piping, valves, and a flow meter). Electrical and control equipment necessary to operate the water treatment facility will be installed, and a new standby generator will be constructed on a 12-inch thick concrete slab. Existing facilities will be demolished or refurbished.

Phase 6B - Replace approximately 2,855 feet of existing 16-inch pipeline with approximately 2,855 feet of 16-inch new polyvinyl chloride (PVC) pipeline from Well No. 15 to Well No.11. The entire length of pipeline will be installed on property owned by the Recipient or within existing rights-of-way.

Upon Completion of Construction, the Recipient must expeditiously initiate Project operations.

A.3 SIGNAGE
The Recipient must place a professionally prepared sign at least four feet tall by eight feet wide made of¾ inch thick exterior grade plywood or other approved material in a prominent location on the Project site and must maintain the sign in good condition for the duration of Project implementation. The sign may include another agency's required information and must include, prominently displayed, the following disclosure statement and color logos (available from the Division):
·~~ ~~
WA1E11 BCJ:NI> 2014
~ Water
~ Boards
"Funding for this project has been provided in full or in part under the Safe and Affordable Funding for Equity and Resiliency (SAFER) Drinking Water Program and Proposition 1 - the Water Quality, Supply, Exhibit A
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-006C
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
and Infrastructure Improvement Act of 2014 through an agreement with the State Water Resources Control Board."
A.4 SCHEDULE.

Failure to provide items by the due dates indicated in the table below may constitute a material violation of this Agreement. The Project Manager may adjust the dates in the "Estimated Due Date" column of this table, but Critical Due Date adjustments will require an amendment to this Agreement. The Recipient must complete and submit all work in time to be approved by the Division prior to the Project Completion Date. As applicable for specific submittals, the Recipient must plan adequate time to solicit, receive, and address comments prior to submitting the final submittal. The Recipient must submit the final Reimbursement Request prior to the Final Reimbursement Request Date set forth on the Cover Page.

ITEM DESCRIPTION OF SUBMITTAL CRITICAL DUE ESTIMATED DUE

DATE DATE

EXHIBIT A - SCOPE OF WORK
A. ADDITIONAL SUBMITTAL/S) TO DIVISION
~leveml:ler 1, 2G21 1. Final Budget Approval Package (Phase 1) Comnlete ~leveml:ler 1, 2G21 2. Final Budget Approval Package (Phase 2) Comnlete

3. Final Budaet Annroval Packaae /Phase 31 Comnlete

4. Final Budaet Annroval Packaae /Phase 41 Januaru 1. 2023

5. Final Budaet Annroval Packaae /Phase 61 Comnlete
~6. Completion of Construction March 1, 2024
B. REPORTS

1. Proaress Reports Quarterly

2. Final Inspection and Certification March 1, 2024

3. Proiect Completion Report March 31, 2024

4. As Needed Reports TBD

EXHIBIT B - REIMBURSEMENTS, BUDGET DETAIL, AND REPORTING PROVISIONS A. REIMBURSEMENTS

1. Reimbursement Reauests Quarterly

2. Final Reimbursement Reauest March 31, 2024
The Recipient must award the prime construction contract and begin construction timely. The Recipient must deliver any request for extension of the Completion of Construction Date no less than 90 days prior to the Completion of Construction Date.

A.5 PROGRESS REPORTS.

The Recipient must provide a progress report to the Division each quarter, beginning no later than 90 days after execution of this Agreement. The Recipient must provide a progress report with each reimbursement request. Failure to provide a complete and accurate progress report may result in the withholding of Project Funds, as set forth in Exhibit B. A progress report must contain the following information:
1) A summary of progress to date including a description of progress since the last report, percent construction complete, percent contractor invoiced, and percent schedule elapsed; 2) A description of compliance with environmental requirements; 3) A listing of change orders including amount, description of work, and change in contract amount and schedule; and
Exhibit A
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00SC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
4) Any problems encountered, proposed resolution, schedule for resolution, and status of previous problem resolutions.

A.6 SPECIAL REPORTS.
(a) The Recipient must submit a Project Completion Report to the Division with a copy to the appropriate District Office on or before the due date established by the Division and the Recipient at the time of final project inspection. The Project Completion Report must include the following:
i. Description of the Project,
ii. Description of the water quality problem the Project sought to address, iii. Discussion of the Project's likelihood of successfully addressing that water quality problem in the future, and
iv. Summary of compliance with applicable environmental conditions. (b) If the Recipient fails to submit a timely Project Completion Report, the State Water Board may stop processing pending or future applications for new financial assistance, withhold reimbursements under this Agreement or other agreements, and begin administrative proceedings. (c) Reserved
(d) The Recipient must submit information required for compliance with GGRF requirements, as required by the Division.

A.7 FINAL PROJECT INSPECTION AND CERTIFICATION.

Upon completion of the Project, the Recipient must provide for a final inspection and must certify that the Project has been completed in accordance with this Agreement, any final plans and specifications submitted to the State Water Board, and any amendments or modifications thereto. If the Project involves the planning, investigation, evaluation, design, or other work requiring interpretation and proper application of engineering, or other professionals, the final inspection and certification must be conducted by a California Registered Civil Engineer or other appropriate California registered professional. The results of the final inspection and certification must be submitted to the Project Manager.

Exhibit A
City of Needles
Project Nos.: 3610032-001C, 3610032-002C.
3610032-003C. 3610032-004C. and 3610032-00SC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2

EXHIBIT B - FUNDING AMOUNTS
B.1 ESTIMATED REASONABLE COST AND PROJECT FUNDS.

The estimated reasonable cost of the total Project is set forth on the Cover Page of this Agreement and is greater than or equal to the funding anticipated to be provided by the State Water Board under this Agreement. Subject to the terms of this Agreement, the State Water Board agrees to provide Project Funds not to exceed the amount of the Project Funding Amount set forth on the Cover Page of this Agreement.

B.2 RECIPIENT CONTRIBUTIONS.
(a) Reserved.
(b) The Recipient must pay any and all costs connected with the Project including, without limitation, any and all Project Costs. If the Project Funds are not sufficient to pay the Project Costs in full, the Recipient must nonetheless complete the Project and pay that portion of the Project Costs in excess of available Project Funds, and shall not be entitled to any reimbursement therefor from the State Water Board. (c) If the Recipient recovers funds from any responsible parties, the Recipient shall immediately notify the Division. The amount of this Agreement may be reduced to reflect the recovered funds.

B.3 VERIFIABLE DATA.

Upon request by the Division, the Recipient must submit verifiable data to support deliverables specified in the Scope of Work. The Recipient's failure to comply with this requirement may be construed as a material breach of this Agreement.

B.4 BUDGET COSTS
Buelget sosts aFe sontaineel in the SunnnnaFy PFOjest Cost Taele 13elo·,v:
bl~le ITeM TQTAb eSTIMATeQ GQST PRGJeGT J;ldNQING
,C.MGldNT
GonstFustion $2,:199,:.:ia $2,:199,:.:ia
- - ,._ $0 $0
PuFShase of banel $0 $0
- $3:l@,aQQ $3:l@,aQQ . " - $a:.a,1:.1 $a:.a,1:.1
TGTAb $:.,1@1,:1a9 $:.,1@1,:1a9
Exhibit B
Table 1: Approved Construction Bid Amount

CONTRACTOR
Phase 1 - Cora Constructors. Inc.

Phase 2A - Lal,'.ne Christensen Companll
Phase 3 - Cora Constructors, Inc.

Phase4-TBD
Phase 6A - Pacific Hl,'.drotech Cor11oration
Phase 6B - Philli11s Excavating, Inc.

City of Needles
Project Nos.: 3610032-001C, 3610032-002C.
3610032-003C, 3610032-004C, and 3610032-00SC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2

AMOUNT BID APPROVED COSTS
$2,086,775 $2,086,775
$3,611.300 $526,700
$838,695 $838,695

TBD TBD
$5,759,500 $5,759,500
$930,000 $930,000
Table 2: A11woved Phase 1. 2. 3, and 6 Final Project Budget

PROJECT COST TABLE

TYPE OF WORK APPROVED BUDGET
A. Construction
Phase 1 - Cora Constructors, Inc. $2,086,775
Phase 2A - Lal,'.ne Christensen Com11anll $526,700
Phase 3 - Cora Constructors, Inc. $838,695
Phase 4-TBD $2,128.730
/Phase 4 estimate I
Phase 6A - Pacific Hl,'.drotech Cor11oration $5,759,500 Phase 6B - Philli11s Excavating, Inc. $930,000
B. Pre-Purchase Material/Egui11ment $Q
C. Purchase of Land $0
D. Continaencv
Phase 1 $240,000
Phase 2 $15,840
Phase 3 $91,000
Phase 4 $101,400
Phase 6 $717,104
E. Allowances /Soft Costs I
Planning $119,720
Desian $354.190
Construction Manaaement $338.341
Administration $0
Value Enaineerina $0
Subtotal - E !1;812 251
TOTAL {Subtotal A+B+C+D+El $14,247,995
The Division's Phase4 !! Final Budget Approval ana Phase 2A ana 2B Pinal B~aget AppFovals and related Form 259, and Form 260, and Form 261 will document a more detailed budget of eligible Project Costs and Project funding amounts for Phase 1 ana Phase 2, mspectively !!- Exhibit B
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-006C
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
Reasonable indirect costs may be allowable upon approval by the Division.

The Recipient is prohibited from requesting disbursement amounts that represent Recipient's mark-ups to costs invoiced or otherwise requested by consultants or contractors.

The eligibility determinations and conditions of approval identified below are based on the review of:
! Stamped and Signed Final Plans and Specifications (P&S) for the Well No. 16 Project received September 30, 2021. dated September 29, 2021:
! Addenda Nos. 1. 2. 3. and 4 for the Well No. 16 Project issued October 6. 2021. October 19. 2021.

October 22. 2021 and October 29. 2021. respectively.
! Stamped and Signed Final P&S for the Lilly Hill Booster Station Replacement/Relocation Project and the L Street Pump Station Project received October 14. 2021. dated October 12. 2021:
! Addenda Nos. 1. 2, 3, and 4 for the Lilly Hill Booster Station Replacement/Relocation Project and the L Street Pump Station Project issued January 20, 2022. February 2, 2022. February 10, 2022. and February 11. 2022. respectively:
! The Budget Proposal from Pacific Hydrotech Corporation for the Replacement of Needles City Well No. 11 Treatment System and Distribution Pipeline Project received April 4, 2022, dated April 1, 2022.

The eligibility determination for the bid items shown in the schedule of values provided by the Recipient are as follows:

Table 3: Phase 1 - Cora Constructors. Inc. Eligibility Determination Agreement:

Bid Description Percent
Item Elinibilitv
A Mobilization, Bond, and Insurance 100%
.!:! Miscellaneous Costs (Traffic Control, Survey/Staking. Erosion 100% Control Testinn1
1 Lilly Hill Booster Pump Station: Complete with site. structural. piping. 100% mechanical. electrical and architectural work
~ Import Road Base 100%
~ Import Crushed Rock 100%
4 Building/Grading Permit 100%
§ Encroachment Permit 100% .. Bid items as shown m the schedule of values provided by the Recipient Table 4: Phase 2A - Layne Christensen Company Eligibility Determination Agreement:

Bid Item Description Percent
Elinibilitv1
A Mobilization, Bond. and Insurance 52.5%
Exhibit B
Bid Item
§
C
D
1 6
3 ~
a
§.

I
ll.
l!.
10 11
12 13
14 15
16 17
18 19
20 21
22 23
24 25
26 27
28 29
30 31
32 33
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-006C
Agreement No.: SWRCB0000000000D1902030

Amendment No, 2
Description Percent
Eliaibilitv1
Miscellaneous Costs {Traffic Control, Survel,'./Staking, Erosion Control, 0% Testinnl
Encroachment Permit 0%
Building Permits, Electrical Permits, and Engineer/Building Reviews 0% Surface Casing 100%
16-inch {Minimum} Pilot Hole 87.5%
28-inch Borehole Reaming 0%
Lost Circulation 0%
Drilling Fluids Used During Lost Circulation Allowance 0% Geophl,'.sical Logging 75%
Formation Water Quali!)L Sampling 100%
Air Lift/Standbl,'. {Additional} 0%
18-inch Inside Diameter Stainless Steel Blank Well Casing and Guides 0% /Tune 304L 0.312-inch Wall\
18-inch Inside Diameter Stainless Steel Blank Well Casing and Guides 0% /Tune 304L 0.312-inch Wall with Bullnosel
18 5/8-inch Outside Diameter Stainless Steel Louvered Ful Flo Well 0% Casina and Guides (Tune 304L 0.080 Slot 0.3125-inch Wall\ 2-inch Inside Diameter Stainless Steel Sounding Tube {Schedule 40} 0% Well Casing and Screen Installation 0%
Sounding Tube Installation 0%
Transition Sand 0%
Silica Filter Pack 0%
Filter Pack Disinfection 0%
Cement Grout 0%
Swab and Air-Lift Development 0%
Furnish, Install and Remove Test Pumping, Monitoring, and Ancilla!Y 0% Eauioment
Pump Testing {Development, Step-Rate, and Constant-Rate} 0% Well Chlorination {If Needed} 0%
Plumbness and Alignment Test 0%
Video Survel,'. 0%
Dumml,'. Test {If Reguired} 0%
Unavoidable Delal,'.s with Crew 0%
Unavoidable Delaj,'.s without Crew 0%
Well Abandonment 0%
Clearing and Grubbing 0%
Basin Excavation and Grading {2.5:1 Maximum} 0%
Permanent Guardposts 0%
Removable Guardposts 0%
12-inch High Densitl,'. Polj,'.ethj,'.lene {HOPE} Storm Pipe and 0% Annurtenances
Exhibit B
Bid Item
34 35
36 37
38 39
40 41
42 43
44 45
46 47
48 49
50 51
52 53
54 55
56 57
58 59
60 61
62 63
64 65
66 67
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-006C
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
Description Percent
Elioibilitv1
3-foot x 3-foot Blow-Off Inlet Box, Jensen D13636 0%
12-inch Flap Gate 0%
Ungrouted Rip-Rap, 1-foot Diameter. 150-pound, Energ~ Dissipater 0% Shade Structure with Removable Roof Above Well Head 0%
Cast in Place Concrete for the Well Housekeeping Pad, Wellhead Pad, 0% and Transformer Pad
16-inch Cement Mortar Lined and Coated and Epox~ Lined and Coated 0% {CML&El Waterline including Pipe, Fittings, Connection to Existing Thrust Restraints and All Annurtenances
12-inch CML&E Waterline including Pipe, Fittings, Connection to 0% Existinn Thrust Restraints and All Annurtenances
8-inch CML&E Waterline including Pipe, Fittings, Connection to 0% Existino Thrust Restraints and All Annurtenances
Sampling Station with 1-inch Copper Waterline 0%
Well Pump and Motor. 300 Horsepower {HPl, 480 Volt (Vl, 3-Phase, 0% Variable Freouencv Drive fVFDl
12-inch Electromagnetic Flow Meter 0%
8-inch Electromagnetic Flow Meter 0%
12-inch H~draulicall~ Actuated Check Valve 0%
8-inch Deep Well Pump Control Valve 0%
12-inch Rubber Seated Butterfl~ Valve 0%
8-inch Rubber Seated Butterfl~ Valve 0%
20-inch Air/ Vacuum Valve 0%
Pressure Gage Assembl~ 0%
8-inch Rubber Duckbill Control Valve 0%
Cathodic Protection S~stem 0%
Concrete Pipe Support 0%
Adjustable Pipe Support 0%
Emergenc~ E~ewash Assembl~ 0%
Chemical Feed S~stem 0%
12-foot b~ 12-foot Tuff Shed (Chlorine Building! 0%
Start-Up and Commissioning for Pump Station and All Components 0% Needles Electric Utilit~ Connection, Transformer. and Meter Service 0% Entrance
Main Switchboard National Electrical Manufacturers Association 0% INEMA\ 3R 600 Arnn IA\ 480V 3-Phase
Main Control Center NEMA 3R. 600A, 480V, 3-Phase 0%
Transformer and Well Starter S~stem 0%
Well Pump VFD S~stem, 300 HP, 480V 0%
Well Pump Soft Starter Backup S~stem, 300 HP, 480 V 0%
Well Pump Control and Instrumentation S~stem 0%
Telemet!Jl S~stem {i.e. Radio, Antenna, and Mounting Hardware, etc.} 0% Exhibit B
Bid Item
68 69
70 71
72 Description
Lighting Sllstem
Grounding Sllstem
City of Needles
Project Nos.: 3610032-001C, 3610032-002C.
3610032-003C. 3610032-004C. and 3610032-006C
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
Percent
Eliaibilitv1
0%
0%
Conduit and Conductors {480 V & 208/120 Vl 0%
Duct Bank {Utilitll Transformer to Main Switchboard) Concrete Encased 0% Start-Up and Commissioning for Electrical Power. Instrumentation. and 0% Controls
Bid items as shown in the schedule of values provided bll the Recipient Notes:
175'iieto an adjustment in project scope. as a result of contamination detected in the test well. several line items will not be completed as originallll bid. The percentage eligible listed here represents the final actual eligible costs incurred under the construction contract.

Table 5: Phase 3 - Cora Constructors. Inc. Eligibilitll Determination Agreement:

Bid Item Description Percent
Elinibilitv
A Mobilization. Bond. and Insurance 100%
Miscellaneous Costs {Traffic Control. Survell/Staking. Erosion Control. 100% B Testinn1
L Street Booster Pump Station: Complete with site. structural. piping. 100% 1 mechanical electrical. and architectural work
2 Import Road Base 100%
3 Import Crushed Rock 100%
4 Building Permit 100%
5 Encroachment Permit 100%
Bid items as shown in the schedule of values provided by the Recipient Table 6: Phase 6A - Pacific Hlldrotech Corporation Eligibilitll Determination Agreement:

Bid Item Description Percent
Eliaibilitv
1 Desian Build Well No. 11 Treatment Plant 100%
2 Desinn Build Well No. 11 Backun Generator 100%
Bid items as shown in the schedule of values provided bll the Recipient Table 7: Phase 68 - Phillips Excavating. Inc. Eligibilitll Determination Agreement:

Bid Item Description Percent
Elinibilitv
1 Materials 100%
2 Mobilization 100%
3 Heavv Eauioment 100%
4 Labor 100%
5 Asohalt Annrenate Base Shade Sand 100%
Exhibit B
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00GC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
Bid items as shown in the schedule of values provided by the Recipient Eligibility Determination Conditions of Approval are as follows:

1. Necessary insurance directly related to the construction contract and extending throughout the period of the construction contract will be eligible for funding. This includes builder risk insurance, public liability insurance, fire, and Project specific insurance.

2. Earthquake insurance and "Act of God" insurance are ineligible for funding.

3. The cost of local permits and licenses other than those issued by the Recipient are eligible for funding.

4. Review of the P&S by the Division is conducted to determine eligibility and administrative compliance with the Policy. Issuance of the FBA does not relieve the Recipient and the design engineer of their legal liability for the adequacy of the design.

B.5 ADDITIONAL BUDGET RESTRICTIONS.

In addition to all other due dates and conditions of disbursement in this Agreement, disbursement for Project Costs is restricted as follows:
(a) Only the Proposition 1 grant component of the Project Funds is available to reimburse Project Costs incurred prior to July 24, 2019. The Recipient must not request reimbursement of Project Costs incurred prior to July 24, 2019 in excess of FIFTEEN THOUSAND DOLLARS AND ZERO CENTS ($15,000). (b) Project Costs incurred prior to July 12, 2021 are not eligible for Budget Act of 2021 grant funding under this Agreement. The Recipient must not request reimbursement of Project Costs incurred prior to July 12, 2021 in excess of ONE MILLION ONE HUNDRED EIGHTY-SEVEN THOUSAND FIVE HUNDRED AND EIGHTY-FOUR DOLLARS AND ZERO CENTS ($1,187,584).
(s) The ResipieA! must Fequest FeimlrnFsemeA! of iASUFF9S Projest Costs of at least ONE l=IUNDRED ELEVEN Tl=IOUSAND O~IE l=IUNDRED DObbARS MID NO CE~ITS ($111,100) pFior to MaFsh 31, 2023. If the ResipieAt has Aet requestes FeimllursemeA! ef iASUFFes PFojeet Costs, iA aeeorsaAee with the ReimllursemeA! PFosesuFes at EiEhillit B.6, of at least $111, 1 QQ lly this sate, the siffereAse may revert to the State VVater Boars aAS may AO loA§er Ile availallle uAser this A1areemeA!, with AO liallility assruiA§ to the State VVateF BoaFs.

B.§i; LINE ITEM ADJUSTMENTS.

Upon written request by the Recipient, the Division may adjust the summary budget line items at time of Division's Phase 1 l"iAal Bus1aet AppFOval aAS Phase 2A aAs 28 f'iAal Bus1aet Approvals Phase 4 Final Budget Approval.

Upon written request by the Recipient, the Division may also adjust the line items of the summary budget as well as the detailed budget at the time of Recipient's submittal of its final claim. Any summary budget line item adjustments that are due to a change in scope of work will require an Agreement amendment. The sum of adjusted line items in both the Summary budget and the detailed budget must not exceed the total budget amount. The Division may also propose budget adjustments.

B,16 REIMBURSEMENT PROCEDURE.
(a) Except as may be otherwise provided in this Agreement, reimbursements will be made as follows:

1. Upon execution and delivery of this Agreement by both parties, the Recipient may request immediate reimbursement of any eligible incurred costs as specified below through submission to the State Water Exhibit B
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00SC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
Board of the Reimbursement Request Form 260 and Form 261, or any amendment thereto, duly completed and executed.

2. The Recipient must submit a Reimbursement Request for costs incurred prior to the date this Agreement is executed by the State Water Board no later than ninety (90) days after this Agreement is executed by the State Water Board. Late Reimbursement Requests may not be honored.

3. Additional Project Funds will be promptly disbursed to the Recipient upon receipt of Reimbursement Request Form 260 and Form 261, or any amendment thereto, duly completed and executed by the Recipient for incurred costs consistent with this Agreement, along with receipt of progress reports due under Exhibit A.

4. The Recipient must not request reimbursement for any Project Cost until such cost has been incurred and is currently due and payable by the Recipient, although the actual payment of such cost by the Recipient is not required as a condition of reimbursement request. Supporting documentation (e.g., receipts) must be submitted with each Reimbursement Request. The amount requested for Recipient's administration costs must include a calculation formula (i.e., hours or days worked times the hourly or daily rate= total amount claimed). Reimbursement of Project Funds will be made only after receipt of a complete, adequately supported, properly documented, and accurately addressed Reimbursement Request. Upon request by the Division, supporting documents for professional and administrative services must include the employees' names, classifications, labor rates, hours worked, and descriptions of the tasks performed. Reimbursement Requests submitted without supporting documents may be wholly or partially withheld at the discretion of the Division.

5. The Recipient must spend Project Funds within 30 days of receipt. If the Recipient earns interest earned on Project Funds, it must report that interest immediately to the State Water Board. The State Water Board may deduct earned interest from future reimbursements.

6. The Recipient shall not request a reimbursement unless that Project Cost is allowable, reasonable, and allocable.

7. Notwithstanding any other provision of this Agreement, no reimbursement shall be required at any time or in any manner which is in violation of or in conflict with federal or state laws, policies, or regulations. (b) Notwithstanding any other provision of this Agreement, the Recipient agrees that the State Water Board may retain an amount equal to ten percent (10%) of the Project Funding Amount until Project Completion. Any retained amounts due to the Recipient will be promptly disbursed to the Recipient, without interest, upon Project Completion.
(c) Except as follows, construction costs and disbursements for Phase-=!- i.are not available until after the Division has approved the Phase4 i.final budget form submitted by the Recipient, sonslruslion sosls anEI ElislJuFsemenls foF Phase 2A aFe not availallle until afleF the Division has apprnveEI lhe Phase 2/\ final IJuElgel foFm sullmil!e<i IJy !he Resipienl, an<i GOAS!FusliOA GOS!S an<i Elislluraemenls foF Phase 2B aFe ROI availallle UAlil afleF !he Division has apprnve<i the Phase 28 final IJuElgel foFm sulJmiUeEI IJy the Recipient. The Deputy Director of the Division may authorize the disbursement of up to ten percent (10%) of Project Funds for the reimbursement of eligible construction costs and pre-purchased materials prior to Division approval of the final budget form submitted by the Recipient. All other construction costs for Phase-'! i, Phase 2A, anEI Phase 28 are not eligible for reimbursement until after th-is the Division has approved the Phase4 i.final budget form, Phase 2/\ final llu<igel foFm, OF Phase 28 final llu<igel foFm submitted by the Recipient, mspeelively. Construction costs incurred prior to the Eligible Construction Start Date are not eligible for reimbursement.

B.J!.7 REVERTING FUNDS AND DISENCUMBRANCE.

In the event the Recipient does not submit Reimbursement Requests for all funds encumbered under this Agreement by the Final Reimbursement Request Date, any remaining funds revert to the State. The State Water Board may notify the Recipient that the project file is closed, and any remaining balance will be disencumbered and unavailable for further use under the Agreement.

Exhibit B
City of Needles
Project Nos.: 3610032-001C, 3610032-002C.
3610032-003C. 3610032-004C. and 3610032-006C
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
EXHIBIT C - GENERAL TERMS AND CONDITIONS 2019-NOV
GENERAL TERMS AND CONDITIONS 2019-NOV is incorporated by reference and is posted at https://www.waterboards.ca.gov/water issues/programs/grants loans/general terms.html Exhibit C
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00SC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2

EXHIBIT D - SPECIAL CONDITIONS

1. Notwithstanding Exhibit C, the following terms have no meaning for the purposes of this Agreement:
• Work Completion
• Work Completion Date

2. Each capitalized term used in this Agreement has the following meaning:
• "Allowance" means an amount based on a percentage of the accepted bid for an eligible project to help defray the planning, design, and construction engineering and administration costs of the Project. • "Authorized Representative" means the duly appointed representative of the Recipient as set forth in the certified original of the Recipient's authorizing resolution that designates the authorized representative by title.
• "Completion of Construction" means the date, as determined by the Division after consultation with the Recipient, that the work of building and erection of the Project is substantially complete, and is established on the Cover Page of this Agreement.
• "District Office" means District Office of the Division of Drinking Water of the State Water Board. • "Division of Drinking Water" means the Division of Drinking Water of the State Water Board. • "Phase 1 Eligible Construction Start Date" means the date set forth on the Cover Page of this Agreement, establishing the date on or after which construction costs for Phase 1 may be incurred and eligible for reimbursement hereunder.
• "Phase 2 Eligible Construction Start Date" means the date set forth on the Cover Page of this Agreement, establishing the date on or after which construction costs for Phase 2 may be incurred and eligible for reimbursement hereunder.
• "Phase 3 Eligible Construction Start Date" means the date set forth on the Cover Page of this Agreement, establishing the date on or after which construction costs for Phase 3 may be incurred and eligible for reimbursement hereunder.
• "Phase 4 Eligible Construction Start Date" means the date set forth on the Cover Page of this Agreement, establishing the date on or after which construction costs for Phase 4 may be incurred and eligible for reimbursement hereunder.
• "Phase 6 Eligible Construction Start Date" means the date set forth on the Cover Page of this Agreement, establishing the date on or after which construction costs for Phase 6 may be incurred and eligible for reimbursement hereunder.
• "Eligible Work Start Date" means the date set forth on the Cover Page of this Agreement, establishing the date on or after which any non-construction costs may be incurred and eligible for reimbursement hereunder.
• "Enterprise Fund" means the enterprise fund of the Recipient in which Revenues are deposited. • "Event of Default" means, in addition to the meanings set forth in Exhibit C, the occurrence of any of the following events:
a) A material adverse change in the condition of the Recipient, the Revenues, or the System, which the Division reasonably determines would materially impair the Recipient's ability to satisfy its obligations under this Agreement.
b) Failure to operate the System or the Project without the Division's approval; Exhibit D
City of Needles
Project Nos.: 3610032-001C, 3610032-002C.
3610032-003C. 3610032-004C. and 3610032-00GC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
• "Phase 1 Final Budget Approval" means the Division-approved final budget for the Project Phase 1 of the Project, as set forth in Exhibit B.
• "Phase 2A Final Budget Approval" means the Division-approved final budget for Phase 2A of the Project, as set forth in Exhibit B.
• "Phase 2B final B~dget Approval" means the Division approved final e~dget for Phase 2B el the Project, as set forth in fahillit B.
• "Phase 3 Final Budget Approval" means the Division-approved final budget for Phase 3 of the Project. as set forth in Exhibit 8.
• "Phase 4 Final Budget Approval" means the Division-approved final budget for Phase 4 of the Project. as set forth in Exhibit 8.
• "Phase 6A Final Budget Approval" means the Division-approved final budget for Phase 6A of the Project. as set forth in Exhibit B.
• "Phase 6B Final Budget Approval" means the Division-approved final budget for Phase 6B of the Project. as set forth in Exhibit B.
• "Indirect Costs" means those costs that are incurred for a common or joint purpose benefiting more than one cost objective and are not readily assignable to the Project (i.e., costs that are not directly related to the Project). Examples of Indirect Costs include, but are not limited to: central service costs; general administration of the Recipient; non-project-specific accounting and personnel services performed within the Recipient organization; depreciation or use allowances on buildings and equipment; the costs of operating and maintaining non-project-specific facilities; tuition and conference fees; generic overhead or markup; and taxes.
• "Initiation of Construction" means the date that notice to proceed with work is issued for the Project, or, if notice to proceed is not required, the date of commencement of building and erection of the Project. • "Net Revenues" means, for any Fiscal Year, all Revenues received by the Recipient less the Operations and Maintenance Costs for such Fiscal Year.
• "Operations and Maintenance Costs" means the reasonable and necessary costs paid or incurred by the Recipient for maintaining and operating the System, determined in accordance with GAAP, including all reasonable expenses of management and repair and all other expenses necessary to maintain and preserve the System in good repair and working order, and including all reasonable and necessary administrative costs of the Recipient that are charged directly or apportioned to the operation of the System, such as salaries and wages of employees, overhead, taxes (if any), the cost of permits, licenses, and charges to operate the System and insurance premiums; but excluding, in all cases depreciation, replacement, and obsolescence charges or reserves therefor and amortization of intangibles. • "Reimbursement Request" means the Recipient's request for Project Funds from the State Water Board as set forth in Exhibit B.
• "Revenues" means, for each Fiscal Year, all gross income and revenue received or receivable by the Recipient from the ownership or operation of the System, determined in accordance with GAAP, including all rates, fees, and charges (including connection fees and charges) as received by the Recipient for the services of the System, and all other income and revenue howsoever derived by the Recipient from the ownership or operation of the System or arising from the System, including all income from the deposit or investment of any money in the Enterprise Fund or any rate stabilization fund of the Recipient or held on the Recipient's behalf, and any refundable deposits made to establish credit, and advances or contributions in aid of construction.
• "System" means all drinking water collection, transport, treatment, storage, and delivery facilities, including land and easements thereof, owned by the City of Needles, or its successor agency, and all Exhibit D
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00SC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
other properties, structures, or works hereafter acquired and constructed by the Recipient and determined to be a part of the System, together with all additions, betterments, extensions, or improvements to such facilities, properties, structures, or works, or any part thereof hereafter acquired and constructed. • "Useful Life" means the economically useful life of the Project beginning at Project Completion and is set forth in Exhibit A.

3. Rates and Charges. The Recipient must, to the extent permitted by law, fix, prescribe and collect rates, fees and charges for the System during each Fiscal Year which are reasonable, fair, and · nondiscriminatory and which will be sufficient to generate Revenues in the amounts necessary to cover Operations and Maintenance Costs, and must ensure that Net Revenues are in an amount necessary to meet its obligations under this Agreement. The Recipient may make adjustments from time to time in such fees and charges and may make such classification thereof as it deems necessary, but shall not reduce the rates, fees and charges then in effect unless the Net Revenues from such reduced rates, fees, and charges will at all times be sufficient to meet the requirements of this section.

4. Reserved.

5. Reserved.

6. Special Conditions
a. Technical:
i. The Recipient shall submit its professional engineering services contract(s) to the Division prior to disbursement of funds for costs incurred under such contract(s). ii. The Recipient shall not solicit bids, award a contract, or commence construction activities until final plans and specifications are approved by the Division of Drinking Water San Bernardino District Office Engineer and the Project Manager. iii. Hie Resipient shall not proceed with e~Yippin§ Well 1@ yntil water qyality tests are approved by the DivisiOfl,
iii. iv, Upon completion of the Project the Recipient shall submit a water supply permit amendment request for review to the Division of Drinking Water San Bernardino District Office Engineer.
iv. GREENHOUSE GAS REDUCTION FUND REPORTING: The Recipient must submit information required for compliance with SAFER/Greenhouse Gas Reduction Fund requirements. as required by the Division.

1. Submit Jobs Training and Workforce Development report annually covering reporting period from December 1st to November 30th by December 15th. The report includes information on the quantity and quality of jobs, including wages and credentials. The reporting template is available at CCI Quantification. Benefits, and Reporting Materials I California Air Resources Board
(https://ww2.arb.ca.gov/resources/documents/cci-quantification-benefitsand-reporting-materials).

Exhibit D
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C. 3610032-004C, and 3610032-00GC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
y_,_ The Recipient shall submit its executed contract(s) for Phase 6A and Phase 6B to the Division prior to disbursement of funds for costs incurred under such contract(s).
a. Environmental:
i. The documents identified below are incorporated by reference and the Recipient shall comply with the conditions and recommendations therein:

1. The letter dated May 22, 2019, from Julianne Polanco of the Office of Historic Preservation (OHP), to Wendy Pierce of the State Water Board, including, but not limited to, the following:
a. A Tribal Monitor approved by the Fort Mojave Indian Tribe will be present during ground disturbing activity.
ii. In the Recipient's Quarterly Reports submitted pursuant to this Agreement, the Recipient shall include a discussion of the status of its compliance with environmental measures identified in this Exhibit D, with separate sections clearly labeled and titled, discussing the status of Recipient's compliance.
iii. In the Recipient's Project Completion Report submitted pursuant to this Agreement, the Recipient shall include a discussion of its compliance with environmental measures identified in this Exhibit D, with separate sections clearly labeled and titled, discussing the status of Recipient's compliance.

7. Appointment of Receiver/Custodian. Upon the filing of a suit or other commencement of judicial proceedings to enforce the rights of the State Water Board under this Agreement, the State Water Board may make application for the appointment of a receiver or custodian of the Revenues, pending such proceeding, with such power as the court making such appointment may confer.

8. Damages for Breach of Tax-Exempt Status. In the event that any breach of any of the provisions of this Agreement by the Recipient results in the loss of tax-exempt status for any bonds of the State or any subdivision or agency thereof, or if such breach results in an obligation on the part of the State or any subdivision or agency thereof to reimburse the federal government by reason of any arbitrage profits, the Recipient must immediately reimburse the State or any subdivision or agency thereof in an amount equal to any damages paid by or loss incurred by the State or any subdivision or agency thereof due to such breach.

9. Reserved.

10. Operation and Maintenance. The Recipient shall sufficiently and properly staff, operate, and maintain the facility and structures constructed or improved as part of the project throughout the term of this Agreement, consistent with the purposes of this Agreement. The Recipient assumes all operations and maintenance costs of the facilities and structures; the State Water Board shall not be liable for any cost of such maintenance, management or operation.

11. Insurance. The Recipient will procure and maintain or cause to be maintained insurance on the System and Project with responsible insurers, or as part of a reasonable system of self-insurance, in such amounts and against such risks (including damage to or destruction of the System or Project) as are usually covered in connection with systems similar to the System or Project. Such insurance may be maintained by a self-insurance plan so long as such plan provides for (i) the establishment by the Recipient of a separate segregated self-insurance fund in an amount determined (initially and on at least an annual basis) by an independent insurance consultant experienced in the field of risk management Exhibit D
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00GC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
employing accepted actuarial techniques and (ii) the establishment and maintenance of a claims processing and risk management program. In the event of any damage to or destruction of the System or Project caused by the perils covered by such insurance, the net proceeds thereof shall be applied to the reconstruction, repair or replacement of the damaged or destroyed portion of the System or Project. The Recipient must begin such reconstruction, repair or replacement as expeditiously as possible, and must pay out of such net proceeds all costs and expenses in connection with such reconstruction, repair or replacement so that the same must be completed and the System and Project must be free and clear of all claims and liens. Recipient agrees that for any policy of insurance concerning or covering the construction of the Project, it will cause, and will require its contractors and subcontractors to cause, a certificate of insurance to be issued showing the State Water Board, its officers, agents, employees, and servants as additional insured; and must provide the Division with a copy of all such certificates prior to the commencement of construction of the Project.

12. Notice Events. Upon the occurrence of any of the following events, the Recipient must notify the Division's Deputy Director and Party Contacts by phone and email within the time specified below:
a. Reserved.
b. The Recipient must notify the Division promptly of the occurrence of any of the following events:
i. Bankruptcy, insolvency, receivership or similar event of the Recipient, or actions taken in anticipation of any of the foregoing;
ii. Change of ownership of the Project (no change of ownership may occur without written consent of the Division);
iii. Loss, theft, damage, or impairment to Project;
iv. Events of Default, except as otherwise set forth in this section; v. A proceeding or action by a public entity to acquire the Project by power of eminent domain.
vi. Any litigation pending or threatened with respect to the Project or the Recipient's technical, managerial or financial capacity or the Recipient's continued existence; vii. Consideration of dissolution, or disincorporation; viii. Enforcement actions by or brought on behalf of the State Water Board or Regional Water Board.
ix. The discovery of a false statement of fact or representation made in this Agreement or in the application to the Division for this funding, or in any certification, report, or request for reimbursement made pursuant to this Agreement, by the Recipient, its employees, agents, or contractors;
x. Any substantial change in scope of the Project. The Recipient must undertake no substantial change in the scope of the Project until prompt written notice of the proposed change has been provided to the Division and the Division has given written approval for the change;
Exhibit D
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00SC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
xi. Any circumstance, combination of circumstances, or condition, which is expected to or does delay Completion of Construction for a period of ninety (90) days or more; xii. Any Project monitoring, demonstration, or other implementation activities required in this Agreement;
xiii. Any public or media event publicizing the accomplishments and/or results of this Agreement and provide the opportunity for attendance and participation by state representatives with at least ten (10) working days' notice to the Division; xiv. Any event requiring notice to the Division pursuant to any other provision of this Agreement.
xv. Completion of work on the Project.
xvi. The Recipient must promptly notify the Division and Party Contacts of cessation of all major construction work on the Project where such cessation of work is expected to or does extend for a period of thirty (30) days or more;
xvii. The Recipient must promptly notify the Division and Party Contacts of the discovery of any unexpected endangered or threatened species, as defined in the federal Endangered Species Act. Should a federally protected species be unexpectedly encountered during implementation of the Project, the Recipient agrees to promptly notify the Division. This notification is in addition to the Recipient's obligations under the federal Endangered Species Act;
xviii. The Recipient must promptly notify the Division and Party Contacts of Completion of Construction, and Project Completion;
xix. The Recipient must promptly notify the Division and Party Contacts of the award of the prime construction contract for the Project; and the Recipient must promptly notify the Division and Party Contacts of Initiation of construction of the Project. xx. The occurrence of a material breach or event of default under any Recipient obligation that results in the acceleration of principal or interest or otherwise requires immediate prepayment, repurchase or redemption.

13. Continuous Use of Project; No Lease, Sale, Transfer of Ownership, or Disposal of Project. The Recipient agrees that, except as provided in this Agreement, it will not abandon, substantially discontinue use of, lease, sell, transfer ownership of, or dispose of all or a significant part or portion of the Project during the Useful Life of the Project without prior written approval of the Division. Such approval may be conditioned as determined to be appropriate by the Division, including a condition requiring repayment of all disbursed Project Funds or all or any portion of all remaining funds covered by this Agreement together with accrued interest and any penalty assessments that may be due.

14. State Cross-Cutters. Recipient represents that, as applicable, it complies and covenants to maintain compliance with the following for the term of the Agreement:
a) The California Environmental Quality Act (CEQA), as set forth in Public Resources Code 21000 et seq. and in the CEQA Guidelines at Title 14, Division 6, Chapter 3, Section 15000 et seq.

Exhibit D
City of Needles
Project Nos.: 3610032-001C, 3610032-002C.
3610032-003C, 3610032-004C. and 3610032-00GC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
b) Water Conservation requirements, including regulations in Division 3 of Title 23 of the California Code of Regulations.
c) Monthly Water Diversion Reporting requirements, including requirements set forth in Water Code section 5103.
d) Public Works Contractor Registration with Department of Industrial Relations requirements, including requirements set forth in Sections 1725.5 and 1771.1 of the Labor Code. e) Volumetric Pricing & Water Meters requirements, including the requirements of Water Code sections 526 and 527.
f) Urban Water Management Plan requirements, including the Urban Water Management Planning Act (Water Code,§ 10610 et seq.).
g) Urban Water Demand Management requirements, including the requirements of Section 10608.56 of the Water Code.
h) Delta Plan Consistency Findings requirements, including the requirements of Water Code section 85225 and California Code of Regulations, title 23, section 5002. i) Agricultural Water Management Plan Consistency requirements, including the requirements of Water Code section 10852.
j) Charter City Project Labor Requirements, including the requirements of Labor Code section 1782 and Public Contract Code section 2503.
k) The Recipient agrees that it will, at all times, comply with and require its contractors and subcontractors to comply with directives or orders issued pursuant to Division 7 of the Water Code.

15. Reserved.

16. Fraud, Waste, and Abuse. The Recipient shall prevent fraud, waste, and the abuse of Project Funds, and shall cooperate in any investigation of such activities that are suspected in connection with this Agreement. The Recipient understands that discovery of any evidence of misrepresentation or fraud related to reimbursement request, invoices, proof of payment of invoices, or other supporting information, including but not limited to double or multiple billing for time, services, or any other eligible cost, may result in referral to the Attorney General's Office or the applicable District Attorney's Office for appropriate action. The Recipient further understands that any suspected occurrences of false claims, misrepresentation, fraud, forgery, theft or any other misuse of Project Funds may result in withholding of reimbursements and/or the termination of this Agreement requiring the immediate repayment of all funds disbursed hereunder.

17. DISPUTES. The Recipient must continue with the responsibilities under this Agreement during any dispute. The Recipient may, in writing, appeal a staff decision within 30 days to the Deputy Director of the Division or designee, for a final Division decision. The Recipient may appeal a final Division decision to the State Water Board within 30 days. The Office of the Chief Counsel of the State Water Board will prepare a summary of the dispute and make recommendations relative to its final resolution, which will be provided to the State Water Board's Executive Director and each State Water Board Member. Upon the motion of any State Water Board Member, the State Water Board will review and resolve the dispute in the manner determined by the State Water Board. Should the State Water Board determine not to review the final Division decision, this decision will represent a final agency action on the dispute. This provision Exhibit D
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00GC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
does not preclude consideration of legal questions, provided that nothing herein shall be construed to make final the decision of the State Water Board, or any official or representative thereof, on any question of law. This section relating to disputes does not establish an exclusive procedure for resolving claims within the meaning of Government Code sections 930 and 930.4.

18. Additional Representations and Warranties. The Recipient makes the following representations and warranties:
a. The Recipient has not made any untrue statement of a material fact in its application for this financial assistance, or omitted to state in its application, a material fact that makes the statements in its application not misleading.
b. The Recipient agrees to fulfill all assurances, declarations, representations, and commitments in its application, accompanying documents, and communications filed in support of its request for funding under this Agreement.
c. The execution, delivery, and performance by Recipient of this Agreement, including all incorporated documents, do not violate any provision of any law or regulation in effect as of the date set forth on the first page hereof, or result in any breach or default under any contract, obligation, indenture, or other instrument to which Recipient is a party or by which Recipient is bound as of the date set forth on the Cover Page.
d. Except as set forth in this paragraph, there are, as of the date of execution of this Agreement by the Recipient, no pending or, to Recipient's knowledge, threatened actions, claims, investigations, suits, or proceedings before any governmental authority, court, or administrative agency which materially affect the financial condition or operations of the Recipient, the Revenues, and/or the Project.
e. There are no proceedings, actions, or offers by a public entity to acquire by purchase or the power of eminent domain any of the real or personal property related to or necessary for the Project.
f. The Recipient is duly organized and existing and in good standing under the laws of the State of California. Recipient must at all times maintain its current legal existence and preserve and keep in full force and effect its legal rights and authority. Within the preceding ten years, the Recipient has not failed to demonstrate compliance with state or federal audit disallowances. g. Any financial statements or other financial documentation of Recipient previously delivered to the State Water Board as of the date(s) set forth in such financial statements or other financial documentation: (a) are materially complete and correct; (b) present fairly the financial condition of the Recipient; and (c) have been prepared in accordance with GAAP. Since the date(s) of such financial statements or other financial documentation, there has been no material adverse change in the financial condition of the Recipient, nor have any assets or properties reflected on such financial statements or other financial documentation been sold, transferred, assigned, mortgaged, pledged or encumbered, except as previously disclosed in writing by Recipient and approved in writing by the State Water Board.
h. The Recipient is current in its continuing disclosure obligations associated with its material debt, if any.
i. The Recipient has no conflicting or material obligations, except as set forth in this paragraph.

Exhibit D
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00SC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2
j. The Recipient legally possesses all real property rights necessary for the purposes of this Agreement, not subject to third party revocation, which rights extend at least to the Records Retention End Date of this Agreement, except as set forth in this paragraph. k. The Recipient and its principals, to the best of the Recipient's knowledge and belief, are not presently debarred, suspended, proposed for debarment, declared ineligible, or otherwise excluded from participation in any work overseen, directed, funded, or administered by the State Water Board program for which this grant funding is authorized; nor have they engaged or permitted the performance of services covered by this Agreement from parties that are debarred or suspended or otherwise excluded from or ineligible for participation in any work overseen, directed, funded, or administered by the State Water Board program for which this grant funding is authorized.

I. The Recipient possesses all water rights necessary for this Project.

19. RUSSIAN SANCTIONS
On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 /the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. "Economic Sanctions" refers to sanctions imposed by the U.S. government in response to Russia's actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with. and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State Water Board determine Recipient is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this Agreement. The State Water Board shall provide Recipient advance written notice of such termination. allowing Recipient at least 30 calendar days to provide a written response. Termination shall be at the sole discretion of the State Water Board.

The Recipient represents that the Recipient is not a target of economic sanctions imposed in response to Russia's actions in Ukraine imposed by the United States government or the State of California. The Recipient is required to comply with the economic sanctions imposed in response to Russia's actions in Ukraine, including with respect to, but not limited to, the federal executive orders identified in California Executive Order N-6-22, located at https://www.gov.ca.gov/wp-content/uploads/2022/03/3.4.22-RussiaUkraine-Executive-Order.pdf and the sanctions identified on the United States Department of the Treasury website lhttps://home.treasury.gov/policy-issues/financial-sanctions/sanctions-proqrams-and-countryinformation/ukraine-russia-related-sanctions). The Recipient is required to comply with all applicable reporting requirements regarding compliance with the economic sanctions. including, but not limited to, those reporting requirements set forth in California Executive Order N-6-22 for all Recipients with one or more agreements with the State of California with an aggregated value of Five Million Dollars ($5,000,000) or more. Notwithstanding any other provision in this Agreement, failure to comply with the economic sanctions and all applicable reporting requirements may result in termination of this Agreement.

For Recipients with an aggregated agreement value of Five Million Dollars ($5,000,000) or more with the State of California, reporting requirements include, but are not limited to, information related to steps taken in response to Russia's actions in Ukraine, including but not limited to:

1. Desisting from making any new investments or engaging in financial transactions with Russian institutions or companies that are headquartered or have their principal place of business in Russia;

2. Not transferring technology to Russia or companies that are headquartered or have their principal place of business in Russia; and
Exhibit D
City of Needles
Project Nos.: 3610032-001C, 3610032-002C,
3610032-003C, 3610032-004C, and 3610032-00GC
Agreement No.: SWRCB0000000000D1902030

Amendment No. 2

3. Direct support to the government and people of Ukraine.

Exhibit D
Request for Board Action
City of Needles, California
~--------------------------------------------------------- ~ iZI CITY COUNCIL O UTILITY BOARD iZI NPUA 1Z! Regular D Special Meeting Date: 08/30/2022
Title: Accept the bid from CORA CONSTRUCTION for Schedule Bid Item B in the amount of $838,695 to construct a new L Street Water Booster Station on L Street & Highland.

Background: On 01/12/2022 the project was advertised in the Needles Desert Star and bids were opened on 02/17/2022 with Five (5) bids received. The bid received was from Cora Construction in the amount of $838,695 was the apparent low bidder for the L Street Water Booster Station.

Fiscal Impact: The City received a grant from the California State Water Resources Control Board in which the total amount will be reimbursed to the City. Total Project amount is $1,079,635 which includes a contingency. The City receive an amendment on 08/12/2022 for 14.3 million dollars to move forward with several Water infrastructure projects within the City. PM Sylvia Miledi
Recommendation: Accept the bid from CORA CONSTRUCTION for Schedule Bid Item B in the amount of $838,695 to construct a new L Street Water Booster Station on L Street & Highland. With a project total of $1 ,079,635 including contingency. Direct Staff to issue a Notice of Award and Notice to Proceed for the project.

Submitted By: Tammy Ellmore, Engineering Tech II
Rainie Torrance, Assistant Utility Manager
City Management Review: ~ \. ~ Date:
~---------------------------------------------------------~ Approved: D Not Approved: D Tabled: 0 Other:D
AGENDA ITEM: 3 3
.__. City of Needles

SEALED BID OPENING
PROJECT NAME: Llllyhill & L Street Water Booster DATE: 02/17/2022 - 3:30 p.m. ---------------------
BIDDER
1 Cora Construction J Lillyhill Booster -
L Street Booster
TOTAL
2 Metro Builders & Engineers Lillyhlll Booster
L Street Booster
TOTAL
3 Pacific Hydrotech Corp Lillyhlll Booster
L Street Booster
TOTAL
4 Pyramid Building & Engineering Llllyhlll Booster
5 RSH Construction
Present at Opening:

Tammy Ellmore
Alberto Pavla
Rainie Torrance
Pete Stamas - CA Water Board
Last Updated: 2/17/2022 4:39:00 PM
L Street Booster
TOTAL
Llllyhill Booster
L Street Booster
TOTAL
Travis Gurter - RSH Construction
Emily Samarln - Cora Constructors
Udit Tambe - Metro Builders
Jimmy Garibaldo - Pacific Hydro
Karen Garrison - Pyramid Builders
z Vl Vl
0 ~ IJJ
s Cl
D Cl
z 5 TOTAL BID ~ z 0 u: IJJ ct) ~ u Cl Cl a:: a:: IJJ Cl IJJ Cl < iii 0 u ti t/ ti ti ti $ 2,086,775.00 - -
I <$ 838,695.00
$ 2,925,470.00 -
ti t/ ti ti ti $ 2,307,304.78
$ 782,263.00
$ 3,089,567.78
ti t/ ti ti ti $ 2,435,925.78
$ 852,210.00
$ 3,288,135.78
ti t/ ti ti t/ $2,447,920.78
$ 792,920.00
$ 3,240,840.78
ti ti ti ti ti $2,414,035.78
$ 1,041,490.00
$ 3,455,525.78
Recorded by:

Tammy Ellmore
)
City of Needles, California
Request for City Council Action
~---------------------------------------------------------• ~ CITY COUNCIL O UTILITY BOARD O NPUA O RDA ~ Regular D Special Meeting Date: 08/30/2022
Title: Accept the cost increase for Construction Work by the Arizona Department of Transportation under the Intergovernmental Agreement in the total amount of $214,824.

Background: The project construction budget was programmed based on accelerated construction including night and weekend work, and March 2021 time of expenditure. In December 2021 ONE bid was received for the bridge construction with (ADOT) which was 60% higher than the engineers estimate and over funded with unacceptable high unit costs. On 01/13/2022, Arizona State Transportation Board rejected the bid.

ADOT re-advertised on 06/24/2022 incorporating modifications to the bid package to help ensure lower bids next round. With escalating rise in cost the bid resulted in City's increase of $214,824 for one-half of the project.

Fiscal Impact: Total project cost to date is $2,839,648 with the City paying one-half the cost of $1 ,419,824. Expending from the General Fund Reserves and reimbursing from a Grant administered by Caltrans from the Highway Bridge Program (HBP) at 88.53% results in $1 ,256,970 return to the City. Below is a summary of Construction costs:
~ Sylvia Miledi

PROJECT TOTAL ADOT CITY
OriQinal $1,000,000 - - Early Estimate
04/27/2021 $1 ,600,000 $800,000 $800,000 Revised Estimate, PAID 04/12/2022 $2,410,000 $405,000 $405,000 Revised Estimate, PAID 08/30/2022 $2,839,648 $214,824 $214,824 Revised Estimate after BIDS, PENDING to PAY
$1,419,824 $1,419,824 New Estimate

88.53% $1,256,970 Reimbursed by

CALTRANS
Grant from SBCTA Measure I County Funds -$98,470 Received PAYMENT $64,384 Out of Pocket Cost
after Reimbursements
~---------------------------------------------------------• Approved: D Not Approved: D Tabled: 0 Other:O
AGENDA ITEM: Sy

Recommendation: Accept the cost increase for Construction Work by the Arizona Department of Transportation under the Intergovernmental Agreement to be updated for an increase of $214,824 to continue with the project. Using funds from General Fund Reserves and being reimbursed by Caltrans under the Highway Bridge Program (HBP) at 88.53%.

Submitted By: Tammy Ellmore, Engineering Tech II
City Management Review: G \. c.k: Date:

City of Needles, California
Request for Council Action
[8'.I CITY COUNCIL □ NPUA [8'.I Adjourned Regular D Special Meeting Date: August 30, 2022
Title: Resolution No. 2022-64 approving a First Amendment to Agreement between the City of Needles and Needles Unified School District for a Sheriffs Service Specialist for the 2022-2023 school year
Background: The sheriff's dept has provided City Manager Daniels with a new schedule A for law enforcement services that includes "salary increases for staff effective 07-30- 2022" which has a ripple effect on the sheriff's service specialist position. In light of this increased cost, a First Amendment to Agreement with the School District is needed to share the total cost 50%-50%.

Fiscal Impact: The additional $1,390 will be picked up at budget revisions making budget line item 225-2010-421.31-80 (COPS) a total of $92,983 of which half is to be reimbursed by the School District ($46,491.50). No financial impact on the general fund.

Recommendation: Waive the reading and adopt Resolution No. 2022-64 approving a First Amendment to Agreement between the City of Needles and Needles Unified School District for a Sheriffs Service Specialist for the 2022-2023 school year.

Submitted By: Cheryl Sallis, Community Services Manager City Management Review: ...- :? \ C:: '£ - Date:

Approved: □ Not Approved: □ Tabled: □ Other: □
Agenda Item: .....;: 3==-:......; '--D=----
L:\council\council cover sheet - sheriffs serv specialist agree FIRST AMENDMENT 2022-2023 (Aug '22).doc/cks RESOLUTION NO. 2022-64

A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF NEEDLES, CALIFORNIA, APPROVING A

FIRST AMENDMENT TO AGREEMENT BETWEEN THE

CITY OF NEEDLES AND NEEDLES UNIFIED SCHOOL

DISTRICT FOR A SHERIFF'S SERVICE SPECIALIST
FOR THE 2022-2023 SCHOOL YEAR
WHEREAS, CITY and DISTRICT entered into an Agreement dated May 24, 2022, providing for a shared cost of a Sheriffs Service Specialist with applicable equipment for the 2022-2023 school year; and
WHEREAS, on July 27, 2022, CITY was provided an updated Schedule A to its Contract with the San Bernardino County Sheriffs Department which included MOU (personnel) increases to the CITY; and
WHEREAS, the May 24, 2022 Agreement shares the cost of the Service Specialist and equipment 50%-50% between the CITY and DISTRICT after deduction of a 10% contribution from the Sheriffs Department.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Needles, California, hereby approves a First Amendment to Agreement between the City of Needles and Needles Unified School District for a Sheriffs Service Specialist for the 2022-2023 school year and authorizes the Mayor to sign same.

PASSED, APPROVED AND ADOPTED at an adjourned regular meeting of the City Council of the City of Needles, California, held on the 30th day of August, 2022, by the following roll call vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Mayor
(SEAL)
ATTEST: ______________ _
City Clerk
APPROVED AS TO FORM:

City Attorney
L:\council\resolution re first amended agree w school dist for sheriffs serv specialist 2022-2023 (Aug '22).doc/cks

FIRST AMENDMENT TO AGREEMENT
THIS FIRST AMENDMENT TO AGREEMENT is made and entered into this __ _ day of ____ ~ 2022, by and between the CITY OF NEEDLES, hereinafter referred to as "CITY", and NEEDLES UNIFIED SCHOOL DISTRICT, hereinafter referred to as "DISTRICT".

WITNESS ETH
WHEREAS, CITY and DISTRICT entered into an Agreement dated May 24, 2022, providing for a shared cost of a Sheriffs Service Specialist with applicable equipment for the 2022-2023 school year; and
WHEREAS, on July 27, 2022, CITY was provided an updated Schedule A to its Contract with the San Bernardino County Sheriffs Department which included MOU (personnel) increases to the CITY; and
WHEREAS, the May 24, 2022 Agreement shares the cost of the Service Specialist and equipment 50%-50% between the CITY and DISTRICT after deduction of a I 0% contribution from the Sheriffs Department; and
WHEREAS, after the 10% contribution from the Sheriffs Department, the updated contract cost of the Service Specialist will be $92,983, an additional $1,390 over the initial proposed cost, for the 2022-2023 school year. DISTRICT is willing to pay one-half of this cost for a total of$46,491.50 which includes the cost of personnel and equipment during the 2022- 2023 school year and CITY is willing to pay one-half of the Service Specialist cost for a total of $46,491.50.

NOW, THEREFORE, CITY and DISTRICT hereby acknowledge the additional cost to the CITY for the Sheriffs Service Specialist and DISTRICT agrees to pay CITY $46,491.50 as DISTRICT'S contribution for the services of the Service Specialist for the 2022-2023 school year.

Except as set forth herein, all other terms and conditions of the Agreement dated May 24, 2022, shall remain in full force and effect.

IN WITNESS WHEREOF the parties hereto have executed this Agreement on the day and year first above written.

CITY OF NEEDLES
Mayor
Dated: --------

NEEDLES UNIFIED SCHOOL DISTRICT
Superintendent
Dated: _______ _
L:llegallsheriffs serv specialist - FIRST AMENDED agreement btwn city sehool 2022-2023 (Aug '22).doe/eks Page I City of Needles, California
Request for Council Action
1:8:1 CITY COUNCIL/NPUA □ BOARD OF PUBLIC UTILITIES
1:8:1 Regular D Special
Meeting Date: August 30, 2022
Title: Award the bid to Eberhard Equipment for a 2019 Jacobsen Mower not to exceed $24,712.

Background: The City of Needles Golf Course currently utilizes a 1991 mower which is does not currently operate. The costs to continually replace parts which are difficult to find is becoming an encumbrance on staff. There is a cost benefit to purchase a new unit vs an old unit is approximately $25,000. Due to the high demand of units there is long lead times for new units.

The City went out to bid in September 2022 for a new or used reel wheel mower and received one qualifying bid from Eberhard Equipment for a 2019 Jacobsen mower with 2000 hours, has new reels and the unit meets all the bid specifications. In addition, there is a 30-day warranty on the unit. The total cost for unit is $24,712 which includes shipping, California taxes, documentation fees, etc.

Fiscal Impact: The original over seed irrigation budget included the entire golf course, staff is saving costs by not over seeding the fairways and instead apply a painting program because of the cost of seed and the esthetics of the golf course. The costs saving of reducing the overseeding area is $26,000.
hr\ Sylvia Miledi
Recommended Action: Award the bid to Eberhard Equipment for a 2019 Jacobsen Mower not to exceed $24,712.

Submitted By: JJ Deleon, Rivers Edge General Manager/Director of Golf City Management Review: _ ____.:\L_Z_.:___.:\~<iit(~~~ - Approved: □ Not Approved: □ Tabled □ Other: □
Agenda Item:

Specifications Compliance
The Bidder shall note their compliance with each specification in the box provided with an X or check mark. Each line item requires an X or check mark. Any specification left blank shall be considered a non-responsive Bid and will be rejected. Any deviations from the specifications or where submitted literature does not fully support the meeting of the specifications, must be clearly cited and explained by the Bidder in the comment section following the specifications. The City will be responsible for determining specifications compliance.

Check the box for each line specification below if included in the specification:
one new or used large area reel mower
\l,t Fuel Capacity: Minimum 14 gallons
Ill: Reel Drive: Electric or Hydraulic
11! 2-wheel drive
IZ Mow speed: 0-10 mph
~ Width of cut: 100 inches (254 cm)
D Accessories: Rear Roller Brushes,
Universal Groomer,
Grass Baskets,
Vetticutter
Ill: 3-cylindar 24.8 hp at a minimum
Ill: Warranty included
Note: please provide a picture, the full specification, warranty details and a detailed quote for the proposed unit

THIS PAGE MUST BE COMPLETED AND RETURNED WITH BID PROPOSAL FORM Specifications Compliance - Continued
Comments:

Bidder shall fully describe every variance, exception, and /or deviation. If none, please enter "NONE" Used Jacobsen LF 3800
Fairway mower with 2000 hrs.

Includes fresh reel grind
2wd with optional ROPS and canopy
Just finished servicing

SUBJECT TO AVAILABILITY
Accessories:

Machine is equipped with groove rollers.

Does not come with brushes, universal groomers verticutters and grass baskets.

Warranty: 60 Days
100% the first 30 days
50% the second 30 days.

Against defect.

To be performed at our shop.

Does not include transportation

THIS PAGE MUST BE COMPLETED AND RETURNED WITH BID PROPOSAL FORMS TO: CITY

CITY OF NEEDLES
817 Third Street
Needles, CA 92363
Bid Form
DATE: 08-10-2022
In compliance with the Invitation for Sealed Bids for one new or used large area reel mower. the undersigned, as Bidder, hereby offers to sell to the City, in accordance with the terms, conditions, requirements and specifications set forth in the Bid documents for the price quoted on this Bid Form for one new or used large area reel mower.

MODEL: Jacobsen LF 3800
WARRANTY: 60 days
TOTAL BID PRICE - $ __ $_2_
4_'7
_
12 _______________ _
Total Bid Price includes California Sales Tax, California Tire Recycling Fee, OMV documentation fees, freight, and delivery charges but excludes Federal Excise Tax, if any.

DELIVERY DA TE _ ___.:7_d:::.:a:1y..::s--=ucc.p=:on.:_:_crec::c.:::eic:._vic.:n"--g -"th.:.:e:...:o::_rd::.;e:;_r ________________ _ The undersigned certifies under penalty of perjury that the quotation on this Bid Form constitutes a bona-fide offer to sell, that he/she is an authorized representative of the company listed, that the quotation is in no way sham or collusive, and that issuance of a Purchase Order by City constitutes acceptance of bidder's offer on the terms and conditions stated in the Bid documents, and forms a contract. Bidder will not withdraw its Bid for at least ninety (90) calendar days from the date and time of the bid opening.

BIDDER'S COMPANY PRINT NAME -AUTHORIZED
Eberhard Equipment

ADDRESS
2506 S. Harbor Blvd. Santa Ana Ca. 92704

I ELEPHONE NUMBER
Cell. 714.412.3984 Off. 714.957.1111
Carlos Gutierrez
ARE YOU CLAIMING A LOCAL BUSINESS PREFERENCE? ___ YES __:_,;,X __ NO If yes submit written proof of the address of your principle place of business and a copy of your current City business license.

THIS PAGE MUST BE COMPLETED AND RETURNED WITH BID PROPOSAL FORMS

EBERHARD EQUIPMENT
Ship To
City Of Neddles
Jarrod De Leon
144 Marina Dr.

Needles, CA 92363
Mobile: (760} 220-2268
Work: (760) 326-3931
[email protected]
Equipment Detail
Kubota Dealer

EBERHARD EQUIPMENT
2506 S. HARBOR BLVD.

SANT A ANA, CA 92704
Carlos Gutierrez
Phone: (714) 412-3984
Email:
[email protected]
Description Manufacturer Model# Qty
Kubota Dlesel, 37hp., 17 gall fuel tank capacity, cutting JACOBSEN width 100",,
Cash Details
Equipment Total
Additional Charges
Tax
Cash Sale Price

INCLUDES FREIGHT
LF3800
Quote Page 1 of
Quote Number: 41081 0
Effective Date: 08/10/2022
Valid Through: 08/31/2022
Bill To
City Of Neddles
Jarrod De Leon
144 Marina Dr.

Needles, CA 92363
Mobile: (760) 220-2268
Work: (760) 326-3931
[email protected]
MSRP
$24,712.00
Price Each
$22,934.57
Total
$22,934.57
$22,934.57
$0.00
$1,777.43
$24,712.00
Kubota Disclaimer
Sales quote can only be provided by a participa!lng Kubota dealer. Only Kubota and Kubota performance-matched Allied equipment are eligible. lncluslon of ineligible equipment may result in a higher blended APR. Stand Alone Kubota or Allied implements and attachments/accessories are subject to stand alone programs. Financing is available through Kubota Credit Corporation, U.S.A.; subject lo credit approval. Program ellgibilily requirements are subject to change without notice and may be withdrawn without notice. Some exceptions I
t,
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City of Needles, California
Request for Council Action
~ CITY COUNCIL/NPUA O BOARD OF PUBLIC UTILITIES
~ Regular D Special
Meeting Date: August 30, 2022
Title: Authorize $339,000 to Petrelli and $35,000 to Procure Replacement Poles for the City of Vernon for the River Road Transmission Crossing Damage Repair Background: On Thursday, August 11, 2022 at approximately 4:30 p.m.

California Highway Patrol (CHP) contacted the emergency services number and reported multiple powerlines were down on the I 40 near the River Road exit. It is expected that a microburst went through the area as there was damaged to adjacent properties.

Crews responded and removed 600 feet of 69 kv transmission and 12 kv distribution from the highway to allow traffic to resume. It was also discovered that poles located to the north and south were also damaged. A total of four (4) poles and approximately 1500 feet of transmission and distribution wire were damaged.

The NPUA's contracted emergency crew Petrelli has been contacted to make urgent repairs as this pole line is the main backup transmission line to feed the City of Needles.

The contractor is estimating the cost to be $374,000 max of which $314,000 is labor, $35,000 to replace the poles that were borrowed from the City of Vernon and $25,000 in materials.

Fiscal Impact: To be funded by the electric operating budget and reported to the insurance company as a claim.
..Arn Sylvia Miledi
Recommended Action: Authorize $339,000 to Petrelli and $35,000 to Procure Replacement Poles for the City of Vernon.

Submitted By: Rainie Torrance, Assistant Utility Manager Justin Scott, Electric Line Crew Supervisor
City Management Review:~ '- Gil( -
Approved: □ Not Approved □ Tabled □
Date:

Other □
Agenda Item: ----=3=--g __ _
River Road
Transmission
Damage Images
August 11, 2022
•
... . : . .. .. "" .,. .~
•
1- SO' POLE STAR c;o STRUCTIDN
1- 3/8 SIDE WALK GUY WITH ANCHORS (EAST)
25' LEADS

POLE PROVIDED BY NEEDLES ELECTRI C
.. ...
• • •
i-.so· POJ,.E BERRY CQRN R
2- 3/8 DOWN GUYS WITH ANCHORS (S/W &S/E)
2,pl Ll:ADs' , .Pb'L~ PROVIDED BY NEE0LES ELECTRIC ,
. , .
. .
..

CITY OF NEEDLES
p
. .
1 • 50' TANGENT POLE PROVIDED BY NEl:Dj.E ELECTRI C
1- 10' DOUBLE ARM
"
•
. ..
2- 70' HS
1· H STRUCTURE CONSTRUCTION TRIPLE TIMBERS
2· 1/2 INCH DOWN GUYS & ANCHORS (NORTH)
1· 3/8 DOWN GUY & ANCHOR (WEST)
CREW NO'TES:
25' LEAD ON ALL 3 DOWN GUYS
...
•

CITY OF NEEDLES ELECTRIC
WORK ORDER DRAWING EMERGENCY WORK ORDER 1-- --1--1--l- -----+-l--+-+++----l I
E E"nis'o""1· --------Transmissi<m Overhead Construction Standards All l:'Pl//01{ INT/;/1,,;1,n(J,VM,~ Ci"<IIJl!\ly
TO 318 Single Circuit 66 kV, Double-Arni Suspension or Deadend Insulator; "H" Frame Flgure 318..;1: "H" Frame, Double Arm, Suspension or Dead-End 4'-8"
Nota(s):
fil-. ___ 1,.,0c::,''0<-"----fil
Fi,EFER,ENCES:

TO 100 High Voltage Signs
TO 400 No. and Type of Insulators
TO ~00 Condutor Clamps
TO 700 Bonding

1. Allowableva.rtlcal load at each and of crossorm: 3,400 lb r.---- Q ___ - #l'r'iit!c'
T0318 Si\19Ie CfrcUit 66 kV, Double .. Arm SuspensioO or·Deadend lnsulatof! ''Hi• Frame 1---S_h_e_e_t_1_o.;..f_2----1What's Changed?
TOH
SCE lhternat ◄
Appr~lV~ qy.i
,v
.EffflC_til(e Date_;
V ()~
l I • •
"'"""' :.!.,e
City of Needles, California
Request for Council Action
[8'.I CITY COUNCIL/NPUA O BOARD OF PUBLIC UTILITIES
1:8'.1 Regular D Special
Meeting Date: August30,2022
Title: Authorize Route 66 Broadband formally known as Golden Valley Cable Company to install internet services to communicate with the Advanced Metering Infrastructure (AMI) Project not to exceed $24,000
Background: The City entered into an agreement with Golden Valley Cable Company now known as Route 66 Broadband on April 5, 2018 for internet services. The Landis+Gyr network required hard wired broadband to the substations to transmit meter reads. It was anticipated that all but one substation had access to broadband. However, all substations had to have new broadband wire installed.

Fiscal Impact: To be funded by the approved total project cost of $2,090,059 for Electric utilizing a portion of the contingency. This award was approved on August 10, 2021 .
~ Sylvia Miledi C
Recommended Action: Authorize Route 66 Broadband formally known as Golden Valley Cable Company to install internet services to communicate with the Advanced Metering Infrastructure (AMI) Project not to exceed $24,000 Submitted By: Rainie Torrance, Assistant Utility Manager City Management Review: _______ _ Date: ------
Approved: □ Not Approved □ Tabled: □ Other: □
Agenda Item: 3q
City of Needles, California
Request for Council Action
cgj CITY COUNCIL □ NPUA □ BOARD OF PUBLIC UTILITIES
IZ! Regular D Special
Meeting Date: August 30, 2022
Title: Cannabis Tax Audits
Background: In June of 2022 the City sent out Request for Proposals (RFP) for Cannabis Tax Field Audits to seven companies. Advertising was also published in the local newspaper and posted on the City website. The proposal period closed on July 28, 2022 and the following sealed bids were received:

Hdl Companies
Vasquez & Company LLP
$ 10,000 per entity 1st year then
adjusted for CPI
Maximum$ 7,000 per entity
Although Vasquez & Company LLP is the lowest bidder, and has done our Cannabis audits for two years, most of their experience is with government entities, not auditing cash industries. Hdl Companies has vast experience in Cannabis compliance and audits. They have worked with over 175 California cities and counties on cannabis-related programs and use their proprietary Cannabis Analytical Testing System in audits.

Earlier analysis indicated a broad spread from $7-$51 in revenue/sq ft for cultivation. Cannabis audits are an important way to provide third party assurance that taxes are being paid as required.

Fiscal Impact: A maximum estimated cost of $160,000 which includes 15 Cannabis audits and $10,000 in additional consulting fees. An estimate of $69,600 was already appropriated in the FY 23 budget and the additional $90,400 from General Fund reserves.

Recommendation:

Submitted By:

Approved: □
Award contract to Hdl Companies to perform Cannabis Tax Audits for calendar years 2021 and 2022.

Date:

Not Approved: □ Tabled □ Other □
Agenda Item: ::\ 0
City of Needles, California
Request for City Council Action
~ CITY COUNCIL □ NPUA D Regular D Special
Meeting Date: August 30, 2022
Title: 2022 San Bernardino State of the County
Background: The annual San Bernardino County State of the County is scheduled for Wednesday, October 5, 2022, from 3 pm to 6:30 pm, followed by a networking reception from 6:30 pm to 8:30 pm.

Fiscal Impact: The cost for the conference is $60, plus $69 per diem and mileage at $0.625 per mile (220 miles per direction) for a total cost of approximately $404 per councilmember.

Recommendation: Move to approve those interested to attend the 2022 San Bernardino County State of the County on October 5, 2022, at the Ontario Convention Center at an estimated cost of $404 per Council Member.

Submitted By: Dale Jones, CMC, City Clerk
City Management Review: - K CJI' _.- Date: '1z2-/ U.,.., Approved: □ Not Approved □ Tabled: □ Other □
Agenda Item: - ='____,,__\,.__ __

CF)_
~ tr:1
~
~
tr:1
~ ~
tr:1
October 5th, 2022
$50 Pre-sale
$60 Genera!
Main Event
3:00 p.m. 4:30 p.m. ! Speaker Series
4:30 p.m. 5:30 p.m. I Registration
5:30 p.m. 6:30 p.m. I Main Event
6:30 p.m. 8:30 p.m. I Networking Reception
Ontario Convention Center
2000 E Convention Center Way, Ontario, CA 91764

SAN BERNARDINO COUNTY
STATE
of the
COUNTY
2022 - VISION FORWARD
City of Needles, California
Request for City Council Action
~ CITY COUNCIL □ NPUA D Regular D Special
Meeting Date: August 30, 2022
Title: League of California Cities Annual Conference Resolution Background: Vice Mayor Edward Paget and Councilmember Ellen Campbell have been appointed Needles Alternate Voting Delegates at the Annual League of California Cities Conference scheduled for September 7-9 in Long Beach. Please provide council direction on the Leagues proposed resolution to be considered at the Conference.

Fiscal Impact: N/A
Environmental: N/A
Recommendation: I MOVE to vote in favor OR in opposition on the following resolution:
1) Resolution relating to Amendments to the Cal Cities Bylaws Submitted By: Dale Jones, City Clerk
City Management Review: _______ _ Date: ------
Approved: □ Not Approved □ Tabled □ Other □
Agenda Item: _L\ __,,_.).-=----

Dale Jones
From: City_clerks <[email protected]> on behalf of Norman Coppinger < ncoppi [email protected] >
Sent: Tuesday, August 9, 2022 2:17 PM
To: [email protected]
Subject: [City_clerks] Notice of Proposed Bylaws Amendments to be Considered at General Assembly
Attachments: 8.8.22 General Assembly Bylaws Packet_Final.pdf; ATT00001.txt [EXTERNAL EMAIL,]. DO NOT CLICK links or attachments unless you recognize the sender and know the co11te11t is safe:

August 9, 2022
TO: Mayors and Council Members, City Managers, and City Clerks RE: Cal Cities 2022 Annual Conference
Notice of Proposed Bylaws Amendments to be Considered at General Assembly During its July meeting, the League of California Cities Board of Directors approved proposed amendments to enhance Cal Cities' governance and effectuate technical changes. The proposed bylaws amendments will go before the General Assembly for a vote during the 2022 Cal Cities Annual Conference and Expo in Long Beach. At least two-thirds of the General Assembly must vote in favor of the proposed bylaws amendments in order for them to take effect.

Proposed Bylaws Amendments: The attached General Assembly packet includes background information on the proposed amendments, a resolution for adopting the amendments, and a redlined version of the proposed changes to the bylaws. The packet is also available on the Cal Cities website, www.calcities.org/proposedbylawsamendrnents for your convenience.

Specifically, the proposed bylaws amendments would accomplish the following:
1 . Formalize oversight of the Resolutions Committee by establishing the Second Vice President as the chair of the committee, while retaining the President's authority to appoint the vice chair of the committee.

2. Ensure a more inclusive Nominating Committee by adding a committee member appointed by the Cal Cities President from among the Caucus Board Directors and one additional committee member appointed by the Cal Cities President from among the At-Large Directors for a total of 13 committee members.

3. Clarify that, unless the Board establishes otherwise, the Cal Cities President appoints the chair of Board-established committees.

4. Make various minor technical corrections.

Voting Delegates: In order to vote during the General Assembly, your city council must designate a voting delegate. If your city has already made its appointment for the 2022 Annual Conference and 1 provided your city's voting delegate information to Cal Cities, your delegate may pick up his/her credentials upon arriving at the conference. If your city has not made its appointment, please complete the Voting Delegate form located on the Cal Cities website www.calcities.org/resolutions under the "voting delegates" section, and email it to Darla Yacub at [email protected] by Friday, September 2.

Cities are encouraged to consider the proposed bylaws amendments prior to their delegate's vote at the Closing Luncheon and General Assembly, which will be held on Friday, Sept. 9, at 11 :30 a.m. If you have any questions regarding these materials, please contact me at [email protected] or by phone at 916.658.8277.

Warm Regards,
Norman Coppinger
Deputy Executive Director, Finance & Operations
League of California Cities
Office: 916-658-8277
Cell: 916-600-8948
[email protected] I www.calcities.org

LEAGUE OF

CALIFORNIA
CITIES
Strengthening California Cities
through Advocacy and Education
Twitter I Facebook I YouTube I Linkedln
2 LEAGUE OF

CALIFORNIA
CITIES
2022 Annual Conference and Expo

PROPOSED BYLAWS AMENDMENTS
General Assembly
September 9, 2022

LEAGUE OF

CALIFORNIA
CITIES
2021-2022 August 2022

CAL CITIES OFFICERS
President To: Cal Cities General Assembly
Cindy Silva From: Cindy Silva, President
Mayor Pro Tem, Carolyn Coleman, Executive Director and CEO Walnut Creek Re: Proposed Cal Cities Bylaws Amendments
First Vice President
Ali Taj
Council Member,
Artesia
Second Vice President
Daniel Parra
Council Member,
Fowler
Immediate Past President
Cheryl Viegas Walker
Council Member,
El Centro
Executive Director
and CEO
Carolyn M. Coleman
On July 15, 2022, the League of California Cities (Cal Cities) Board of Directors (Board) voted to present proposed bylaws amendments to the General Assembly at the 2022 Cal Cities Annual Conference and Expo. This memorandum outlines the history of the proposed amendments, summarizes the amendments, and provides an explanation of the process for adopting amendments to the bylaws.

Background
Beginning in 2017, the Board directed Cal Cities to undertake a strategic planning process that resulted in the adoption of the "Powering Up for California Cities Strategic Grown Plan 2018-2021" (Strategic Growth Plan). The Strategic Growth Plan set fo11h goals to enhance Cal Cities' governance to: (a) achieve even higher levels of engagement and effectiveness; (b) ensure optimal engagement by members and effectiveness in supporting fulfillment of the Cal Cities' mission; and (c) ensure the pathway to leadership is transparent and inclusive.

In furtherance of its governance goals, the Board engaged an association governance consultant (Consultant) to evaluate the Cal Cities governance system and make recommendations for enhancing Cal Cities' governance. The Consultant gathered and considered input from more than 350 Cal Cities members through advisory groups, roundtable discussions, interviews, and surveys. On July 8, 2021, the Consultant produced a report (Governance Report) detailing 49 recommendations to the Board to deepen the engagement of Cal Cities Member Cities and ensure Cal Cities' governance is operating at peak performance.

The Governance Report included findings indicating that Cal Cities is a strong organization, with a high level of member engagement, but also highlighted opportunities for Cal Cities to enhance its governance. The opportunities for enhancement included: (a) improving the clarity, ease, and consistency in how the governance system works; (b) clarifying the guidelines for position qualifications and performance expectations; (c) identifying ways to deepen member engagement and enhance the quality of the experience of involvement; and (d) ensuring Cal Cities has an intentional, consistent organizational culture at all levels of the governance system.
1400 K Street, Suite 400, Sac ramento, CA 95814 • 9 16.658.8200 • calcilies.0 19 The findings and recommendations from the Governance Repmt were presented to the Board during the July 2021 Board meeting. Following a robust exchange of ideas and input, the Board decided to move forward with many of the recommendations, referred other recommendations to a "to be established" board subcommittee for further study, and deferred consideration of the remaining recommendations.

Following Board approval, in September 2021 during the Cal Cities Annual Conference and Expo, the General Assembly voted to approve the following bylaws amendments:

I. Adjust the composition of the Board to achieve a higher impact and be more representative by adding Director seats to the Board for each of the five Diversity Caucuses, and transitioning members of the National League of Cities Board from Cal Cities Directors to one non-voting advisor to the Cal Cities Board.

2. Recognize the Cal Cities Diversity Caucuses in the Cal Cities bylaws to reflect the full contribution the caucuses make to Cal Cities' mission and vision.

Those amendments became effective on Nov. 24, 2021.

Among the recommendations the Board decided was a priority to move forward was the establishment of a standing Governance Committee to assist the Board in fulfilling its governance function.

At its February 2022 meeting, the Board voted to approve Board policy establishing the Governance Committee with the task of regularly reviewing the governance structures, policies, and practices of Cal Cities and reporting its findings and recommendations to the Board. The Board also approved a one-year work plan for the Governance Committee that established priority governance issues to focus on in its first year.

Following the Board meeting, President Cindy Silva appointed the following Board members to serve on the Governance Committee:
• Cheryl Viegas Walker, Immediate Past President and Council Member, El Centro, Chair • Walt Allen, Council Member, Covina
• Jan Arbuckle, Vice Mayor, Grass Valley
• LaTanya Bellow, Deputy City Manager, Berkeley
• Pippin Dew, Council Member, Vallejo
Lynne Kennedy, Mayor Pro Tern, Rancho Cucamonga
• Karen Goh, Mayor, Bakersfield
• Jim Lewis, City Manager, Pismo Beach
• Lisa Middleton, Mayor, Palm Springs
• John Minto, Mayor, Santee
• David Pollock, Council Member, Moorpark
2 The Governance Committee met in April 2022, and following engaging and productive discussions, brought forward to the Board at its May 2022 meeting several recommendations to fwther enhance Cal Cities' governance. Among the recommendations approved by the Board during that meeting are two that require bylaws amendments:

1. Formalize oversight of the Resolutions Committee by establishing the Second Vice President as the chair of the committee, while retaining the President's authority to appoint the vice chair of the committee.

2. To ensure a more inclusive Nominating Committee, add one committee member appointed from among the Caucus Directors and one additional committee member appointed from among the At-Large Directors for a total of 13 committee members. 1 In addition to those recommendations identified by the Governance Committee and approved by the Board, Cal Cities staff identified various non-substantive revisions to the Cal Cities bylaws:

1. Clarify that, unless the Board establishes otherwise, the Cal Cities President appoints the chair of Board-established committees.

2. To avoid confusion and clarify organizational responsibilities, remove "Treasurer" from the title of the Second Vice President. 2

3. To promote consistency, replace the term "Board member(s)" with "Director(s)."3 On July 15, 2022, the Board voted to present these proposed bylaws amendments to the General Assembly at the 2022 Cal Cities Annual Conference and Expo.

While the work to enhance Cal Cities' governance is a process being implemented in phases over several years, the Board believes these proposed amendments constitute important next steps toward ensuring Cal Cities' governance is operating at peak performance. 1 Under the current bylaws, the Nominating Committee is comprised of 11 Directors. Two committee members are appointed from among At-Large Directors and one from a Department. Divisions participate on a rotation, with Directors residing within eight of the Divisions appointed in even-numbered years and Directors from the other eight appointed in odd-numbered years. 2 Under the current bylaws, the Second Vice President is referred to as "Second Vice President/Treasurer." However, in practice the Second Vice President does not serve as treasurer of Cal Cities. Rather, that function is performed by the Chief Financial Officer designated in A,ticle VIII, section 5, subdivision b(2), of the Cal Cities bylaws. 3 The current bylaws primarily refer to members of the Cal Cities Board of Directors as "Directors." However, there are instances in which they are referred to as "Board members." 3 Procedure for Amending the Cal Cities Bylaws
Amendments to the Cal Cities bylaws may be proposed by the Cal Cities Board and may be adopted: (a) by vote of the Cal Cities General Assembly, or (b) by mail ballot to Member Cities. 4 In this case, the amendments will be considered by the General Assembly. Bylaws amendments need to be approved by 2/3 of those voting,5 and the number that constitutes 2/3 of those voting (a) cannot be less than a majority of the voting delegates present if there is a quorum at the time the vote is taken; 6 or (b) cannot be less than a majority ofa quorum if the meeting started with a quorum but a quorum is not present when the vote is taken. 7 If approved by the General Assembly, the amendments to the bylaws will go into effect after the expiration of a 60-day protest period. 8 If, within 60 days after the adoption of the amendments, one-third or more of Member Cities submit a written protest against such amendments, the amendments are automatically suspended until the next Annual Conference and Expo, when they may be taken up again for reconsideration and vote. 9 If the amendments are approved by the General Assembly and no protest is lodged, the effective date of the bylaws amendments will be Nov. 9, 2022.
' A1ticle XVII, Section 1. 5 Article XVII, Section 2. 6 Cal. Corp. Code 7512, subd. (a). 7 Cal. Corp. Code 7512, subd. (d). 8 Article XVII, section 6. 9 Article XVII, section 7.
4 RESOLUTION RELATING TO AMENDMENTS TO THE CAL CITIES BYLAWS (2/3 vote at General Assembly required to approve)
Source: League of California Cities Board of Directors
WHEREAS, the League of California Cities (Cal Cities) is a nonprofit mutual benefit corporation under California law and, as such, is governed by corporate bylaws; and WHEREAS, the Cal Cities Board of Directors (Board) periodically reviews the Cal Cities bylaws for issues of clarity, practicality, compliance with current laws, and responsiveness to membership needs and interests; and
WHEREAS, beginning in 2017, the Board directed Cal Cities to undertake a strategic planning process that resulted in the adoption of the "Powering Up for California Cities Strategic Growth Plan 2018-2021" (Strategic Growth Plan); and
WHEREAS, the Strategic Growth Plan set forth goals to enhance Cal Cities' governance to: (a) achieve even higher levels of engagement and effectiveness; (b) ensure optimal engagement by members and effectiveness in supporting fulfillment of the Cal Cities' mission; and (c) ensure the pathway to leadership is transparent and inclusive; and WHEREAS, in furtherance of its governance goals, the Board engaged an expert in association governance who gathered and considered input from more than 350 Cal Cities members through advisory groups, roundtable discussions, interviews, and surveys to evaluate the Cal Cities governance system and make recommendations for enhancing Cal Cities' governance; and
WHEREAS, in July 2021 the Board decided to move forward with certain recommendations made as a result of that governance evaluation, including a recommendation to establish a standing Governance Committee of the Board to assist the Board in fulfilling its governance function; and
WHEREAS, in February 2022 the Board approved Board policy establishing the Governance Committee and charging it with regularly reviewing the governance structures, policies, and practices of Cal Cities, and reporting its findings and making recommendations to the Board; and
WHEREAS, in 2022 the Governance Committee recommended, and the Board, approved certain changes to the bylaws that: ( 1) formalize the oversight of the Resolutions Committee; (2) ensure a more inclusive Nominating Committee by adding one committee member appointed from among Caucus Directors and one additional committee member appointed from among AtLarge Directors; (3) clarify that, unless the board establishes otherwise, the Cal Cities President appoints the chair of board-established committees; and (4) make various non-substantive revisions; and
5 WHEREAS, the Cal Cities Board offers the following proposed amendments and additions to the bylaws, as set forth in the attached redlined version of the bylaws specified below, which is hereby incorporated by reference:

1. Amend Atticle VI, section 3(c) to designate the Second Vice-President as the Resolutions Committee chair, while retaining the President's authority to appoint the vice chair of the Resolutions Committee;

2. Amend Article VII, section 5(6) to adjust the composition of the Nominating Committee by adding one At-Large Director and one Caucus Director for a total of 13 Nominating Committee members;

3. Amend Atticle VII, Section I 0(d) to provide that, unless the Board establishes otherwise, the Cal Cities President appoints the chair of board-established committees;

4. Replace the title "Second Vice-President/Treasurer" with "Second Vice President" in Article Vil, sections 2(a), 5(e), and 10(6); and Article VIII, sections I, 2(c), and 4;

5. Replace the term "board member(s)" with "Director(s)" in Article Vil, sections 5(6), 5(e), and 8; Article XII, section 5(c); and Article XV, section 4; and now therefore, be it
RESOLVED, by the General Assembly of the League of California Cities assembled during the Annual Conference in Long Beach on September 9, 2022, that the proposed bylaws amendments are hereby approved and Cal Cities shall make the specified amendments to the Cal Cities bylaws set forth in the attached redlined version of the bylaws.

See ATTACHMENT I for redline of proposed changes to the bylaws. 6 ATTACHMENT 1
Redline of Proposed Changes to Bylaws
7 Bylaws for the
League of California Cities
Article VI. Resolutions
Section 3: Resolutions Committee for Annual Conference Resolutions. (a) Resolutions Committee Composition. The Cal Cities President establishes a Resolutions Committee sixty days prior to each Annual Conference, which committee shall consist of:
(i) One elected official from each regional division, appointed by the regional division;
(ii) One elected official from each policy committee, appointed by the policy committee;
(iii) One member from each functional department, appointed by the department;
(iv) One elected official from each caucus, appointed by the caucus; and (v) Up to ten additional members (at least five of whom are elected officials) as the Cal Cities President deems necessary to achieve geographic and population balance, as well as recognize the multiplicity of city functions not represented by the other appointments, including, but not limited to, the perspectives of board and commission members as well as professional staff.
(b) Presidential Appointments. In the event a regional division, policy committee, functional department, or caucus does not make its appointment to the Resolutions Committee, the Cal Cities President may make the appointment on the regional division's, policy committee's, functional department's, or caucus's behalf.
(c) Chair. The Cal Cities President shall also appoint to the Resolutions Committee a committee chair and vice chairSecond Vice-President shall serve as committee chair. The Cal Cities President shall also appoint to the Resolutions Committee a vice chair.
(d) Minimum Committee Size and Composition. In the event the full committee is not in attendance at the Annual Conference, the Cal Cities President shall appoint a sufficient number of city officials in attendance to achieve a total of thirty. No less than two-thirds of the members of the Resolutions Committee shall be elected officials.
8 (e) Committee Consideration of Proposed Resolutions. Except for resolutions of courtesy, commendation, appreciation or condolence, no resolution expressing the opinion or policy of Cal Cities on any question may be considered or discussed by Cal Cities' General Assembly, unless it has been first submitted to, and reported on, by the Resolutions Committee.

Article VII: Board of Directors
Section 2: Composition.

The Cal Cities Board is composed of the following:
(a) A President, First Vice-President and Second Vice-PresidenUTreasurer, who each serve a term of one year;
(b) The Immediate Past President who serves for a term of one year, immediately succeeding his or her term as President;
(c) Twelve Directors-at-Large,
(i) Who serve staggered two-year terms, and
(ii) At least one of whom is a representative of a small city with a population of 10,000 or less;
(d) One Director to be elected from each of the regional divisions, functional departments, and caucuses of Cal Cities, each of whom serves for a term of two years; and
(e) Ten Directors that may be designated by the mayors of each of the ten largest cities in California to serve two-year terms.
(f) For purposes of this section, the population of each city is the most current population as determined by the California Department of Finance, Demographic Research Unit, or its successor agency or unit. If no successor agency or unit is named, the most current population used to determine these dues shall be used to determine future dues until such time as these bylaws are amended to designate a new source for determining city population. (g) Directors hold office until their successors are elected and qualified. 9 Section 5: Nomination Process.
(a) Timing. The Cal Cities President, with the concurrence of the Cal Cities Board, shall establish a nominating committee at the first Board meeting of the calendar year in which the election is to occur.
(b) Composition. The nominating committee shall be comprised of eleven thirteen Board membersDirectors. Three+we nominating committee members shall be At-Large Directors ... aoo-one shall represent a functional department, and one shall represent a caucus. Regional divisions shall be represented on the nominating committee on the following rotating basis:
(i) Even-Numbered Years: In even-numbered years, the Central Valley, Imperial County, Monterey Bay, North Bay, Orange County, Redwood Empire, Sacramento Valley and San Diego County
Regional Divisions shall be represented on the nominating committee. (ii) Odd-Numbered Years: In odd-numbered years, the Channel Counties, Inland Empire, Desert-Mountain, East Bay, Los Angeles County, Peninsula, Riverside County, and South San Joaquin Regional Divisions shall be represented on the nominating committee. (c) Nominating Committee Chair. The Cal Cities President shall appoint the chair of the nominating committee.
(d) Candidates for Positions Ineligible. Candidates for officer and at-large positions on the Cal Cities Board are not eligible to serve on the nominating committee. In the event a regional division representative on the nominating committee wishes to be a candidate for an officer or at-large position, the Cal Cities President will appoint a substitute nominating committee member from the same regional division, if available. If one is not available, the President shall appoint a substitute from a nearby regional division. (e) Duties. The duties of the nominating committee are to:
(i) Member Outreach. Publicize the qualifications for the offices of Second Vise-Vice-President/Treasurer and the at-large members of the Cal Cities Board to Cal Cities' Member Cities;
(ii) At-Large and Second Vice:President Recommendations. Make recommendations to the Cal Cities Board on the following year's Cal Cities officers and at-large board membersDirectors; and (iii) President and First Vice President Recommendation.

Recommend whether the previous year's First Vice President 10 becomes President and the previous year's Second Vice:

President/Treasurer becomes First Vice President.
(f) Notice to Members. An explanation of the nomination process and relevant deadlines for submitting nominations to the nominating committee shall be publicized in Cal Cities publications and communications throughout the year, along with the identity of nominating committee members once such members are appointed. In addition, the nominating committee shall inform the membership of the opening of the nominations for the following year when it makes its report to the general membership as provided in Article VI, Section 5(g) below.
(g) Decision and Report. The nominating committee's recommendations shall be communicated to the Cal Cities Board not later than 30 days prior to the date of Cal Cities' Annual Conference and again at the Annual Conference.

In addition, the nominating committee shall make its report to the membership at the opening general session of the Annual Conference. (h) Election. The election of Cal Cities Board officers and Directors-at-Large shall occur at a Cal Cities Board meeting at the Annual Conference as provided in Article VII, Section 4(c) and Article VII, section 3.

Section 8: Meetings and Meeting Notice.
(a) Regularly Scheduled Board Meetings. The Cal Cities Board shall meet no fewer than four times a year. Notice of regularly scheduled Board meetings shall be mailed to each Director at least 14 days before any such meeting. (b) Emergency Board Meetings. A good faith effort shall be made to provide notice of any emergency board meetings (for example, by first-class mail, personal or telephone notification, including a voice messaging system or other system or technology designed to record and communicate messages, telegraph, facsimile, electronic mail, or other electronic means). (c) Telephonic or Electronic Participation. Members of the Cal Cities Board may participate in any meeting through the use of conference telephone or similar communications equipment, so long as all members participating in such meeting can hear one another. Participation in a meeting by this means constitutes presence in person at such meeting.
(d) Notice Content. All meeting notices shall include the meeting date, place, time, and, as applicable, the means by which a Cal Cities Board memberDirector may participate electronically.
11 Section 10: Committees.
(a) General. The Cal Cities Board may establish committees to study city problems, advise on Cal Cities educational efforts, make recommendations with respect to Cal Cities advocacy efforts, or to engage in other appropriate Cal Cities service.
(b) Executive Committee.
(i) Composition. The Executive Committee of the Cal Cities Board consists of the following: the Cal Cities President, First VicePresident, Second Vice-President/Treasurer, Immediate Past President and Executive Director.
(ii) Authority. The Executive Committee has authority to act for the Cal Cities Board between Board meetings, provided that no action of the Executive Committee is binding on the Cal Cities Board unless authorized or approved by the Board.
(c) Standing Policy Committees.
(i) Charge. Cal Cities shall have a series of standing policy committees, whose charge shall be to make recommendations to the Cal Cities Board on matters within the committees' jurisdiction, as well as fulfill other duties specified in these bylaws (see, for example, Article VI, section 4(b)). ·
(ii) Membership. Each Cal Cities Policy Committee shall be comprised of the following:
• Two members appointed by each regional division president; • One member appointed by each functional department president; • One member appointed by each caucus president;
• No more than 16 members appointed by the Cal Cities President, to provide population and geographic balance, as well as expertise; and
• Such representatives of affiliate organizations in the capacity authorized by the Cal Cities Board.
(iii) Feedback. Policy committees shall receive information on actions taken on committee recommendations and the reasons for those actions.
12 (d) Committee Chairs and Vice Chairs. Unless the Cal Cities Board establishes otherwise, +!he Cal Cities President appoints the chair of all CalCities-wide committees. The term of such appointments coincides with the Cal Cities President's term. The Cal Cities President may appoint vice chairs for such committees, as the Cal Cities President deems necessary.

Article VIII: Officers
Section 1 : Identity.

The officers of Cal Cities are a President, a First Vice-President, a Second VicePresident!Treasurer, an Immediate Past President, and an Executive Director.

Section 2: Duties of Cal Cities Officers.
(a) President. The President presides at all Cal Cities Board meetings and all General Assemblies. The President has such other powers and duties as may be prescribed by these bylaws or the Cal Cities Board. (b) First Vice-President. The First Vice-President carries on the duties of the President in the President's temporary absence or incapacity. The First VicePresident has such other powers and duties as may be prescribed by these bylaws or the Cal Cities Board.
(c) Second Vice-President/Treasurer. The Second Vice-President/Treasurer carries on the duties of the President in the President's and First VicePresident's temporary absence or incapacity. The Second VicePresident/Treasurer has such other powers and duties as may be prescribed by these bylaws or the Cal Cities Board.

Section 4: Vacancies.

A vacancy in the office of President is filled by the Immediate Past President who shall serve for the unexpired term of office and, upon election of a new President at the next Annual Conference, shall subsequently serve a full term as Immediate Past President.

In the event the Immediate Past President is not available to fill the vacancy in the office of the President, or declines in writing, it shall be filled by the succession of the First Vice-President to that office. A vacancy in the office of First Vice-President, or Second Vice-President/Treasurer, is filled for the un-expired term by appointment by the Cal Cities Board of a member of the Cal Cities Board. A vacancy in the office of the Immediate Past President is filled for the un-expired term by the last Past President continuing to hold a city office.
13 Article XII: Voting
Section 5: Mail Balloting.

In addition to voting at Cal Cities meetings, Cal Cities may solicit member input by mail ballot.
(a) Mailing.10 The question(s) to be voted upon, along with explanatory materials and a ballot, shall be mailed by first class mail to each Member City for consideration and action.
(b) Time Frame for Action. Member Cities shall have at least 45 days to cast their vote. Ballots shall be cast by returning the Member City's ballot to Cal Cities' principal office in Sacramento.
(c) Ballot Tabulation and Results Announcement. The Cal Cities President will appoint a counting committee of three board membersDirectors to count the votes cast by mail ballot. The counting committee will submit its count to the Cal Cities Board, which shall canvass the vote and announce the results. (d) Functional Departments, Regional Divisions, and Caucuses.

Departments, divisions, and caucuses may also use mail balloting under procedures specified in their respective bylaws.

Article XV: Prohibited Transactions
Section 4: Ethical Considerations.

These restrictions, of course, represent the floor, not the ceiling, for ethical conduct as a Cal Cities board memberDirector or policy committee member. If a ooafd. memberDirector or policy committee member believes that there are circumstances under which Cal Cities' members might reasonably question the WafG member'sDirector's or policy committee member's ability to act solely in the best interests of Cal Cities and its member cities, the prudent course is to abstain. As an example, typically Cal Cities board membersDirectors have abstained from participating in decisions on legislation that would affect organizations for which they work. Another example is legislation that would uniquely benefit a board member'sDirector's city.

Policy committee members should also consider abstaining in similar circumstances. 10 The Administrative Services Committee recommends Cal Cities also include notice of the upcoming ballot in a variety of Cal Cities communications to alert Member Cities to make inquiry in the event a city's ballot is lost in the mall. 14