ATTACHMENT F – CONVEYANCE AGREEMENT WITH MOJAVE WATER AGENCY 1 AGREEMENT TO CONVEY AND DEDICATE CERTAIN COMPONENTS OF THE VICTORVILLE WATER DISTRICT R3 EXTENSION PROJECT (TURNOUT 5) FOLLOWING CONSTRUCTION COMPLETION This Agreement to Convey and Dedicate Certain Components of The Victorville Water District R3 Extension Project (Turnout 5) following Construction Completion, hereinafter (“Agreement”), dated ________________, 2026 for reference purposes only, is made by and between the MOJAVE WATER AGENCY ("MWA” or “Agency") and the VICTORVILLE WATER DISTRICT (“District”), both being public agencies in the State of California, duly organized, existing, and acting pursuant to the laws thereof. The MWA and the District are hereinafter at times referred to individually as a “Party” and collectively as the “Parties”. RECITALS WHEREAS, the District sources its water supplies from local groundwater wells and, when needed or available, through interconnections with the Regional Recharge and Recovery Project “the R3 Project”; and WHEREAS, the R3 Project is a conjunctive use project owned and operated by the MWA that stores State Water Project water underground in the local aquifer and later recovers and distributes that water to local retail water purveyors in the Alto Basin as part of a comprehensive solution developed by the MWA and the region’s stakeholders to ensure a sustainable water supply for the region; and WHEREAS, the imported water from the R3 Project’s system is made available to local water purveyors through several interconnections, each known as a “Turnout”, along the R3 pipeline; and WHEREAS, the District currently receives water from the R3 Project from metering stations located at the District’s Plant 10 on Pinon Avenue (Turnout 3), and on Mesa View Drive (Turnout 6) pursuant to a Water Supply Connection Agreement between the City of Victorville and the MWA dated April 19, 2013; and WHEREAS, the MWA paid the full cost of the connection improvements associated with the facilities at Turnout 3 and Turnout 6, including the facilities on the MWA side of the meters, the main turnout structures, and further bears the costs to maintain and operate such facilities; and WHEREAS, to ensure adequate water supply and quality to serve its current customer base, and to meet the needs of additional customers created by new development, the District must invest in and build new water conveyance and infrastructure projects; and WHEREAS, the Victorville R3 Extension Project (Turnout 5), hereinafter the (“Turnout 5 Project”) was developed to import water from the MWA’s R3 pipeline located on Mesa Street for delivery to the District’s existing Zone 3290 reservoirs and Amethyst Booster Pump Station, located at the northwest corner of Amethyst Street and Sycamore Street; and WHEREAS, once completed, the Turnout 5 Project will function as a supplemental water supply, when available, to exclusively serve District customers and aid the District in meeting stringent water quality requirements more economically than the ion-exchange and coagulation/filtration 2 water treatment it currently utilizes, which will benefit the District’s customers and supplement future water supplies; and WHEREAS, on February 3, 2021, the MWA was awarded a grant totaling $4,600,000 from the California Department of Water Resources under the Proposition 1, Round 1, Integrated Regional Water Management Implementation Grant, which included $1,100,000 for the Turnout 5 Project, which funding the MWA granted to the District in a Subaward agreement dated February 17, 2021; and WHEREAS, given the nature and type of interconnect water infrastructure at issue, the MWA and the District have jointly collaborated and cooperated in the development of the Turnout 5 Project; however, apart from the MWA’s grant subaward, all costs of design, engineering, environmental compliance, permitting, and bid advertisement for the Turnout 5 Project have been funded by the District, and the District will be funding the costs to install and construct the project to ensue appropriate synergy with the District’s water distribution system; and WHEREAS, the Turnout 5 Project consists of the installation of an approximately one mile long, 24-inch diameter steel pipeline from the R3 Project pipeline point of connection on Mesa Street, running north along Amethyst Road to the District’s Plant No. 129; the construction of a new metering station (consisting of a 35-feet by 15-feet wide masonry building, which will house motor-actuated isolation valves, a flow meter, a double detector check assembly, a SCADA telemetry system, and the associated pipeline connection equipment housed therein); a gate and fencing as shown on Exhibit “A” attached hereto and incorporated and made part of this Agreement by this reference. The R3 Project water will enter District’s water distribution system at the “Point of Connection” (as hereinafter defined) inside the metering station; and WHEREAS, MWA is willing to furnish such R3 Project water to the District at the Point of Connection, in accordance with the MWA’s requirements for providing same, including all applicable MWA ordinances, regulations, and the MWA’s Water Supply Contract with the State of California Department of Water Resources, dated June 22, 1963, as such may be amended from time-to time; and WHEREAS, the District designed the Turnout 5 Project in accordance with requirements and specifications provided by the MWA, up to the Point of Connection with the District’s water distribution system, as the MWA’s future operation and maintenance of the 24 inch steel pipeline and various parts of the metering station (the “Agency Turnout Facilities”), as more fully defined hereinafter, is contemplated once project installation and construction is complete; and WHEREAS, following construction of the Turnout 5 Project, the District intends to dedicate and convey the Agency Turnout Facilities to the MWA for said operation and maintenance, together with any required easements and rights-of-way needed to access such facilities for such purposes. As a prerequisite to the District’s commencing construction of the Turnout 5 Project, including the Agency Turnout Facilities which the District intends to dedicate and convey to the MWA, the District is willing to provide the assurances set forth in this Agreement. WHEREAS, in accordance with the provisions of this Agreement, upon completion of the Turnout 5 Project by the District’s contractor(s) and upon concurrence by the MWA that the Agency Turnout Facilities meet the agreed-upon specifications and standards, the District shall dedicate and convey, and the MWA shall accept and assume, the ownership, operation, maintenance obligations, and control of the Agency Turnout Facilities portion of the Turnout 5 Project. 3 NOW THEREFORE, in consideration of the foregoing Recitals and the mutual promises and other consideration, and subject to the conditions set forth below, the Parties hereby agree as follows: 1. Recitals. The Recitals set forth above are true and correct and are incorporated into, including any definitions set forth therein, and made part of this Agreement by this reference. 2. Definitions. When used in this Agreement, the following terms shall have the meanings hereinafter set forth in this Section: a. "Agency Law" means the Mojave Water Agency Law, Chapter 97 of the Water Code Appendix, Statutes of 1959 of the State of California, as amended and as the same may be hereafter amended, supplemented re-enacted, or codified. b. “Agency” or “MWA" means the Mojave Water Agency, a public agency and special district formed under the Agency Law and responsible for managing groundwater resources in the Mojave River Basin and Morongo Basin, and providing additional water sources to the region as needed. c. “Agency Turnout Facilities” shall mean those portions of the Turnout 5 Project depicted and identified in Exhibit “B” attached hereto and incorporated and made part of this Agreement by this reference to be dedicated and conveyed by the District to the MWA for operation and maintained following the construction thereof. d. “Alto Basin” means the largest of the five subareas in the Mojave River Groundwater Basin created to manage the region's water supply under the court-approved adjudication in City of Barstow, et al. v. City of Adelanto, et al., Superior Court, Riverside County. Case No. CIV208568. e. “District” means the Victorville Water District, a California County Water District and subsidiary district of the City of Victorville, providing safe drinking water and other water related services to customers in the City of Victorville through approximately 39,073 connections. f. “Point of Connection” means the outlet flange downstream of the of the magnetic flow meter as shown in the diagram attached hereto as Exhibit “C” and incorporated and made part of this Agreement by this reference. 3. Project Completion. The District shall install, construct and complete the Turnout 5 Project referenced in the Recitals and more fully depicted and described in Exhibit “A”. The Turnout 5 Project shall be constructed in accordance with the specifications and plans prepared by the District and approved by the MWA and the laws of State of California, including but not limited to, the payment of prevailing wages and compliance with related labor laws as set forth in Chapter 1, Division 2, Part 7 of the California Labor Code, commencing with Section 1720. 4. Environmental Requirements. The District has complied with the requirements of the California Environmental Quality Act ("CEQA") with respect to construction of the Turnout 5 Project. 4 5. Construction Costs. The total construction cost of the Turnout 5 Project that is the subject of this Agreement shall be paid directly by District, and the MWA shall assume no responsibility or obligation to any contractor or subcontractor for such costs. 6. Notice To Proceed; MWA Approval. The District is in the process of competitively bidding out the construction of the Turnout 5 Project to a responsible contractor in accordance with applicable law. Prior to the District’s issuance of a Notice to Proceed (“NTP”) to its competitively selected contractor, the District shall notify the MWA of its intent to commence construction of the Turnout 5 Project and shall satisfy the following conditions prior to issuing the NTP: a. The District shall have obtained MWA’s written approval of the Specifications and Plans for the Turnout 5 Project, including the materials and equipment to be used. b. District shall have obtained from its competitively selected and awarded contractor the insurance policies, endorsements, and proof of coverage required by its standard public works construction contract, including naming both the District and the MWA as additional insureds on all applicable policies. c. The District shall have obtained from its competitively selected and awarded contractor a Payment bond and a Faithful Performance bond, which Faithful Performance Bond shall name both the MWA and the District as obligees, such bond to be held for period specified in the District’s construction contract to guarantee any and all work performed pursuant to said contract against defective materials and workmanship for a period of one (1) year after the date the Turnout 5 Project is accepted by the District (upon concurrence of the MWA) and a Notice of Completion has been filed. The District shall provide such documentation as the MWA shall reasonably require demonstrating that the above conditions have been met, and the MWA shall issue written confirmation thereof to the District promptly upon receipt of such documentation. Upon receipt of MWA’s written confirmation, the District shall issue the NTP and proceed with construction of the Turnout 5 Project. Authorized MWA personnel may observe the Turnout 5 Project during construction and provide comments to the District, provided that MWA first coordinates site access and observation through District personnel. 7. Project Completion; Inspection, and Testing. Once construction has been completed, the District will perform all inspections and testing as necessary to confirm the work has been properly completed and that the Turnout 5 Project is fully functional. Authorized MWA personnel shall have the option to view the inspection and testing processes, provided that MWA first coordinates site access and viewing through District personnel. Following the completion of successful inspection and testing, and upon recommendation of the Victorville City Engineer and the Director of Public Works and Water, the District Board of Directors (“District Board”) shall accept the Turnout 5 Project as complete and authorize District Staff to file the Notice of Completion. 8. Assignment of Performance Bond. Following the filing of the Notice of Completion and simultaneously with the dedication, conveyance, and transfer of ownership of the Agency Turnout Facilities to the MWA, the District shall assign its materials and workmanship 5 warranty rights under the Faithful Performance bond to the MWA with respect to the Agency Turnout Facilities only, and likewise assign any manufacturers’ materials and equipment warranties associated with the Agency Turnout Facilities to the MWA. 9. Dedication/Conveyance of Agency Turnout Facilities and Necessary Riqhts-of-Way. Upon acceptance of the Turnout 5 Project by the District Board and following the District’s filing of the Notice of Completion, in accordance with Sections 4.c and 7 hereof, and as consideration for the MWA’s agreement to own, operate, and maintain the Agency Turnout Facilities in perpetuity at its sole liability and expense, the District shall dedicate, assign, convey and deliver the Agency Turnout Facilities to the MWA, and certify that the Agency Turnout Facilities are transferred and conveyed free and clear of all liens, encumbrances, rights and claims of third parties . The District shall also convey all necessary easements and rights-of-way, as well as the rights of ingress and egress and the right of excavation to the MWA as required for maintenance, repair or replacement for any of the Agency Turnout Facilities installed. All easements shall be clearly shown on plats and described in easement deeds prior to final recording in the Office of the San Bernardino County Recorder. FOR PURPOSES OF EFFECTING ALL SUCH DEDICATIONS, ASSIGNMENTS, CONVEYANCES, AND TRANSFERS, UPON ALL SUCH WARRANTIES AND REPRESENTATIONS, THIS EXECUTED AGREEMENT TOGETHER WITH A COPY OF THE RECORDED NOTICE OF COMPLETION, SHALL CONSTITUTE A FULL, COMPLETE, LEGALLY BINDING AND ENFORCEABLE BILL OF SALE, CONVEYANCE, ASSIGNMENT, AND DEED FROM THE DISTRICT TO THE MWA FOR THE AGENCY TURNOUT FACILITIES AND RELATED EASEMENTS, RIGHTS OF WAY AND RIGHTS. THE DISTRICT SHALL, NEVERTHELESS, EXECUTE SUCH OTHER OR ADDITIONAL INSTRUMENTS THE MWA MAY REASONABLY REQUEST FOR SUCH PURPOSES. The Agency Turnout Facilities shall then be and remain the property of the MWA, and the MWA shall assume full responsibility for any and all liability, future operations, and maintenance of the Agency Turnout Facilities. 10. District Water System. The MWA shall have no responsibility for the maintenance and operation of the District's water system beyond the Point of Connection. The District shall be responsible and liable for its own water system. 11. Water Supply and Connection Agreement. The District understands that all R3 Project water supplied by the MWA will be annually determined and served upon an interruptible basis, and agrees to enter into a Water Supply and Connection Agreement with the MWA upon completion of the Turnout 5 Project containing terms and conditions similar to those in the April 19, 2013 Water Supply Connection Agreement referenced in the Recitals, except as to matters otherwise covered by this Agreement. 12. Assignment. This Agreement shall not be assigned without the prior written consent of both Parties and the express written concurrence of any surety that has undertaken to guarantee the completion of the Turnout 5 Project. Such consent will not be withheld unreasonably. If so assigned, this Agreement shall extend to and be binding upon the successors and assigns of the Parties hereto. 13. Waiver of Rights. Any waiver at any time by either Party hereto of its rights with respect to a breach or default, or any other matter arising in connection with this Agreement shall not be deemed to be a waiver with respect to any other breach, default or matter. 6 14. Notice. Any notice to be provided pursuant to this Agreement shall be in writing, and all such notices shall be delivered by personal service or by deposit in the United States mail, certified or registered, return receipt requested, with postage prepaid, and addressed to the Parties as follows: To District: Keith C. Metzler, District Manager Victorville Water District 14343 Civic Drive PO Box 5001 Victorville, CA 92392-5001 With a copy to: Andre de Bortnowsky, District Counsel AdB Law Offices, Inc. 30077 Agoura Court, Suite 210 Agoura Hills, California 91301 To MWA Adnan Anabtawi, General Manager Mojave Water Agency 13846 Conference Center Drive Apple Valley, California 92307 With a Copy to: _______________________ _______________________ _______________________ _______________________ Notices and other documents shall be deemed delivered upon receipt by personal service or as of the second (2nd) day after deposit in the United States mail. Either Party may change its address by providing written notice in the manner specified in this Section to the entities at the addresses listed above, and thereafter notices shall be addressed and transmitted to such new address. 15. Indemnity. Upon conveyance of the Agency Turnout Facilities to the MWA, the MWA agrees that it shall defend, indemnify, and hold harmless the District, its officers, employees, representatives, and agents, from and against any actions, suits, proceedings, claims, demands, losses, costs, and expenses, including legal costs and attorney’s fees, for any personal injuries, deaths, or property damage which may arise out of MWA’s negligence or willful misconduct in the operation and maintenance of the Agency Turnout Facilities described in this Agreement, unless such losses or damages are proven to be caused by the Districts own negligence or willful misconduct, or that of its officers or employees. 16. Opinions and Determinations. Where the terms of this Agreement provide for action to be based upon opinion, judgment, approval, review, or determination of either Party hereto, such terms are not intended to be and shall never be construed as permitting such opinion, judgment, approval, review, or determination to be arbitrary, capricious, or unreasonable. In the event legal action is brought to enforce or determine the rights of either Party under 7 this Agreement, the prevailing party in such action shall be entitled to court costs and reasonable attorney's fees. 17. Entire Agreement. This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. 18. Changes to Agreement. Changes to this Agreement are not binding unless made by written amendment, signed by both Parties. 19. Construction and Severability. If any part of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement will remain valid and enforceable. 20. Captions. The captions to the sections or paragraphs of this Agreement are not part of this Agreement and will not affect the meaning or construction of any of its provisions. 21. Incorporation of Recitals and Exhibits. The foregoing recitals are incorporated into this Agreement by reference. All references to "Exhibits" contained herein are references to exhibits attached hereto, the terms and conditions of which are made a part hereof for all purposes. 22. Governing Law and Venue. The validity of this Agreement and any of its terms or provisions, as well as the rights and duties of the Parties hereunder, shall be construed pursuant to and in accordance with California law. All proceedings involving disputes over the terms, provisions, covenants, or conditions contained in this Agreement and all proceedings involving any enforcement action related thereto shall be initiated and conducted in the applicable court or forum in San Bernardino County, California. 23. Authority to Execute. Each of the Parties to this Agreement hereby represents that all necessary and appropriate actions of their governing bodies have been taken to make this Agreement a binding obligation of each Party hereto. The persons executing this Contract warrant that they are duly authorized to execute this Agreement on behalf of and bind the Parties each purport to represent. 24. Effective Date. This Agreement shall become effective when signed by all Parties. [END OF PAGE – SIGNATURE PAGE FOLLOWS] 8 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed as of the dates written beneath their signatures below.
VICTORVILLE WATER DISTRICT MOJAVE WATER AGENCY
By: Elizabeth Becerra, District Chair By:
Print Name and title
Date Date
ATTEST
Jennifer Thompson, District Secretary
APPROVED AS TO FORM
By: Andre de Bortnowsky, District Counsel
RISK MANAGEMENT
By: Sandra Bostick, Risk Manager
EXHIBIT “A”
Entire Turnout 5 Project Diagram/Description
EXHIBIT “B”
Agency Turnout Facilities
EXHIBIT “C”
Diagram of Point of Connection