AGREEMENT
UD-XXXX
THIS AGREEMENT is made and entered as of October 13, 2026, for reference purposes only, pursuant to an order of the Board of Public Utilities Commissioners of the City of Long Beach (“Board”) adopted at its meeting on September 17, 2026 and an order of the City Council of the City of Signal Hill (“Signal Hill”) at its meeting on October 13, 2026, by and between SIGNAL HILL, and the BOARD, for and on its own behalf and on behalf of the City of Long Beach. The Board and Signal Hill are collectively referred to as “Parties” herein.
WHEREAS, Signal Hill owns groundwater rights within the Central Basin; WHEREAS, the City of Long Beach also owns groundwater rights within the Central Basin that are pumped by the Long Beach Utilities Department (“LBPUD”), a department within the City of Long Beach; WHEREAS, LBPUD may from year to year have surplus operational capability to pump, treat and deliver water to Signal Hill; WHEREAS, the Parties have identified mutual benefits to LBPUD’s pumping and delivery of water associated with Signal Hill’s groundwater rights to Signal Hill; and WHEREAS, the Parties desire for LBPUD to deliver potable water to Signal Hill and for Signal Hill to reimburse LBPUD for those costs.
NOW THEREFORE, in consideration of mutual terms and conditions in this Agreement, the Parties agree as follows:
1. TERM. The term of this Agreement shall commence on October 13, 2026 and shall continue indefinitely thereafter until terminated by either party as provided herein. Either party may terminate this Agreement, with or without cause, by providing the other party with 30 calendar days advance written notice of its intent to terminate.
2. WATER PUMPING AND DELIVERY. During the term of this Agreement the Parties agree that LBPUD shall pump groundwater associated with Signal Hill’s water rights utilizing City of Long Beach wells which shall be designated as shared Wells (the “Shared Wells”) with the Water Replenishment District of Southern California (“WRD”). Signal Hill shall have no ownership interest in, or operational responsibilities for, the Shared Wells, it being the intent of the Parties that the Shared Wells be designated as such solely for the purposes of WRD Replenishment Assessment reporting purposes. LBPUD shall deliver such water to Signal Hill at the interconnection located at the southeast intersection of East Wardlow Avenue and Brayton Avenue (the “Interconnection”). LBPUD customer needs shall always take priority over the delivery provided for in this Agreement. Delivery of water under this Agreement shall be made only when operationally feasible and at the sole discretion of LBPUD subject to the following restrictions:
a. LBPUD shall consider the capacity and needs of Signal Hill prior to entering into other future water delivery agreements. b. LBPUD shall not enter into any future water delivery agreements that would prevent LBPUD from supplying water to Signal Hill. c. LBPUD shall supply potable water to Signal Hill from its Groundwater Treatment Plant at 2950 Redondo Avenue prior to any other entity that LBPUD enters into subsequent to this Agreement.
Signal Hill acknowledges that LBPUD does not guarantee delivery of water and therefore agrees to maintain its own water supplies for reliability.
3. WATER QUALITY. The water delivered to Signal Hill shall meet applicable potable water quality standards in accordance with state and federal guidelines and requirements.
4. WATER TO BE METERED. All water passing through the Interconnection will be metered. LBPUD shall be responsible for meter reading and maintaining the meter reading records during the term of this Agreement and shall maintain such metering records for one (1) year following termination. Signal Hill shall have rights to audit the meter reading records. Meter readings shall be taken and recorded no less often than every month. Readings shall be performed on the last day of the month or as soon thereafter as reasonably possible. The cost of meter reading and record keeping shall be borne entirely by LBPUD. LBPUD shall have the right to access the Interconnection at any time for the purpose of observation, inspection, meter reading and testing.
5. REIMBURSEMENT FOR WATER. The quantity of water flowing through the Interconnection from LBPUD to Signal Hill shall be based on the reading taken from the Interconnection meter. The per-acre-foot water purchase price shall be the average of the "Price Floor" and the "Price Ceiling" to represent the concept of equally sharing the financial benefits of this agreement between LBPUD and Signal Hill. The “Price Floor” shall be $559 per acre foot and represents LBPUD's Operations, Maintenance, Repair, Rehabilitation, and Replacement per-acre-foot costs associated with the pumping, treatment, and delivery of groundwater (OMRR&R Costs). The “Price Ceiling” shall be $1,218 per acre foot and represents Signal Hill's alternative cost to (i) purchase imported water from the Central Basin Municipal Water District (CBMWD) at the Non-Interruptible Treated Tier 1 Grand Total Rate of $1,698 per acre foot minus (ii) a credit for the WRD Replenishment Assessment of $480 per acre foot, which shall be paid by Signal Hill to WRD as a result of the use of Signal Hill groundwater rights under this agreement. Therefore, the water purchase price before December 31, 2026, shall be $889 per acre foot, which is the average of the $559 Price Floor and the $1,218 Price Ceiling.
The Price Ceiling shall be adjusted semi-annually or as needed to reflect actual changes to (i) the CBMWD Non-Interruptible Treated Tier 1 Grand Total Rate, and (ii) the WRD Replenishment Assessment. The Price Floor shall be adjusted annually, effective July 1 of each year, based on the percentage change in the Consumer Price Index for All Urban Consumers (CPI-U) for the Los Angeles - Long Beach - Anaheim, CA metropolitan area, as published by the U.S. Department of Labor, Bureau of Labor Statistics, and every ten (10) years to reconcile any long term deviation of actual costs from CPI-U, the Price Floor shall be recalculated based on Long Beach’s most recent three-year average OMRR&R costs.
Other than stated above, there shall be no minimum, standby or other charges included in any billing. LBPUD shall forward the meter read to Signal Hill within five (5) working days of reading the water meter. LBPUD shall generate a monthly invoice to Signal Hill, which shall be payable within 30 days of the invoice date.
6. COOPERATION AND COORDINATION. The Parties agree to work together to attempt to deliver Signal Hill as much water as possible, subject to LBPUD water system capacity restraints and Signal Hill demand. The Parties agree that in determining the quantity of water to be sold to Signal Hill, the Parties shall meet at least once per year (prior to July 1) to discuss and set future deliveries, timing, and amounts of water and charges for the upcoming year. LBPUD shall alert Signal Hill as soon as possible if LBPUD expects to not be able to fulfill Signal Hill’s expected demand. Signal Hill shall alert LBPUD as soon as possible if Signal Hill expects demand to be twenty five percent (25%) more or less than the amount of water predicted by Signal Hill. Signal Hill understands that Long Beach will not be able to guarantee any delivery request by Signal Hill.
LBPUD shall alert Signal Hill as soon as possible if there are any planned or unplanned outages with the Shared Wells and provide a timeline for when Long Beach expects the Shared Wells to go back online.
7. FORCE MAJEURE. No party shall be considered in default, other than obligations of that party to pay amounts due under this Agreement, if prevented from performance by force majeure. The term “force majeure” means any cause beyond the reasonable control of the party, such as failure of or threat of failure of facilities, flood, earthquake, storm, fire, lightning, epidemic, war, economic embargo, riot, civil disturbance or disobedience, labor dispute, labor or material shortage, sabotage, or restraint by court order or public authority. No party shall, however, be relieved of liability for failure of performance if such failure is due to causes arising from its own negligence or causes which it fails to remove or remedy with reasonable dispatch. A party shall not be required to settle any strike or labor dispute in which it may be involved. A party unable to perform under this Agreement shall give prompt notice of that fact in writing to the other party and shall exercise due diligence to remove its inability to perform with all reasonable dispatch.
8. NOTICES. Any notice identified in this Agreement or given or made in connection with this Agreement shall be in writing and personally delivered or deposited in the U.S. Postal Service, certified, return receipt, as follows:
To Long Beach: General Manager
Long Beach Public Utilities Department
1800 E. Wardlow Road
Long Beach, CA 90807
To Signal Hill: Director of Public Works
City of Signal Hill
2175 Cherry Avenue
Signal Hill, CA 90715
Notice shall be deemed given on the date shown on the return receipt or on the date personal delivery is made, whichever occurs first. A party may at any time, by notice, change the designation or the address stated above. This Section does not apply to notices and requests of a routine character in connection with delivery or receipt of water or in connection with operation of the Interconnection unless specifically required in this Agreement. Routine notices and requests shall be given in whatever manner the Operating Representatives from time to time mutually determine.
9. WAIVER. The acceptance of a delivery of water, the payment for a delivery of water, or any other performance shall not operate as a waiver of any part of this Agreement or of any right to indemnity stated in this Agreement. The waiver of a right or breach of this Agreement shall not constitute a waiver of any other right or breach.
10. HOLD HARMLESS. Each party agrees to indemnify, defend and hold harmless the other party, its officers, agents, employees, representatives and volunteers from and against all claims, demands and actions in connection with the (grossly) negligent conduct or willful misconduct of the indemnifying party, its officers, agents, employees, representatives and volunteers in the performance of this Agreement.
11. PRECEDENT. This agreement sets no precedent with regard to any other issues between the Parties, including any future water purchase agreements, or any other matters.
12. ASSIGNMENT. This Agreement may not be assigned by the Parties.
13. NONDISCRIMINATION. The Parties agree that they will not discriminate against any person in the performance of this Agreement and will comply with applicable federal, State and City of Long Beach, Equal Opportunity Laws, Rules and Regulations.
ENTIRETY OF AGREEMENT. This Agreement contains the entire understanding of the Parties and supersedes any other understandings or agreements, oral or written, with respect to the subject matter herein; provided, however, that this Agreement does not in any manner amend, terminate or otherwise affect the Purchase and Sale Agreement, which remains in full force and effect until terminated in accordance with its terms.
14. JOINT PREPARATION. This Agreement shall be deemed to be jointly prepared by the Parties and shall not be construed against any party as the drafter.
15. GOVERNING LAW. This Agreement shall be governed by and construed pursuant to the laws of the State of California. In the event that it is necessary to institute any action to enforce any right granted herein or to redress any alleged breach hereof, then the exclusive venue for such action shall reside with the branch of the Superior Court of the State of California in and for the County of Los Angeles, California.
16. AFFECT OF TERMINATION ON RIGHTS OR LIABILITIES. Termination or expiration of this Agreement shall not affect rights or liabilities of the Parties which accrued prior to such termination or expiration.
17. PARTIES’ BENEFITS. This Agreement is not intended or entered for the purpose of creating any benefit or right for any person or entity that is not a party to this Agreement.
IN WITNESS WHEREOF, the Parties have caused this document to be duly executed with all formalities required by law as of the date first stated above.
BOARD OF PUBLIC UTILITIES COMMISSIONERS OF THE CITY OF LONG BEACH By
General Manager, Long Beach Public Utilities Department “Long Beach” CITY OF SIGNAL HILL, a municipal corporation
By
City Manager “Signal Hill”
This Agreement is approved as to form on ____________________, 2026.
DAWN MCINTOSH, City Attorney
By ___________________________________
Deputy City Attorney “Long Beach”
MATTHEW RICHARDSON, City Attorney
By ___________________________________
City Attorney “Signal Hill”
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n:\imanage\recent\(55728.00001) signal hill_ city of - general legal services\ud-xxxx- signal hill water delivery agreement - draft clean(45202227.5).docx
OFFICE OF THE CITY ATTORNEY
DAWN MCINTOSH, City Attorney
333 West Ocean Boulevard, 11th Floor
Long Beach, CA 90802-4664OFFICE OF THE CITY ATTORNEY
DAWN MCINTOSH, City Attorney
333 West Ocean Boulevard, 11th Floor
Long Beach, CA 90802-46641234567891011121314151617181920212223242526272812345678910111213141516171819202122232425262728
OFFICE OF THE CITY ATTORNEY
DAWN MCINTOSH, City Attorney
333 West Ocean Boulevard, 11th Floor
Long Beach, CA 90802-4664
OFFICE OF THE CITY ATTORNEY
DAWN MCINTOSH, City Attorney
333 West Ocean Boulevard, 11th Floor
Long Beach, CA 90802-4664
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OFFICE OF THE CITY ATTORNEY
ROBERT E. SHANNON, City Attorney
333 West Ocean Boulevard, 11th Floor
Long Beach, CA 90802-4664OFFICE OF THE CITY ATTORNEY
ROBERT E. SHANNON, City Attorney
333 West Ocean Boulevard, 11th Floor
Long Beach, CA 90802-46641234567891011121314151617181920212223242526272812345678910111213141516171819202122232425262728
OFFICE OF THE CITY ATTORNEY
ROBERT E. SHANNON, City Attorney
333 West Ocean Boulevard, 11th Floor
Long Beach, CA 90802-4664
OFFICE OF THE CITY ATTORNEY
ROBERT E. SHANNON, City Attorney
333 West Ocean Boulevard, 11th Floor
Long Beach, CA 90802-4664
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